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"The Lord of the Rings: The Return of the King"
The story: This third and final installment in "The Lord of the Rings" trilogy concludes the epic story of Frodo and his adventures. It leads the Oscar pack with 11 nominations.
Critical response: "The jewel in the crown; the final chapter of 'The Lord of the Rings' trilogy is the best of all. A triumph of epic storytelling. It has spectacular action scenes and imaginary creatures, and it's by far the most moving chapter." -- David Ansen, Newsweek
Producers: Barrie M. Osborne, Fran Walsh and Peter Jackson
Oscar history: Jackson is an eight-time and Walsh a six-time nominee, including this year's nominations. Osborne has three Oscar noms.
Major awards: Named best picture at the Golden Globes and by the Producers Guild of America, Broadcast Film Critics Assn., New York Film Critics Circle, Washington D.C. Area Film Critics, Southeastern Film Critics Assn. and Online Film Critics Society; nominated for best picture by BAFTA.
Back story: After Miramax bought the rights, the company was forced to put the project in turnaround when parent the Walt Disney Co. refused to back two movies at more than $70 million each. After being spurned by every other studio, Jackson got a last-minute yes for three films from New Line, which had to shell out $11.8 million to Miramax on the spot -- and a hefty share of the profits to Bob and Harvey Weinstein.
Oscar chances: After seeing two "Rings" movies come and go without winning the top Oscar, insiders believe this is Jackson's year.

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"Lost in Translation"
The story: An aging movie star strikes up an unusual bond with a young newlywed woman visiting Tokyo. The film has earned four Oscar noms.
Critical response: "The year's only truly great film. Bill Murray demolishes everything he's ever done and leaves it in smoking ruins. He gives unquestionably one of the all-time finest performances -- of such heartbreaking power that we should just hand him the Oscar right now. Sofia Coppola has created a masterpiece for our time." -- Jeffrey M. Anderson, San Francisco Examiner
"The lyrical 'Lost in Translation' (manages) to be moving, funny and profound, all at the same time." -- Leah Rozen, People
Producers: Ross Katz, Sofia Coppola
Oscar history: This is the first nomination for both Katz and Coppola. Coppola also has been nominated this year for director and original screenplay.
Major awards: Nominated for BAFTA and Independent Spirit awards; named best picture (comedy/musical) at the Golden Globes and by the Toronto Film Critics Assn. and San Francisco Film Critics Circle.
Back story: Like so many other films nominated this year, "Translation" nearly didn't happen. First, Coppola tinkered endlessly with her screenplay; then, she decided she would make the picture only if Murray agreed to star. Murray refused to commit until days before shooting got under way in Japan; the result is a film that has earned Coppola the kind of kudos her father received for his first two "Godfather" films.
Oscar chances: It's hard to imagine "Translation" being a strong contender for best picture in a year that appears to be dominated by "King." But the movie might do well in other categories.

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"Master and Commander: The Far Side of the World"
The story: This adaptation of two Patrick O'Brian novels describes the seagoing adventures of the very-different Jack Aubrey and Stephen Maturin. The film has garnered 10 Oscar nominations.
Critical response: "'Master and Commander' is grand and glorious, and touching in its attention to its characters. Like the work of David Lean, it achieves the epic without losing sight of the human, and to see it is to be reminded of the way great action movies can rouse and exhilarate us, can affirm life instead of simply dramatizing its destruction." -- Roger Ebert, Chicago Sun-Times
Producers:Samuel Goldwyn Jr., Peter Weir and Duncan Henderson
Oscar history: Weir is a six-time nominee -- including this, his first nomination as a producer. Goldwyn and Henderson are first-time nominees.
Major awards: Nominated for a Golden Globe and by the Producers Guild of America, Directors Guild of America, Broadcast Film Critics Assn., London Film Critics Circle and BAFTA.
Back story: This has been a dream project for Fox Filmed Entertainment co-chairman Tom Rothman and his former boss, Goldwyn. Bringing it to the screen meant persuading a maestro to direct: When Weir initially declined, Rothman went back to him, at one point handing Weir a sword as a symbolic challenge.
Oscar chances: Few expect "Master" to stand up against "King" or "Mystic River."

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"Mystic River"
The story: Based on Dennis Lehane's mystery novel, Clint Eastwood's film tells the story of three former childhood friends whose lives intersect -- when the daughter of one is murdered -- years after a tragedy befell them. It has earned six Oscar noms.
Critical response: "A major American motion picture, an overpowering piece of work that involves some of the most basic human emotions: love, hate, fear, revenge, despair. It owes both its success and its significance to the way it seamlessly unites elements that are difficult to pull off on their own, much less together." -- Kenneth Turan, Los Angeles Times
Producers: Robert Lorenz, Judie G. Hoyt and Clint Eastwood
Oscar history: Along with his nomination this year in the director category, this is Eastwood's fifth nomination; he has won twice (picture and director for 1992's "Unforgiven"). Lorenz and Hoyt are first-time nominees.
Major awards: Named best picture by the National Board of Review; nominated for a Golden Globe and by the Directors Guild of America, Screen Actors Guild, Broadcast Film Critics Assn., London Film Critics Circle, National Society of Film Critics and Chicago Film Critics Assn.
Back story: Eastwood read a review of the book in USA Today and hired "L.A. Confidential" (1997) scribe Brian Helgeland, who delivered a working screenplay within weeks. Eastwood then made the film for a humble $30 million.
Oscar chances: While "King" is widely perceived as this year's favorite, nobody is ruling out "River," a critics' darling.

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"Seabiscuit"
The story: The true-life story of the horse that moved America during a vulnerable time in the nation's history is based on Laura Hillenbrand's huge best-selling novel. It has earned seven Oscar nominations.
Critical response: "Writer-director Gary Ross hones in on the wounds that these three outcasts shared and finds a tale of salvation: how each, in his way, was healed and made whole by this extraordinary (horse). ... The races have stomach-tightening suspense, and the victories stir up a sweet surge of elation. You can say about Ross' epic what you can say about the horse it celebrates: It comes through in the stretch."-- David Ansen, Newsweek
Producers: Kathleen Kennedy, Frank Marshall and Gary Ross
Oscar history: This is Ross' first producing nomination; he is a three-time screenwriting nominee. This is the fourth Oscar nomination for both Kennedy and Marshall.
Major awards: Nominated for a Golden Globe and by the National Board of Review, Broadcast Film Critics Assn. and Producers Guild of America.
Back story: Ross first read the story of Seabiscuit in an article Hillenbrand wrote before she turned the tale into a book. He then spent hours on the phone persuading her to give him the rights -- a wise move, given that they would have cost a fortune once the book became one of the nation's biggest-ever best sellers.
Oscar chances: "Seabiscuit" has all of the elements the Academy loves: a big-scale story, gorgeous costumes, terrific actors and a message with a capital "M." Alas, so do most of this year's other best picture nominees.