As anticipated, Helen Mirren received best actress as the British monarch Elizabeth II in "The Queen," Forest Whitaker won best actor as the infamous Ugandan dictator Idi Amin in "The Last King of Scotland," and Jennifer Hudson earned supporting actress for her film debut in the musical "Dreamgirls."
The evening, however, was filled with many surprises. Alan Arkin won supporting actor for "Little Miss Sunshine" over heavily favored Eddie Murphy for "Dreamgirls." "Little Miss Sunshine" also won original screenplay for first-time scribe Michael Arndt. And the dancing penquin fable "Happy Feet" upset Pixar/Disney's "Cars" for animated feature.
The Mexican gothic fantasy "Pan's Labyrinth" finished second behind "The Departed" with three Oscars, including for cinematography, yet lost the foreign language film award to Germany's thriller "The Lives of Others." And the three nominated songs from "Dreamgirls" were passed over in favor of rock singer Melissa Etheridge's "I Need to Wake Up" from the documentary "An Inconvenient Truth."
Here's a blow by blow recap of the action:
5:32 p.m. -- Candid, fun clips of nominees in all the categories. When asked why he didn't win for "Lawrence of Arabia," Peter O'Toole stares at the camera and simply says, "Somebody else did." Alan Arkin says "Losing builds character." Screenwriter Peter Morgan of "The Queen" quipped, "Any sexual thought about the queen is a treasonable thought." Eddie Murphy just stared at the camera.
5:35 p.m. -- The nominees stand up in the auditorium, a record 177 artists and craftsman, applauding themselves and one another.
5:36 p.m. -- Ellen DeGeneres walks on stage wearing a burgundy velvet pantsuit and white boots. A bald Jack Nicholson applauds DeGeneres. "This has been a dream of mine since I was a little girl," she says. "I've always wanted to host the Academy Awards. I assume for you in the audience it was a dream come true for you as well. Let that be a lesson to you kids out there: Aim lower."
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5:39 p.m.-- DeGeneres, who sounds congested, says, "You don't know who's going to win unless you're British and then you know you have a pretty good shot."
5:41 p.m. -- DeGeneres talks with Abigail Breslin. "She's filled with joy and hope." Then to eight-time nominee Peter O'Toole: "You know what they say, 'third time's the charm.' "
5:44 p.m. -- DeGeneres with tambourine in hand leads a choir of African-American gospel singers down the aisle of the Kodak, celebrating the nominees.
5:45 p.m. -- Nicole Kidman, dressed in a red gown replete with a big bow at her shoulder, and Daniel "James Bond" Craig present the night's first Oscar for art direction to Eugenio Caballero and Pilar Revuelta for the gothic Spanish fantasy "Pan's Labyrinth."
5:49 p.m. -- Maggie Gyllenhaal recaps the scientific and technical awards, which she hosted Feb. 10 in Beverly Hills.
5:53 p.m. Will Ferrell, with extremely curly hair, sings "a comedian at the Oscars is the saddest man of all." Jack Black joins him in the musical number, lamenting that the Oscars traditionally ignore comedies. John C. Reilly stands up in the audience and jumps on stage as the trio sing about the roles they'll take to win an award, including Ferrell singing that he'll lose 40 pounds to play Ralph Nader. Then the trio announced the nominees for best makeup.
5:58 p.m. --John C. Reilly announces the winners for best makeup are David Marti and Montse Ribe for "Pan's Labyrinth."
6 p.m. -- DeGeneres gossips with a stagehand backstage that Judi Dench won't be here tonight, saying, "She's having 'knee surgery' -- on her eyes." Then she introduces Abigail Breslin and Jaden Christopher Syre Smith, who introduces the nominees for animated short film. The winner is Torill Kove for "The Danish Poet."
6:03 p.m. -- Abigail Breslin and Jaden Christopher Syre Smith also present the award for best live action short to "West Bank Story," a comedy musical about Israelis and Palestinians directed by Ari Sandel.
6:06 p.m. -- A clip screened of the nominated "Letters from Iwo Jima," narrated by nominated director Clint Eastwood.
