TINSELTOWN SPYWITNESS.

Byline: Elizabeth Snead and Jenny Peters

ONWARD AND AWKWARD: Despite an abysmal sound system and a gratingly bad (and endlessly repeated) theme song, the Movieline Hollywood Life third annual Breakthrough Awards managed to bring out the best of old and new in Tinseltown.

The really surreal part of the evening started when the awards began, as Robert Downey Jr. presented the first award to his ``Gothika'' director, Mathieu Kassovitz. His presentation went off without a hitch, but director Robert Benton didn't fare so well. He took a header on the way to the podium, actually rolling across the floor and into the back stage curtains. Dusted off, Benton presented the Breakthrough Award to Aussie ingenue Jacinda Barrett, who co-stars in his film ``The Human Stain.'' She proceeded to drop - and chip off a chunk of - her award.

The next few awards were presented and received smoothly. Then the program order shifted; when Tom Cruise arrives and is ready to go, he goes. Offering up the award to his ``Last Samurai'' co-star Ken Watanabe after exchanging several bear hugs, Cruise gushed, ``It is not often that you get a chance to share the screen with an artist from an entirely different culture and in the process I was able to make a very good friend.''

Cruise caused the most excitement, but it was Nick Nolte who set off widespread tittering. His introduction of award winner Peter Sarsgaard was almost incoherent. Other Breakthrough awardees included Shia LaBeouf, Mischa Barton, Diego Luna and the one that gets our vote, ``Nip/Tuck'' hottie Julian McMahon.

NIC'S NIGHT: Nicole Kidman took a supportive backseat when her then- husband Tom Cruise won the American Cinematheque career achievement award in 1996.

But now it's her turn to step into the spotlight. Sitting with the two children (Isabella, 10, and Connor, 8) she and Cruise adopted during their 10-year marriage, the Oscar winner looked elegantly sexy in a long black Jean Paul Gaultier gown as she listened to praise from friends and co- workers Adrien Brody, Chloe Sevigny, Lauren Bacall, Naomi Watts, Natalie Portman, Matt Dillon, and directors Anthony Minghella and Baz Luhrmann. Her Aussie mate Russell Crowe and ``The Hours'' co-star Meryl Streep sent videotaped congrats. The ceremony will be broadcast on AMC, 8 p.m. Dec. 1.

Kidman's brand-new love interest, rocker Lenny Kravitz, was not at her side, but she seemed to wistfully enjoy the soulful performance of Maxwell, a singer who is almost a Kravitz clone in both looks and sound.

Dramatic clips from Kidman's movies - including ``Portrait of a Lady,'' ``Moulin Rouge,'' ``The Hours,'' ``The Others,'' ``The Human Stain,'' ``Dogville,'' ``Practical Magic,'' ``To Die For'' and the much-anticipated ``Cold Mountain'' - awed the audience. But Kidman playfully covered her giggling son's eyes during a clip from ``Far and Away'' in which she lifts a pot to peek at Cruise's privates. And during the oddly chosen clip of Kidman and Cruise's sexually charged argument (with some profanity) from ``Eyes Wide Shut,'' their controversial final film together, her agent hurriedly took both children out for some fresh air. Also stepping out during the show to smoke cigarettes and get some not-so-fresh air: Vogue editor Anna Wintour and designer Zac Posen; and designer Tom Ford and Tom Hanks' wife, Rita Wilson, stuffed into a very snug pale pink Ford dress. Gosh, you'd think he could have let the seams out a bit.

CAPTION(S):

2 photos

Photo:

(1) WATANABE, CRUISE: An awarding experience.

Jeff Vespa/WireImage.com

(2) KIDMAN: Career woman.

Steve Granitz/WireImage.com