Jamie Foxx: And the Oscar goes to: Reese Witherspoon, Walk The Line.

Narrator: This is the first Academy Award and nomination for Reese Witherspoon. Being from Nashville, Tennessee, she knew the music, the feeling, the attitude, and the culture of the country music scene. She even played Mama Maybelle Carter in a 4th grade play.

Witherspoon: Oh, my goodness. Never thought I'd be here in my whole life, growin' up in Tennessee. I -- I want to say that Johnny Cash and June Carter had a wonderful tradition of honoring other artists and musicians and singers. And I really feel that tradition tonight. It is very important and -- and I really feel it. So I want to thank the Academy for this incredible honor.

I want to say thank you to so many people who helped me create this role; everyone at FOX, Cathy Konrad, James Keach, for producing the film.

A very special thank you to Jim Mangold who directed the film and also wrote this character, who is a real woman, who has dignity and honor and fear and courage; and she's a real woman. And I really appreciate that. It was an incredible gift that you gave me, so thank you.

And T-Bone Burnett for helping me realize my lifelong dream of being a country music singer. Thank you, T-Bone.

And I want to say thank you to Joaquin Phoenix who just put his heart and soul into this performance. His commitment and passion for this character and for this performance was just remarkable, and I feel so lucky to have gone on this journey with you.

I'm so blessed to have my family here tonight. My mother and my father are here. And I just want to say thank you so much for everything, for being so proud of me. It didn't matter if I was making my bed or makin' a movie. They never hesitated to say how proud they were of me, and that means so very much to a child. So, thank you, mom and dad.

I want to say thank you to my wonderful husband and my two children -- who should be goin' to bed. And thank you for loving me so much and supporting me.

I want to say that my -- my grandmother was one of the biggest inspirations in my life. She taught me how to be a real woman, to have strength and self-respect, and to never give those things away.

And those were a lot of qualities I saw in June Carter. And people used to ask June how -- how she was doin'. And she used to say, "I'm just tryin' to matter." And, I know what she means, you know. I'm just trying to matter and live a good life and make work that means something to somebody. And you have all made me feel that I might have accomplished that tonight. So, thank you so much for this honor.