6:11 p.m. -- DeGeneres introduces the Hollywood Film Chorale Sound Effects Choir, which proceeds to make noises of tires screeching, showers, birds, wind, helicopters whirling, and airplanes taking off while clips of these are screened behind them. Steve Carell and Greg Kinear of "Little Miss Sunshine" present the award for sound editing to Alan Robert Murray and Bub Asman for the World War II drama "Letters from Iwo Jima." Murray's father was a Marine veteran of the famous island battle.
6:18 p.m. -- Scottish actor James McAvoy, from "Last King of Scotland," and Jessica Biel present the award for sound mixing to Michael Minkler, Bob Beemer and Willie Burton for the musical "Dreamgirls."
6:21 p.m. -- Last year's supporting actress winner, Rachel Weisz, dressed in a strapless, flowing silver gown, presents the first major award of the evening, supporting actor. The winner is 72-year-old Alan Arkin for "Little Miss Sunshine" as the heroin-sniffing grandfather. His last nomination was 38 years ago for "The Heart Is the Lonely Hunter." "Acting for me has and always will be a team sport," he says. Arkin's win is somewhat of a surprise, considering Eddie Murphy had won the lion's share of other awards for "Dreamgirls."
6:25 p.m. -- DeGeneres walks down the aisle and talks to Mark Wahlberg, who just lost the supporting actor award, as well as best director Martin Scorsese, to whom she presents a screenplay she called a cross between "Goodfellas" and "Big Momma's House." Her conversation leads into an introduction of the dance company Pilobolus, which transforms itself into the penguins of "Happy Feet."
6:31 p.m. -- Clips from best picture nominee "The Departed" screen, with narration by stars Matt Damon and Leonardo DiCaprio. Next on stage are James Taylor and Randy Newman performing the best song nominee "Our Town," from "Cars," written by Newman.
6:33 p.m. -- Melissa Etheridge performs her Oscar-nominated composition "I Need to Wake Up" from the documentary "An Inconvenient Truth." The song is the first to be nominated from a documentary since "More" from "Mondo Cane," 43 years ago.
6:36 p.m. -- Al Gore and Leonardo DiCaprio take the stage to announce that the Oscar show has "gone green." Gore says that environmental practices have been involved with all aspects of the show. DiCaprio says that Gore is "a true champion" in the cause against global warming. DiCaprio eggs Gore to make a major announcement tonight. Gore says that with a billion people watching he will take this opportunity "to formally announce my intention ...," at which point he is interrupted by swelling music, reminding them that their time is up.
6:42 p.m. -- DeGeneres introduces Cameron Diaz to present the award for animated feature to George Miller's dancing penguin environmental-centric "Happy Feet." It is Miller's first animated feature. The Australian previously directed such films as "The Road Warrior" and "Lorenzo's Oil." He also produced and co-wrote the 1995 Oscar-nominated family film "Babe."
6:46 p.m. -- Ben Affleck introduces a series of clips from director Nancy Meyer, which affectionately looks at how writers are portrayed on screen.
6:50 p.m.-- Helen Mirren and Tom Hanks present the Oscar for adapted screenplay, introducing the nominees with excerpts from each script. Hanks announces the winner is William Monahan for the gangster epic "The Departed." The screenplay was based on the 2002 Hong Kong hit "Infernal Affairs."
7 p.m. -- DeGeneres, now dressed in a white pantsuit, introduces "the Ellen Oscar bjorn," then introduces "The Devil Wears Prada" co-stars Anne Hathaway and Emily Blunt, who banter with "Prada" Oscar nominee Meryl Streep. The two present the Oscar for costume design to Milena Canonero for Sofia Coppola's punk rock take on "Marie Antoinette."
7:05 p.m. -- Tom Cruise walks on stage to the theme song from "Mission: Impossible" to present the Jean Hersholt Humanitarian Award to producer and studio executive Sherry Lansing.
7:08 p.m. -- Lansing walks on stage to a standing ovation and Cruise whispers in her ear as he presents the award. "I must admit that it feels a little strange to be singled out," she says. "We work in a culture where we are encouraged to speak out."
7:11 p.m. -- DeGeneres schmoozes with Clint Eastwood, who calls her "darling" and asks if she has a script for him, noting, "You gave Marty a script." DeGeneres asks Steven Spielberg to take a picture of her with Eastwood for MySpace, telling him, "Make sure we're both in, Steven." "Make it more even on both sides," she quips when she sees the first picture. She introduces Gwyneth Paltrow, who presents best cinematography to Guillermo Navarro for "Pan's Labyrinth," the only film to have three awards so far.
