Michael Mann was up early, rewriting the script for his "Miami Vice movie -- "That's when I get my best work done," he said -- when he decided to tune in to the nominations and watched "The Aviator" and "Collateral" walk away with 13 noms in total. "It's amazing. It's extraordinary," said Mann, who produced "Aviator" and directed "Collateral." His joy then turned into pensiveness when he started thinking of "Aviator's" long development history and the challenges it overcame. "(Movies) are all long roads. They're all filled with struggle and that's great. That's part of the adventure of it. But when a moment like this comes around, you reflect back on the history of it. And I don't normally do that. But this morning certainly made me do that." Mann thought the year was filled with strong work by his fellows in film. "This is a funny season. There's so many folks that did so much good work that one knows personally, and you don't really have the same contest orientation as the media and the public do. You just feel good for everybody who got a nod." As for the rest of his day, Mann said, "I'm going to talk to all the people I like who've been nominated, which is quite a few, and then I'm going to continue to rewrite 'Miami Vice.'"

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Nominated as best director for "The Aviator," which received 11 nominations, Martin Scorsese said in a statement, "Bringing 'The Aviator' to the screen took years of effort by an extraordinary group of individuals, and I am thrilled that so many of the people who poured their heart into the film have been recognized by the Academy. It is a thrill for me to know that the efforts of so many talented members of the cast and crew have been honored with nominations."

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One advantage to being in London when the nominations are announced is that you don't have to be awakened to learn you've been nominated. Mike Leigh -- whose "Vera Drake" earned a him best director nom -- was having lunch at his publicist's office "with Imelda (Staunton) and the gang" when the names were read. "I genuinely thought only she would get a nomination," said Leigh, who remembered going home empty-handed from the 1997 Oscars after arriving with five nominations for "Secrets & Lies." "There was no evidence that I was going to be acknowledged from anywhere," he continued, " so I was caught with a piece of Chinese takeaway in my mouth." He knows he's a longshot: "Someone has told me the bookies have me as an outsider" but agreed that "the point is to be there at all." But of the three noms for the film, the one that pleased him the most was for screenplay. "As you know, my screenplays have input from the actors, so it's a tribute to their contribution." As for attending the awards, he's already anticipating the surreal atmosphere: "It's like Fellini. And I like Fellini, so I know we'll have a great time."

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"I was very surpassed and I'm very delighted," said "Vera Drake" lead Imelda Staunton on her best actress nomination. The actress remained decidedly modest despite the flurry of awards and nominations for her performance as a good-hearted abortionist in post-war London. Staunton was in her publicist's office in London with director Mike Leigh eating Chinese food when she heard the news. "Today is my winning day because for this film with its subject matter and me not a big film star ... to be there is well a bit of a miracle," she said. "With these five nominees all giving very different performances ... that are very hard to compare. ...I feel today those performances are being celebrated." Staunton planned to celebrate further by having "a few friends over for some champagne and a crisp. We know how to eat in this country," she joked. "I feel I have a huge responsibility now to enjoy myself. ... It's up to someone else now to decide."

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Clive Owen, nominee for best supporting actor for "Closer," had just finished lunch with director Mike Hodges (1998's "Croupier") when he started making reaction calls. "We're talking about doing something together, but nothing official at this stage," Owen said. He said that he'd seen that he had been nominated on television earlier in the day. "No, I didn't jump up and down. But it's a huge honor and thrill. It doesn't come any bigger than the Oscars." Owen said just being asked by "Closer" director Mike Nichols to work on the film was a shock he is still recovering from. "The whole experience of this movie has been absolutely thrilling." His date for the Oscars will be his wife. Owen is currently between assignments but noted that he'll next be seen onscreen in Robert Rodriguez's "Sin City" as well as "Derailed" with Jennifer Aniston.

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Lions Gate International president Nick Meyer was both exhausted -- and wired. "The combination of Sundance and getting up for these nominations is exhausting," he said, but he had good reason to sound amped-up, thanks to nods to "Hotel Rwanda," which snagged not just a best actor in a leading role nomination for Don Cheadle and best actress in a supporting role nom for Sophie Okonedo but also an original screenplay writing nom. "This movie has been such a labor of love, and to have the response we've had in terms of awards this season, we're so pleased. (Director/co-writer) Terry George got such great performances from his actors -- and no one saw this coming. To get three of the top nominations is a real statement of the power and viability of the movie. Everybody thought this movie was an important story that needed to be told -- and now we have momentum on our side. We're peaking now."

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Talk about your dishes best served cold: Best original screenplay nominee Julie Delpy (for "Before Sunset," shared with Richard Linklater and Ethan Hawke) said she was advised not to get involved with the writing on the film. "I was so excited when I was writing for 'Sunset,' but my agent dropped me because he said I was writing for something that would never be made," she laughed. She hasn't called him back though to crow -- she'd been too busy fielding calls from Paris. "My friends know I've been writing for many years, and it's been a struggle to prove myself. To have a nomination proves I'm not crazy to write." And she was not upset at all to score a writing nom before achieving an acting award (she's been appearing in films since she was a child): "A lot of people have told me my whole life I should just be a pretty girl and have a boob job, and I was like, 'No, I'm going to keep on writing and not get a boob job!' "

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Laura Linney was asleep in a hotel room in Vancouver when the phone rang. And then? "All hell broke loose. My phone almost exploded," the "Kinsey" actress said, laughing, as phones continued to ring off the hook in the background . "I'm still coming into consciousness and every phone in the world is ringing," the actress continued. Linney said she was in shock and happy, but had some mixed feelings. "Of course you're happy for yourself, but it's such a communal effort. I certainly wish Liam (Neeson) had been nominated and that (writer/director) Bill Condon had gotten some more recognition. So you're happy but it's ... it's a strange thing to go though." Linney was in Canada shooting "The Exorcism of Emily Rose," and despite the nomination, was going to try to be an acting trooper. "It's a big day on set. I'm going to let myself jump around my hotel room and be very, very happy, and then I'm going to go to work."

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He made his film about chowing down on McDonalds, and as soon as "Super Size Me" director Morgan Spurlock got off the phone, he planned to open something more delicious -- a bottle of champagne. "At 9 in the morning!" laughed the first-time nominee for best documentary feature. "We were up all night, sitting on the couch, waiting for the announcement. It was like Christmas as a kid, where you can't fall asleep." He realized there's a lot of great competition in the category, but is pleased to have been a part of 2004's documentary surge: "Look how many documentaries made over $1 million this year," he said. "I've had the biggest, goofiest smile on my face that's been there for the past year, and it just got a little bigger." Recently, he's been working on a show for FX called "30 Days," where "we'll deal with a different social issue in 30 days straight, like 'Super Size Me' did." But hopefully, that won't involve another expanding waistband -- as Spurlock noted, he has one more Oscar issue to deal with: "Now I have to figure out what I'm going to wear!"

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David Magee who was nominated for best adapted screenplay for "Finding Neverland" had already been up for a while on the East Coast by the time the nominations were announced on the West Coast. "I tried to keep my morning as normal as possible," said the writer. "I went to the gym, had breakfast, I was fine until about 10 minutes before. The adrenaline is still pulsing through my mind. I was so nervous." Magee, however, was disappointed that helmer Marc Forster was omitted from the best director category. "I saw that Marc Forster didn't get nominated, I was so disappointed. When a film gets nominated for seven awards, the man at the helm should really get some credit. It's a disappointment for me and I think he deserved it," he said. Magee, who had planned to work for the rest of the morning, had yet to decide what to do with his day after his agent suggested he take the day off.