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Best Picture
 THE ADVENTURES OF ROBIN HOOD (Won 3 Awards) - Warner Bros. Produced by Hal B. Wallis, with Henry Blanke
ALEXANDER'S RAGTIME BAND - 20th Century-Fox. Produced by Darryl F. Zanuck, with Harry Joe Brown
BOYS TOWN - MGM. Produced by John W. Considine, Jr.
THE CITADEL - MGM (British). Produced by Victor Saville
FOUR DAUGHTERS - Warner Bros.-First National. Produced by Hal B. Wallis, with Henry Blanke
LA GRANDE ILLUSION (GRAND ILLUSION) - R. A. O., World Pictures (French). Produced by
Frank Rollmer and Albert Pinkovitch
JEZEBEL - Warner Bros. Produced by Hal B. Wallis, with Henry Blanke
PYGMALION - MGM (British). Produced by Gabriel Pascal
TEST PILOT - MGM. Produced by Louis D. Lighton
 YOU CAN'T TAKE IT WITH YOU - Columbia. Produced by Frank Capra
Actor
Charles Boyer in ALGIERS
James Cagney in ANGELS WITH DIRTY FACES
Robert Donat in THE CITADEL
Leslie Howard in PYGMALION
Spencer Tracy in BOYS TOWN
Actress
Fay Bainter in WHITE BANNERS
Bette Davis in JEZEBEL
Wendy Hiller in PYGMALION
Norma Shearer in MARIE ANTOINETTE
Margaret Sullavan in THREE COMRADES
Supporting Actor
Walter Brennan in KENTUCKY
John Garfield in FOUR DAUGHTERS
Gene Lockhart in ALGIERS
Robert Morley in MARIE ANTOINETTE
Basil Rathbone in IF I WERE KING
Supporting Actress
Fay Bainter in JEZEBEL
Beulah Bondi in OF HUMAN HEARTS
Billie Burke in MERRILY WE LIVE
Spring Byington in YOU CAN'T TAKE IT WITH YOU
Miliza Korjus in THE GREAT WALTZ
Direction
Frank Capra for YOU CAN'T TAKE IT WITH YOU
Michael Curtiz for ANGELS WITH DIRTY FACES
Michael Curtiz for FOUR DAUGHTERS
Norman Taurog for BOYS TOWN
King Vidor for THE CITADEL
Writing (Screenplay)
John Meehan & Dore Schary - BOYS TOWN
Ian Dalrymple, Elizabeth Hill & Frank Wead - THE CITADEL
Lenore Coffee & Julius J. Epstein - FOUR DAUGHTERS
George Bernard Shaw, Ian Dalrymple, Cecil Lewis & W.P. Lipscomb - PYGMALION
Robert Riskin - YOU CAN'T TAKE IT WITH YOU
Writing (Original Story)
Irving Berlin - ALEXANDER'S RAGTIME BAND
Rowland Brown - ANGELS WITH DIRTY FACES
John Howard Lawson - BLOCKADE
Eleanore Griffin & Dore Schary - BOYS TOWN
Marcella Burke & Frederick Kohner - MAD ABOUT MUSIC
Frank Wead - TEST PILOT
Interior Decoration
Carl J. Weyl - THE ADVENTURES OF ROBIN HOOD
Lyle Wheeler - THE ADVENTURES OF TOM SAWYER
Bernard Herzbrun & Boris Leven - ALEXANDER'S RAGTIME BAND
Alexander Toluboff - ALGIERS
Van Nest Polglase - CAREFREE
Richard Day - THE GOLDWYN FOLLIES
Stephen Goosson & Lionel Banks - HOLIDAY
Hans Dreier & John B. Goodman - IF I WERE KING
Jack Otterson - MAD ABOUT MUSIC
Cedric Gibbons - MARIE ANTOINETTE
Charles D. Hall - MERRILY WE LIVE
Cinematography
James Wong Howe - ALGIERS
Ernest Miller & Harry Wild - ARMY GIRL
Victor Milner - THE BUCCANEER
Joseph Ruttenberg - THE GREAT WALTZ
Ernest Haller - JEZEBEL
Joseph Valentine - MAD ABOUT MUSIC
Norbert Brodine - MERRILY WE LIVE
J. Peverell Marley - SUEZ
Robert DeGrasse - VIVACIOUS LADY
Joseph Walker - YOU CAN'T TAKE IT WITH YOU
Leon Shamroy - THE YOUNG IN HEART
Film Editing
Ralph Dawson - THE ADVENTURES OF ROBIN HOOD
Barbara McLean - ALEXANDER'S RAGTIME BAND
Tom Held - THE GREAT WALTZ
Tom Held - TEST PILOT
Gene Havlick - YOU CAN'T TAKE IT WITH YOU
Music Scoring Awards (Original Score)
Rules changed this year. Award no longer given to Departmental Head.
