With all the movies pouring into theaters these days, it's like Niagara Falls out there. From our place in the barrel flying toward splashdown, my Variety colleague Stuart Levine and I thought we'd take a peek at the … okay, this analogy is already tapping out.

We're gonna talk about movies.

Jon: Let me start things off with what I saw Wednesday - and I admit, I got to it later than many other people. It was Scorcese's The Departed, and while I thought it was a fine picture - completely entertaining - I can't call it a Best Picture candidate the way so many others have. It just didn't seem to be about very much to me, and I think an Oscar nominee needs that. While the quality of Babel, for example, was more inconsistent, the scenes with Rinko Kikuchi affected me more than anything in The Departed (although Alec Baldwin rocks my world).

Put more simply, Departed was good, but not one of our five best in 2006.

Stu: The Oscars haven't annointed Marty king -- not even once!! -- and now no love from Jon. What's a guy have to do to get some cinematic appreciation around here?? Well, I have to say I loved it. If not my top movie of the year, at least in the top three. From Jack's menacing mob boss, to Leo's infiltration, to Damon's good cop gone bad, it just entertained me and kept me riveted throughout.

It's rare that you see a film that you can't find some sort of flaw, but I wouldn't change a thing in The Departed. Not a single frame.

Jon: That's how I feel about The Last King of Scotland, United 93, Little Children and The Queen - each had a riveting story and something more - but I realize not everyone's on board with me to that extent.

Stu: All of those are good ones as well. Maybe because it came out early in the year or that the subject matter was so somber, but I think United 93 is vastly underrated. What I really enjoyed about it was that it wasn't a star-driven film but, rather, it let the events of the day shape the story, not the cast.

In World Trade Center, Oliver Stone specifically reminds you that the day in question was Sept. 11 -- via the police roll call -- and it also seemed ingenuous that he would open the doors to his kids' bedrooms at 3 a.m. to check on them. A loving gesture, no doubt, but somehow rang false to me.

What United 93 did was show that Sept. 11 was just like any other morning at Newark Airport. People dealing with traffic, rushing through airports, etc. World Trade Center is a fine film but United 93 is a remarkable one.

Jon: Do you think United 93 overcome its lack of names, its tough subject matter, its direct competition with WTC and its early release date to get a nomination? That's a lot to overcome - but it's so worthy.

Stu: That's the 100K question. My gut feeling is no, it doesn't make the cut. I hear from a bunch of industry types who all tell me: "Yeah, I heard it was great but I didn't see it." That's never a good sign.

As it stands now, I'd say the five best picture nominees look to be: The Departed, The Queen, Dreamgirls, Little Miss Sunshine and ?? The fifth spot is a real puzzler. Could be anything from Volver, to The Pursuit of Happyness, to Babel, to Little Children. My vote would be for the latter, but the dark subject matter in that one might scare off some.

Jon: Really - Little Miss Sunshine? I've sort of thought enthusiasm for that film had dipped, though it is No. 5 on my current list. I agree with the first three favorites you mentioned, but I'd wager that Little Children grabs the "Little" spot, with the final spot remaining wide open. One thing I will bet on: The film most mentioned in Oscar ceremony jokes and banter will be Borat.

Stu: Every year there's usually one indie that makes the cut: From Sideways to Crash to Lost in Translation, to something from Miramax. Sunshine, it seems to me, has built up a lot of goodwill this year and there's nary a bad word anyone can say about it. I know it made me laugh -- certainly more than Borat did.

Jon: No argument from me on the merits of LMS (or the hit-and-miss quality of Borat). I just think that Little Children might have enough indie sensibility to take that slot. It'd be lovely if there were room for both.

Let's talk a little about performances. I already mentioned Kikuchi. Helen Mirren has to get nominated for The Queen. Forest Whitaker for Last King. Who from The Departed do you think will bag a nomination, and who are your locks from other films?

Stu: Nominations from The Departed are tricky. Warner Bros. decided to run everyone as supporting. Makes sense for Nicholson and Wahlberg, but not so sure about Damon and DiCaprio, especially the latter since Leo really shines here. On a studio level, the decision is all about Blood Diamond, where DiCaprio is the true lead. The no-win scenario for WB is that if he runs for lead and splits the votes, then he doesn't get nominated for either. But the risk is if Blood Diamond isn't a critical hit and he doesn't pull in votes for that, he's lost out on a lead performance nom for The Departed, if that makes sense.

You're right about Mirren - who's in the driver's seat to win - and Whitaker. Other sure things are Will Smith (The Pursuit of Happyness) and Peter O'Toole (Venus). O'Toole has never won before after seven nominations, so while the performance is certainly noteworthy and well-done, having been shut out for decades makes him the best chance to win this year on the male side.

Great female performances are in abundance. After Mirren there's Kate Winslet in Little Children, Penelope Cruz in Volver, Meryl Streep in The Devil Wears Prada and Judi Dench in Notes on a Scandal. Of these, Cruz is probably the most vulnerable to get cut and maybe Annette Bening (Running With Scissors), Naomi Watts (The Painted Veil) or Cate Blanchett (The Good German) sneaks in.

Jon: Considering that DiCaprio has to worry about a vote split if he runs in the supporting category for Departed, they might as well have had him go for it with a lead candidacy. Though I don't think he'll win the Oscar, his performance is huge and the key to that film - and I've heard someone say that it's an honor just to be nominated.

For supporting actor, I'm going to root for Jackie Earle Haley of Little Children. Great performance, and call me crazy, but I think he's got a shot. What a story it would be if Kelly Leak went to the podium.

Stu: Having a rooting interest always hurts me in the Oscar pool. I ignore what I think is going to happen and mark down what I want to happen. And working here, it's almost as if we're overexposed to the whole thing anyway.

I think we'll know more, nominations-wise, after the Globes announce their noms Dec. 14. If you don't get Globe nominated, it can be tough to gain traction, Oscar-wise. Not impossible but tougher.

Jon: The year I won an Oscar pool was the year I saw the fewest movies of my conscious life.

Let's wrap up with a quick look ahead. Not all the contenders have been released. Although it appears Clint Eastwood's Flags of Our Fathers will fall short of getting much major award recognition, Letters from Iwo Jima, the Eastwood-directed, Japanese-language companion piece that had its release date moved up to December, may be coming on as a dark horse. Dreamgirls, as you indicated, has a great deal of buzz. And, of course, there's Rocky Balboa …

Stu: I'm very much looking forward to Letters From Iwo Jima, especially after Flags proved to be an ultimately disapointing experience. And though I hate to admit, I'm mildly curious about Apocalypto too. Most of the reaction so far has been strongly positive, though there's a lot of violence. Man, Gibson just loves to push the boundaries with violence: From Braveheart, to Passion, to this.

I have to say it's been an overall strong movie season. I wouldn't go as far as to call it an abundance of riches but a lot of well-made films. There's nothing worse than sitting in a theater, watching a bad movie and wishing you could get those two hours of your life back. Not so much the case right now.

Jon: Agreed. Though not everything has been great, almost nothing that I've seen over the past couple of months has been awful. Can't complain!