LOS ANGELES – The Academy Awards is without question Hollywood's biggest night, a time when the world stops to gawk at its celluloid heroes. Here's an insider's look from the Kodak Theatre at what you are not seeing on camera.

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While the mood is chaotic outside on the red carpet, it's refreshingly calm inside the Kodak Theatre nearly an hour before the start of the 82nd Academy Awards. Dozens of ushers and other workers chitchat amid the empty blue orchestra seats where nominees and other A-listers will soon be perched for the ceremony. On stage, the ivory floor below the crystal-blanketed curtain receives a last-minute cleaning.

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There's a swanky makeshift smoking section erected just outside the theater, complete with couches, cocktail tables and a behemoth black rug. It's so nice that several attendees are out there enjoying glasses of champagne with their smokes before the doors to the theater even open. Their revelry is interrupted by a soothing female voice that coos, "Please take your seats. The Academy Awards will begin in 15 minutes."

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Inside the theater, Robert Downey Jr. comes backstage with his wife and they head straight for the green room, where Elizabeth Banks and Jeremy Renner are already relaxing. Meryl Streep breezes through the area, a glass of champagne in hand. Javier Bardem stands in the hallway with a soda as Penelope Cruz stops by the makeup station for a quick touchup.

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Old Hollywood meets New Hollywood as Lauren Bacall sweeps past "Precious" star Gabourey Sidibe in the hallway.

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The first nominee to arrive with a front row seat? Vera Farmiga, who sits alone adjusting her flowing crimson gown. It's not long before her "Up in the Air" co-star and fellow supporting actress nominee Anna Kendrick shows up and introduces Farmiga to her mother.

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With just minutes to show time, a parade of A-listers including Jeff Bridges, Colin Firth, Helen Mirren and Sandra Bullock hustle into the theater. Bullock stops to tell a dancer, "You rock," while Bridges, a fixture on awards shows this year for his performance in "Crazy Heart," jokes to Firth that he "has the walk down." Neil Patrick Harris tap dances in place and sings to himself. "Good times, good times," Harris says as walks on stage to announce that the show is under way.

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Bromance in aisle three! Bradley Cooper, Jake Gyllenhaal, Jason Bateman and Gerard Butler have convened just before the show, laughing and patting each other on the back. The female announcer comes back over the speakers to warn that the first commercial break won't be until 25 minutes into the show. Some of the audience members gasp before they rush to take their seats.

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James Cameron may be "the king of the world" after that "Titanic" sweep of a few years back, but he's not in the front row this time. The "Avatar" king is four spots behind Sandra Bullock and one row behind his ex-wife, "The Hurt Locker" director Kathryn Bigelow.

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Photographers click away as Cameron Diaz and Steve Carell chat backstage. "Get rid of all the ones where our faces are like this," Diaz tells the shooters as she makes a funny face. When one of the photogs snaps that pose she adds with a smile, "Oh that's terrible. I'll remember your face!"

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A stage manager holds a tiny flashlight up so Penelope Cruz can do some last-minute rehearsing before walking on stage to announce the award for best supporting actor. After Cristoph Waltz wins it, she walks him offstage and introduces him to her fiance, Javier Bardem.

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Ever wonder what Oscar winners are looking at when they walk on stage to thank everybody? As Christoph Waltz collected his best supporting actor trophy he saw a huge monitor that counted down from 45 seconds. When the countdown reached 10 seconds, the background changed from black to yellow. When it hit zero, and Waltz was still talking, it flashed to red and the words "Please Wrap Up" came on the screen.

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Applause doesn't decide who receives an Oscar, but if it did, first-time nominees Gabourey Sidibe from "Precious" and Jeremy Renner from "The Hurt Locker" would be taking home little gold men. The pair received the biggest reaction from the crowd inside the Kodak Theatre when the best actor and actresses nominees kicked off the show. Meryl Streep was a close second.