It had heart, controversy, a tragic twist and old-fashioned craftsmanship, and in the end Clint Eastwood's boxing drama "Million Dollar Baby" emerged as the winner in Sunday night's Academy Awards, taking Oscars for best picture, director, actress and supporting actor.
In an evening when the Oscars tried for a younger, hipper image with new host Chris Rock, the 77th annual awards were mostly divided between the works of two veteran filmmakers -- Eastwood and "The Aviator's" Martin Scorsese -- who between them have about 85 years in show business. "The Aviator" won five trophies, the most of the night, although influential director Scorsese was again shut out for best picture and director.
But it was Eastwood's night. At 74, he became the oldest director to earn the top honor. He previously won the directing trophy for 1992's "Unforgiven." Eastwood directed his first film three years before his Oscar-winning star, Hilary Swank, was born.
"I'm just a kid," Eastwood said in accepting his award. "I've got a lot of stuff to do yet."
Jamie Foxx, who blended his own piano playing with Ray Charles' vocal tracks, collected the best actor Oscar for starring as the legendary rhythm and blues singer in the biopic "Ray."
In a sometimes emotional speech, Foxx thanked Charles, who died in June, and his late grandmother, who taught him to be an actor and a "Southern gentleman."
"She still talks to me, but now she talks to me in my dreams," Foxx said. "I can't wait to go to sleep tonight, because we got a lot to talk about."
Foxx also was nominated for best supporting actor for "Collateral," but lost that statuette to "Million Dollar Baby's" Morgan Freeman, who played the ex-boxer who managed the gym. It was Freeman's first win in four nominations, and it proved to be a crowd pleaser, winning the veteran actor a standing ovation.
Freeman said backstage that he wanted to become a movie actor at 15. "This is the fight I've been fighting all of my life," he said. "This isn't serendipity, in terms of being here."
The two wins for the black actors came three years after Denzel Washington ("Training Day") and Halle Berry ("Monster's Ball") won the top acting prizes. Foxx is the third black performer to win the best actor trophy.
For Swank, "Million Dollar Baby" echoed themes from her life.
"I'm just a girl from a trailer park who had a dream," Swank said from the podium, describing her life and that of her rags-to-riches character. This was Swank's second best actress Oscar; she won five years ago for "Boys Don't Cry."
Oscar producer Gilbert Cates tried to jazz up the event by bringing in standup comedian and actor Rock to emcee. The show's ratings have been stalled for years, and when nominations were announced, this year's five best picture selections had the smallest cumulative box-office gross of any field since 1986.
The often raunchy Rock, who emceed MTV's "Video Music Awards" but is not an established movie star, took over from last year's host, Billy Crystal. Rock was greeted by a standing ovation and immediately fell into his trademark take-no-prisoners patter, telling the assembled black-tie audience of Hollywood royalty, "Sit yo' asses down."
Rock spared few in his five-minute opening monologue, going after actors Jude Law, Tobey Maguire, Colin Farrell and Cuba Gooding Jr. for not being real movie stars. Seconds after saying "I'm not going to bash Bush tonight," Rock launched into a critique of the president.
But his main target throughout the evening was Hollywood itself.
In one skit, Rock interviewed patrons of the Magic Johnson Theatre in Baldwin Hills to point out how out of touch the Oscars were with audiences. Most of them had not seen any of the best picture nominees but heaped praised on popcorn fare like "White Chicks" and "The Chronicles of Riddick."
Censors for ABC, which broadcast the show, objected to numerous lyrics in a cheeky song to be performed by Robin Williams as part of the presentation for the animated feature award.
Cates said the songwriters quickly revised "seven or eight" of the lyrics that mocked the concerns of some Christian conservatives about alleged gay characters and influences in animated films, following ABC's complaints. But Williams never sang, instead riffing on the sexual orientation of some cartoon characters, including Bugs Bunny and Donald Duck.
In another twist in this year's show, all the nominees in some categories were invited on stage, and some Oscars were presented in the audience. The goal was to give the faces of all nominees screen time, but it was reserved for lesser categories such as art direction, animated short, visual effects and makeup. It may not have revolutionized the broadcast, but it helped speed the show along, as it clocked in a comparatively brisk 3 hours and 14 minutes.
"Next time, they're going to give Oscars in the parking lot," Rock joked.