7:21 p.m. -- Naomi Watts and Robert Downey Jr. present the best visual effects Oscar to John Knoll, Hal Hickel, Charles Gibson and Allen Hall for "Pirates of the Caribbean: Dead Man's Chest."
7:24 p.m. -- Veteran French film star Catherine Deneuve and Japanese actor Ken Watanabe of "Letters From Iwo Jima" present a montage of past foreign language film winners, compiled by Giuseppe Tornatore, who directed the Oscar-winning "Cinema Paradiso."
7:29 p.m. -- Cate Blanchett and a striking Clive Owen present the best foreign language film Oscar to Germany's Florian Henckel von Donnersmarck for his "The Lives of Others," about the East German secret police before the fall of the Berlin Wall.
7:32 p.m. -- DeGeneres goes behind the screen onstage and does simple shadow tricks and runs into Pilobus, which turns into a serpent and devours her. "They're naked," she says.
7:33 p.m. -- The always dapper George Clooney presents the best supporting actress award to Jennifer Hudson for her performance as an R&B singer in "Dreamgirls." Though considered the favorite, Hudson looks shocked when Clooney calls out her name. "I just have to take this moment in," she says, overflowing with emotion. "I just can't believe it." Hudson mentions her grandmother as her greatest inspiration because she was a singer who didn't get a break. As she leaves the stage she also thanks Jennifer Holliday, who originated her role as Effie White on Broadway. It's second award of the night for "Dreamgirls."
7:40 p.m. -- Clips of best picture nominee "Babel" screen with narration from its director, Alejandro Gonzalez Inarritu, and co-star Cate Blanchett.
7:41 p.m. -- "Casino Royale's" Eva Green and "Babel" heartthrob Gael Garcia Bernal present the documentary short subject Oscar to Ruby Yang and Thomas Lennon for "The Blood of Yingzhou District." The film examines the lives of orphans in China whose parents have died from AIDS complications.
7:44 p.m. -- Jerry Seinfeld, the subject of a documentary called "Comedian," introduces the documentary-feature nominees as five "incredibly depressing movies." The Oscar goes to Davis Guggenheim for "An Inconvenient Truth," Al Gore's environmental plea to stop global warming. Gore joins the director and producers on the stage and says, "People all over the world, we need to solve the climate issue," adding, "It's a moral issue."
7:50 p.m. -- Clint Eastwood enters the Kodak stage to the strains of Ennio Morricone's classic score from "The Good, the Bad and the Ugly," Morricone, who has been nominated for an Oscar five times but has never won is in the theater to receive an honorary Oscar. Eastwood introduces clips of films scored by the Italian composer, including "Days of Heaven," "The Good, the Bad and the Ugly," "Bugsy," "The Mission" and "The Untouchables." Celine Dion sings the premiere of "I Knew I Loved You," which features Morricone's music from "Once Upon a Time in America" with lyrics by Alan and Marilyn Bergman.
7:59 p.m. -- Morricone walks onstage to a standing ovation, takes a long bow and takes the Oscar from Eastwood. He holds up the award to cheers from the audience and, after saying "Thanks very much," offers the rest of his speech in Italian. Eastwood says, "I'll tell you what he's saying," and proceeds to translate Morricone's thanks and acknowledgements. A teary Morricone dedicates his award to his wife, Maria.
8:06 p.m. -- Oscar nominee Penelope Cruz and Hugh Jackman present the Oscar for original score to Gustavo Santaolalla for the gritty global drama "Babel." Santaolalla won last year for "Brokeback Mountain."
8:09 p.m. -- DeGeneres introduces Sid Ganis, president of the Academy of Motion Pictures Arts and Sciences. Ganis speed-talks everything the academy does besides handing out the Oscars in less than 60 seconds.
8:11 p.m-- "Spider-Man" stars Tobey Maguire and Kirsten Dunst present clips from the original screenplay nominees with excerpts from the scripts. The Oscar goes to Michael Arndt for his first script, the quirky farce "Little Miss Sunshine." It's that film's second award of the night.
