Annette Bening: steely tough but alluringly vulnerable--her screen persona had us at The Grifters. Now she's Augusten Burroughs's deliciously mad bisexual mom in Running With Scissors.

Deirdre Burroughs in Running With Scissors had to have been a really shattering kind of character to play. How did you go about loving her?

"Shattering" is a good word. I didn't find it hard to fall in love with her--she's just so human to me. She's ill. so a lot of it is someone struggling with a physiological problem. I also just think she's so funny and so smart and ambitious.

Did you talk to Augusten himself much about his mom?

I did. I don't consider this a portrait of her; I consider this my interpretation of [writer-director] Ryan [Murphy]'s interpretation of Augusten's interpretation. I see myself as a character that we all kind of created. I did talk to Augusten--he's completely fascinating. I think the reason [his memoir] became the thing that it did was because there's something very primal and universal in a human being's desire to deal with the past and get on with it and tell the truth.

How could you keep a straight face when Brian Cox [as Deirdre's eccentric psychiatrist, who adopts teenage Augusten] described his "masturbatorium"?

Oh! [Laughs] It was impossible! We were screaming--we were screaming with laughter. Screaming. I know! I don't know how I did. I think it was actually the best acting moment in the entire film: me not screaming with laughter when he said that.

I have to ask you: Deirdre has two female lovers in the film, both played by amazing young actresses. So who's hotter: Kristin Chenoweth or Gabrielle Union?

Oh, my God--how could I possibly choose? That's the hardest question I've ever been asked! I don't know. They're both so amazing. Kristin [is] truly a phenomenon, and then Gabrielle Union is so wonderful in the picture too.

One last thing: You were so gracious on the red carpet at this year's Emmys when Nancy O'Dell said, "Are you gonna put your Emmy next to your Oscar?" You get props for not biting or slapping her!

You know what? I quite frankly wasn't quite sure what she meant when she said it. Because I thought, Wait a minute--is that what she's saying? And so I was kind of thrown. I didn't feel that it was the proper moment to say that so I just looked at her [Laughs]