Erich Wolfgang Korngold - THE ADVENTURES OF ROBIN HOOD
Victor Young - ARMY GIRL
Werner Janssen - BLOCKADE
Marvin Hatley - BLOCK-HEADS
Victor Young - BREAKING THE ICE
Alfred Newman - THE COWBOY AND THE LADY
Richard Hageman - IF I WERE KING
Herbert Stothart - MARIE ANTOINETTE
Russell Bennett - PACIFIC LINER
Louis Silvers - SUEZ
Franz Waxman - THE YOUNG IN HEART
Music Scoring Awards (Best Score)
Rules changed this year. Award no longer given to the Departmental Head.
Alfred Newman - ALEXANDER'S RAGTIME BAND
Victor Baravalle - CAREFREE
Alfred Newman - THE GOLDWYN FOLLIES
Morris Stoloff & Gregory Stone - GIRLS' SCHOOL
Max Steiner - JEZEBEL
Charles Previn & Frank Skinner - MAD ABOUT MUSIC
Cy Feuer - STORM OVER BENGAL
Herbert Stothart - SWEETHEARTS
Marvin Hatley - THERE GOES MY HEART
Boris Morros - TROPIC HOLIDAY
Franz Waxman - THE YOUNG IN HEART
Music Best Song
Edward Ward - Music, Chet Forrest & Bob Wright - Lyrics MANNEQUIN "Always and Always"
Irving Berlin - Music & Lyrics CAREFREE "Change Partners and Dance with Me"
Lionel Newman - Music, Arthur Quenzer - Lyrics THE COWBOY AND THE LADY "Cowboy and the Lady"
Johnny Marvin - Music & Lyrics UNDER WESTERN STARS "Dust"
Harry Warren - Music, Johnny Mercer - Lyrics GOING PLACES "Jeepers Creepers"
Phil Craig - Music, Arthur Quenzer - Lyrics MERRILY WE LIVE "Merrily We Live"
Ben Oakland - Music, Oscar Hammerstein II - Lyrics THE LADY OBJECTS "A Mist Over the Moon"
Jimmy McHugh - Music, Harold Adamson - Lyrics THAT CERTAIN AGE "My Own"
Irving Berlin - Music & Lyrics ALEXANDER'S RAGTIME BAND "Now It Can Be Told"
Ralph Rainger - Music, Leo Robin - Lyrics THE BIG BROADCAST OF 1938 "Thanks for the Memory" 
Short Subjects (Cartoons)
BRAVE LITTLE TAILOR: Walt Disney - Producer
MOTHER GOOSE GOES HOLLYWOOD: Walt Disney - Producer
FERDINAND THE BULL: Walt Disney - Producer
GOOD SCOUTS: Walt Disney - Producer
HUNKY AND SPUNKY: Paramount
Short Subjects (One-reel)
THE GREAT HEART
THAT MOTHERS MIGHT LIVE
TIMBER TOPPERS
Short Subjects (Two-reel)
DECLARATION OF INDEPENDENCE
SWINGTIME IN THE MOVIES
THEY'RE ALWAYS CAUGHT: Jack Chertok - Producer
Sound Recording
Charles Lootens - ARMY GIRL
Thomas Moulton - THE COWBOY AND THE LADY
Nathan Levinson - FOUR DAUGHTERS
Loren L. Ryder - IF I WERE KING
Elmer Raguse - MERRILY WE LIVE
Douglas Shearer - SWEETHEARTS
E.H. Hansen - SUEZ
Bernard B. Brown - THAT CERTAIN AGE
James Wilkinson - VIVACIOUS LADY
John Livadary - YOU CAN'T TAKE IT WITH YOU
Scientific Or Technical
Class I (Statuette):
No award given for 1938.
Class II (Plaque):
No award given for 1938.
Class III (Citation):
 John Aalberg (RKO Studio Sound Department) - For the application of compression to variable area recording in motion picture production.