8:20 p.m. -- Jennifer Lopez is introduced as an excellent reason for high-definition television and introduces the three Oscar-nominated tunes from "Dreamgirls," staged by the film's director, Bill Condon. Oscar winner Jennifer Hudson and the film's star, Beyonce, perform "Love You I Do," then sing the ballad "Listen." The film's Anika Noni Rose and Keith Robinson join Beyonce and Hudson to perform the final best song nominee, "Patience."
8:27 p.m.-- John Travolta and Queen Latifah present the Oscar for best song to Melissa Etheridge for "I Need to Wake Up" from the documentary "An Inconvenient Truth." This is the first time a song from a documentary has won an Oscar and is likely the first time a female winner has thanked her wife. The win was something of an upset because of "Dreamgirls' " domination of the nominees in this category (it had three).
8:34 p.m. -- Clips from "Little Miss Sunshine" screen, with narration by Steve Carell.
8:35 p.m. -- Will Smith introduces a look at America through its movies, created by director Michael Mann.
8:40 p.m. -- Oscar nominee Kate Winslett presents the film editing Oscar to Thelma Schoonmaker, Martin Scorsese's longtime collaborator, for "The Departed." "I wouldn't be standing here if it wasn't for him," says Schoonmaker, who previously won for Scorsese's "Raging Bull" and "The Aviator." She says working with Scorsese is like being in the "best film school in the world."
8:44 p.m. -- Two-time Oscar winner Jodie Foster introduces clips of those who died during the past year. Two weeks ago, she says, "I lost my best friend, Oscar winner Randy Stone," who produced her film "Little Man Tate." Clips include Glenn Ford, Red Buttons, Don Knotts, Darren McGavin, June Allyson, Gordon Parks, Maureen Stapleton, Jack Wild, Carlo Ponti, Peter Boyle, Sidney Sheldon, Jack Palance, Jack Warden and Robert Altman.
8:49 p.m. -- The tally so far: "Pan's Labyrinth" has three awards. "The Departed," "Little Miss Sunshine," "Dreamgirls" and "An Inconvenient Truth" have two. "Babel" and "Letters From Iwo Jima" have one.
8:51 p.m. -- DeGeneres, now wearing a a dark blue pantsuit, jokes "That's our show." She introduces last year's best actor, Philip Seymour Hoffman, who presents best actress to Helen Mirren for her stubborn but honorable Elizabeth II in "The Queen." In an evening of surprises, her win is considered the sure bet. "This is the biggest and best gold star that I've had in my whole life," Mirren says, thanking Elizabeth: "I salute her courage and consistency." She adds that if weren't for Elizabeth Windsor she would not be standing at the podium, then holds up the Oscar proudly and says, beaming, "I give you the queen."
9 p.m. -- DeGeneres vacuums in front of the first row of the Kodak, then introduces last year's best actress, Reese Witherspoon. She presents best actor to Forest Whitaker, who played brutal Ugandan dictator Idi Amin in "The Last King of Scotland." Like Mirren, Whitaker had won most of the early awards, including the Golden Globe and Screen Actor's Guild Award. He is the second African American to win tonight and the fourth African American in the history of the academy to win best actor.
9:07 p.m. -- Francis Ford Coppola, Steven Spielberg and George Lucas act more like the Marx Brothers than presenters for the best director Oscar. Spielberg announces the winner is six-time nominee Martin Scorsese for his visceral violent mob thriller "The Departed." It's the first Oscar for Scorsese, who gets a standing ovation from the audience, which then cheers him. "Could you double-check the envelope?" he jokes. The director says how meaningful it is to receive the Oscar from Coppola, Spielberg and Lucas. "We go back 37 years. I'm so moved." He says so many people -- from friends to X-ray technicians -- have "wished this for me" over the years.
9:11 p.m. --Clips from the final Oscar-nomated film, "The Queen," screen, with narration by Helen Mirren.
9:14 p.m. -- Jack Nicholson and Diane Keaton present best picture to "The Departed," which wins four awards, the most of the night. Producer Graham King says, "To be standing here where Martin Scorsese just won his Oscar is just such a joy, such a joy."
9:17 p.m. -- DeGeneres says she was happy to be host and bids "good night." The show runs 3 hours, 51 minutes, 48 seconds.