"Crash," featuring a huge cast in crisscrossing story lines over a chaotic 36-hour period in Los Angeles, rode a late surge of praise that lifted it past the cowboy romance "Brokeback Mountain," a film that had won most other key Hollywood honors.

"We are humbled by the other nominees in this category. You have made this year one of the most breathtaking and stunning maverick years in American cinema," said "Crash" producer Cathy Schulman.

She was commenting on a year that saw the box office sinking, provocative independent films dominating big studio fare and a tiny-budgeted ensemble drama from outside Hollywood taking first prize.

Lead-acting Oscars went to Philip Seymour Hoffman as author Truman Capote in "Capote" and Reese Witherspoon as country singer June Carter in "Walk the Line," while corporate thrillers earned supporting-performer Oscars for George Clooney in "Syriana" and Rachel Weisz in "The Constant Gardener."

"Brokeback Mountain" filmmaker Ang Lee did win the best-director prize for the tale of two old sheepherding pals who carry on a love affair they conceal from their families for years.

Lee, whose martial-arts epic "Crouching Tiger, Hidden Dragon" won the foreign-language Oscar five years ago, became the first Asian filmmaker to win Hollywood's main filmmaking honor.

"I'm so proud of the movie," Lee said backstage, where he was asked if he was disappointed that his film about gay cowboys lost best picture and what might have kept it from winning. "Why they didn't go for it, I don't know. You're asking a question that I don't know the answer. ... Congratulations to the `Crash' filmmakers."

Front-runners usually prevail, but there have been some notable dark-horse winners at past Oscars. Underdogs that came away with best picture include "An American in Paris" (over "A Place in the Sun" and "A Streetcar Named Desire"); "The Greatest Show on Earth" (over "High Noon") and "Chariots of Fire" (over "Reds" and "On Golden Pond").

It was a share-the-wealth evening, six different films splitting the top six Oscars.

"Brokeback Mountain" won two others - adapted screenplay for Larry McMurtry ("Lonesome Dove") and Diana Ossana and musical score for Gustavo Santaolalla.

"Crash" also won for the original screenplay by the film's director, Paul Haggis, and Bobby Moresco.

In a year of challenging films at the Oscars, "Crash" was one of the fiercest, a portrait of simmering racial and cultural tension among blacks, whites, Hispanics, Asians and Iranians.

The other best-picture nominees emerged either out of Hollywood studios or their art-house affiliates. But "Crash" was a true Oscar rarity, shot outside the system on a $6.5 million budget, then acquired by independent distributor Lionsgate at the 2004 Toronto International Film Festival, where the film premiered.

"Crash" became a solid box-office hit, grossing $55 million domestically.

Haggis noted that his film defied convention with its tiny budget and release date early in the year, which usually is considered a barrier for Oscar season. "This is the year that Hollywood rewarded rule-breakers," Haggis said backstage.

The large cast of "Crash" includes supporting-actor nominee Matt Dillon, Don Cheadle, Sandra Bullock, Brendan Fraser, Terrence Howard, Thandie Newton, Chris "Ludacris" Bridges, Jennifer Esposito and Ryan Phillippe.

Witherspoon won a close race over Felicity Huffman in a gender-bending performance as a transsexual in "Transamerica."

"Oh, my goodness I never thought I'd be here in my whole life growing up in Tennessee," said Witherspoon, who like co-star Joaquin Phoenix as Carter's soul mate, country legend Johnny Cash, handled her own singing in "Walk the Line."

"People used to ask June how she was doing, and she would say I'm just trying to matter. I know what she means," said Witherspoon, who told the audience the Oscar made her feel she was doing work that matters.

Hoffman's performance nimbly straddles the magnetic qualities of raconteur Capote and the effete, off-putting egoism of the author.

"Wow, I'm in a category with some great, great, great actors, fantastic actors, and I'm overwhelmed. Really overwhelmed," said Hoffman, who asked the Oscar audience to congratulate his mother for bringing up four children alone.

"We're at the party, mom," Hoffman said. "Be proud, mom, because I'm proud of you."

Clooney's win capped a remarkable year, during which he made Oscar history by becoming the first person nominated for acting in one movie and directing another.

Along with performing in "Syriana," Clooney directed the Edward R. Murrow tale "Good Night, and Good Luck," which earned him directing and writing nominations and was among the best-picture contenders.

In "Syriana," Clooney effaced his glamour-boy looks behind the bearded, heavyset facade of a CIA patriot who grows jaded over U.S. oil policy in the Middle East. He joked that an Oscar always would be synonymous with his name from then on, including in his obituary.

"Oscar winner George Clooney, sexiest man alive 1997, `Batman,' died today in a freak accident," said Clooney, who also lauded Oscar voters for their daring.

"This group of people gave Hattie McDaniel an Oscar in 1939 when blacks were still sitting in the back of theaters," Clooney said, referring to the supporting-actress winner from "Gone With the Wind," the first black performer to receive an Oscar.

In "The Constant Gardener," adapted from John le Carre's novel, Weisz played a humanitarian-aid worker whose fearless efforts against questionable pharmaceutical practices makes her a target for government and corporate interests in Africa.

Weisz thanked co-star Ralph Fiennes and director Fernando Meirelles, "and of course, John le Carre, who wrote this unflinching, angry story. And he really paid tribute to the people who are willing to risk their own lives to fight injustice. They're greater men and women than I."

The raucous hip-hop tune "It's Hard Out Here for a Pimp" from "Hustle & Flow," whose expletive-laden lyrics had to be toned down for performance at the Oscars, won the prize for best song. The song was written by the rap group Three 6 Mafia, aka Jordan Houston, Cedric Coleman and Paul Beauregard.

Featuring dancers dressed as hookers and pimps gyrating on stage, the song's performance stood in sharp contrast to the other nominated tunes and the general stateliness of the Oscars.

"You know what? I think it just got a little easier out here for a pimp," joked Oscar host Jon Stewart.

The stop-motion family tale "Wallace & Gromit: The Curse of the Were-Rabbit" won the Oscar for best animated feature film. The Antarctic nature tale "March of the Penguins," a surprise smash at the box office, was honored as best documentary.

"King Kong," from "Lord of the Rings" creator Peter Jackson, won three Oscars, for visual effects, sound mixing and sound editing. The Japan drama "Memoirs of a Geisha" also earned three, for cinematography, costume design and art direction, while the fantasy epic "The Chronicles of Narnia: The Lion, the Witch and the Wardrobe" was picked for best makeup.

South Africa's drama "Tsotsi," based on Athol Fugard's novel about a young hoodlum reclaiming his own humanity, won for foreign-language film, beating the controversial Palestinian terrorism saga "Paradise Now."