Byron Haskin, (Special Effects Department of Warner Bros. Studio) - For pioneering the development and for the first practical application to motion picture production of the triple head background projector.
Special Awards
Deanna Durbin and Mickey Rooney - For their significant contribution in bringing to the screen the spirit and personification of youth, and as juvenile players setting a high standard of ability and achievement. Winners presented Miniature Statuettes.
Harry M. Warner - In recognition of patriotic service in the production of historical short subjects presenting significant episodes in the early struggle of the American people for liberty. Winner presented a Scroll.
Walt Disney - For SNOW WHITE AND THE SEVEN DWARFS, recognized as a significant screen innovation which has charmed millions and pioneered a great new entertainment field for the motion picture cartoon. Winner presented one Statuette and seven Miniature Statuettes.
 Oliver Marsh & Allen Davey - For the color cinematography of the Metro-Goldwyn-Mayer production, SWEETHEARTS. Winners presented Plaques.
Gordon Jennings - Special Effects, Jan Domela - Special Effects, Devereux Jennings - Special Effects, Irmin Roberts - Special Effects, Art Smith - Special Effects, Farciot Edouart - Tranparencies. Loyal Griggs - Tranparencies, Loren L. Ryder - Sound Effects, Harry Mills - Sound Effects, Louis H. Mesenkop - Sound Effects, Walter Oberst - Sound Effects - For outstanding achievement in creating special effects in the Paramount production, SPAWN OF THE NORTH. Winners presented Plaques.
J. Arthur Ball - For his outstanding contributions to the advancement of color in Motion Picture Photography. Winner presented a Scroll.
Irving G. Thalberg Memorial Award
Hal B. Wallis
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| FIRSTS
· La Grande illusion is the first foreign- language film to be nominated for Best Picture.
· Snow White and the Seven Dwarfs is the first feature-length animated film.
· Fay Bainter becomes the first performer to be simultaneously nominated in two categories.
RULE CHANGES
· "Score" Award divided into "Score" (regardless of source) and "Original Score." Composers, rather than studio music dept. heads, now receive the Awards.
· Extras not allowed to vote for Best Song.
· Assistant Director and Dance Direction no longer given.
ROLE REVERSALS
Bette Davis turned down the role of Scarlett in Gone With the Wind, fearing that she would have to work with her least favorite leading man, Errol Flynn, as Rhett Butler.
SINS OF OMISSION
Picture: Bringing Up Baby, Holiday, Algiers, Snow White and the Seven Dwarfs
Director: Alfred Hitchcock - The Lady Vanishes
Actor: Cary Grant - Bringing Up Baby
Actress: Katharine Hepburn - Bringing Up Baby
Song: "Love Walked In," "Our Love Is Here to Stay," "You Must Have Been a Beautiful Baby," "Two Sleepy People"
UNMENTIONABLES
· Spencer Tracy's Oscar® was incorrectly engraved "Dick Tracy."
· Tracy refused to give his Oscar® to Boys Town. "Hold on a minute," Tracy protested. "I won it. I want to keep it." Fearing adverse publicity, the Academy agreed to send a duplicate Oscar® to Father Flanagan and his boys in Nebraska.
· Extras still voted for Best Picture and the acting Awards on the final ballot, but the Academy excluded them from the Best Song selection after the "Sweet Leilani" choice the previous year.
· Studios wooed the majority bloc of screen extra voters with 6,000 jobs just as Awards were sent out.
· The Academy refused to nominate Snow White and the Seven Dwarfs, fearing that in doing so it would establish a precedent for cartoons.
· After the ceremony started, NBC Radio called the Academy to ask why it had been double-crossed. The Academy had forbidden any radio coverage but, for several minutes, George Fisher had been broadcasting on local radio station KNX. Fisher, who had helped set up the hotel's public address system for the program, had also surreptitiously hung an extra microphone in the broadcast booth at the back of the room. Academy officials and Biltmore security guards began smashing through the door of the booth with axes, and Fisher decided it was time to sign off.
· Lloyd C. Douglas, the author of Magnificent Obsession, was at the ceremony to hand out the Oscar® for Screenplay. It went to the writers of Pygmalion, based on G.B. Shaw's play. Douglas couldn't resist quipping: "Mr. Shaw's story now is as original as it was three thousand years ago." Shaw was not there to accept, or retort.
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