BEVERLY HILLS, Calif. (AP) – Martin Scorsese may finally be positioned for Academy Awards glory, but his Howard Hughes epic “The Aviator” will have to duke it out with Clint Eastwood’s boxing drama.

The best-picture and director honors are shaping up as a two-film race between Scorsese’s and Eastwood’s flicks, with “The Aviator” having the inside track as front-runner by leading the pack with 11 nominations Tuesday.

The other best-picture contenders were “Finding Neverland,” a whimsical portrait of the creation of J.M. Barrie’s “Peter Pan”; “Ray,” a fiery film biography of Ray Charles; and “Sideways,” a quirky romance about the misadventures of two buddies on a wine-tasting road trip.

Mel Gibson’s blockbuster “The Passion of the Christ” was shut out in major categories but received Oscar nominations for original score, cinematography and makeup.

Michael Moore, a 2002 documentary winner for “Bowling for Columbine,” missed out on nominations this time with his hit “Fahrenheit 9/11.” Moore decided against entering “Fahrenheit 9/11” in the documentary category to boost its prospects for best-picture and other categories, but the film failed to earn any nominations.

Scorsese could be the story come Oscar night, Feb. 27. The filmmaker behind such modern classics as “Raging Bull,” “Taxi Driver” and “GoodFellas” has never delivered a best-picture winner, and Scorsese has never won a directing Oscar despite four previous nominations.

“We don’t want to jinx anything, but ultimately there is no one more deserving, absolutely,” said Leonardo DiCaprio, a best-actor nominee as Hughes in “The Aviator” and the star of Scorsese’s 2002 film “Gangs of New York,” which had 10 Oscar nominations but lost in every category.

“I have the ultimate respect for him as a director and as a person. What he has contributed to the world of cinema is phenomenal and unprecedented. All I can say is, I’m voting for him.”

Along with his directing slot, Eastwood was nominated for best actor as a cantankerous boxing trainer in “Million Dollar Baby.” Eastwood previously had acting and directing nominations with 1992’s “Unforgiven,” which won the best-picture and directing Oscars.

His acting nomination this time was a slight surprise given that most previous Hollywood honors had singled out Eastwood for his direction on “Million Dollar Baby,” not his performance.

“I heard his name and I screamed. I’m so happy,” said Hilary Swank, a best-actress nominee for “Million Dollar Baby,” in which she plays a fearless boxer struck by tragedy. “In my humble opinion, it’s his best work to date.”

Jamie Foxx landed dual nominations. Foxx is considered the favorite in the best-actor race for his dazzling emulation of Charles in “Ray,” and he also was picked in the supporting category for “Collateral,” in which he plays a cabdriver forced to drive a hitman on a killing spree.

“It’s mind-blowing. It’s a celebration right now. It is happiness right now,” Foxx said. “If we win, it’s going to be more happiness, but right now, it’s simply time to be happy and reflect on what a fantastic year it’s been for me.”

Joining DiCaprio, Eastwood and Foxx in the best-actor race were Johnny Depp as playwright Barrie in “Finding Neverland” and Don Cheadle in “Hotel Rwanda,” starring as hotel manager Paul Rusesabagina, who sheltered refugees from the Rwandan genocide.

The best-actress category presents a rematch of the 1999 showdown, when underdog Swank won the Oscar for “Boys Don’t Cry” over Annette Bening, who had been the front-runner for “American Beauty.”

Along with Swank in “Million Dollar Baby,” Bening was nominated for “Being Julia,” in which she plays an aging 1930s stage diva exacting wickedly comic revenge on the men in her life and a young rival.

Both actresses won Golden Globes, Swank for best dramatic actress, Bening for actress in a musical or comedy.

Also nominated for the best-actress Oscar: Catalina Sandino Moreno as a Colombian woman imperiled when she signs on to smuggle heroin in “Maria Full of Grace”; Imelda Staunton as a saintly housekeeper in 1950s Britain who performs illegal abortions on the side in “Vera Drake”; and Kate Winslet as a woman who has had memories of her ex-boyfriend erased in “Eternal Sunshine of the Spotless Mind.”

Staunton, a veteran British actress not widely known to American audiences, said she hoped the Oscar attention would draw more viewers to “Vera Drake,” which so far has been in only narrow U.S. release.

“I am completely over the moon that I have got this far, because I am the unknown. This is a very difficult subject matter, this film, and that it’s got this far is a miracle,” Staunton said.

Besides Eastwood and Scorsese, directing nominees were Taylor Hackford for “Ray,” Mike Leigh for “Vera Drake” and Alexander Payne for “Sideways.”

Along with Foxx in “Collateral,” supporting-actor nominees were Alan Alda was nominated for supporting actor as a senator tussling with Hughes in “The Aviator”; Morgan Freeman as a worldly-wise ex-boxer in “Million Dollar Baby”; Thomas Haden Church as a bridegroom out for a final fling in “Sideways”; and Clive Owen as a coarse lover in the sex drama “Closer.”

An old hand at the Oscar race with three previous nominations, Freeman said he would rather have slept another hour than be awakened by his publicist with word that he was in the running.

“I wouldn’t use the term excited,” Freeman said. “I think probably the best term would be disappointed if I didn’t get one.”

For supporting actress, academy voters picked Cate Blanchett, who plays Katharine Hepburn in “The Aviator”; Laura Linney as sex researcher Alfred Kinsey’s carnally adventurous wife in “Kinsey”; Virginia Madsen as a deceived lover in “Sideways”; Sophie Okonedo as innkeeper Rusesabagina’s wife in “Hotel Rwanda”; and Natalie Portman as a gutsy stripper in “Closer.”

“This is one of the shocks of my life. It’s an incredible, astounding, heart-stopping moment,” Madsen said. “This always seemed really unattainable, because it’s the Academy Awards. It’s the gold man, the gold statue.”

It was the best year ever for black performers, who had five of the 20 acting nominations. The most previously was three, including the 2001 Oscars when Halle Berry and Denzel Washington won the lead-acting prizes.

Mel Gibson’s blockbuster “The Passion of the Christ” was shut out in major categories but received Oscar nominations for original score, cinematography and makeup.

Michael Moore, a 2002 documentary winner for “Bowling for Columbine,” missed out on nominations this time with his hit “Fahrenheit 9/11.” Moore decided against entering “Fahrenheit 9/11” in the documentary category to boost its prospects for best-picture and other categories, but the film failed to earn any nominations.

“Sideways” star Paul Giamatti was the most notable absentee from the Oscar mix. The film was a darling among critics and brought Giamatti heaps of praise in earlier film honors.

Co-star and nominee Church, who plays Giamatti’s traveling pal, said he and Madsen would not have been in the running were it not for Giamatti.

“I wanted to believe that three performances (from “Sideways”) could get nominated, but I dreaded that somebody was going to get clipped,” Church said. “My performance and I’m sure Virginia’s do not exist without Paul’s. One performance does not exist without the other.”

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