Nicole Sperling
February 21, 2014 AT 05:00 AM EST

On a cool, cloudy evening in Beverly Hills, Cate Blanchett stands barefoot, shimmering in a Givenchy gown, as Sammy Davis Jr.’s “Too Close for Comfort” plays in the background. Beside her, fellow Oscar nominee Lupita Nyong’o sways her hips and shrugs her shoulders while the photographer for this EW shoot adjusts the lighting. Blanchett drops into a resting crouch to give her feet a break, but then, as the music swells, she suddenly pops up to her full height, does a goofy, decidedly unsophisticated jig, throws her head back, and laughs. She quickly turns to Nyong’o, teasing her with that trademark breathy alto, “Hey, lady, you’re on the dress.” The entire room cracks up. Minutes later, Blanchett apologizes for getting a little punchy. “I’m so tired,” she says cheerfully, and then gestures to her forehead. “I’ve had it up to here.” Being nominated for an Academy Award is a thrill, to be sure, but it’s also a bit of a slog. By the time these two glide down the red carpet at the Dolby Theatre on March 2, Blanchett, 44, and Nyong’o, who turns 31 the day before, will have attended months of screenings and awards shows, conducted endless interviews, and been photographed thousands of times, all while seeming graceful and grateful in equal measure.

Blanchett, of course, is an awards-season veteran. Her lead performance as a 21st-century Blanche DuBois in Woody Allen’s Blue Jasmine resulted in her sixth nomination and is likely to earn her a second Oscar. (She won Best Supporting Actress playing Katharine Hepburn in 2004’s The Aviator.) She knows the drill well, but this year she unexpectedly found herself yanked into her famed director’s ugly personal scandal. “It’s obviously been a long and painful situation for the family, and I hope they find some resolution and peace,” Blanchett told a reporter at the Santa Barbara Film Festival earlier this month. She has declined to discuss it since.

Nyong’o, meanwhile, has been trying to keep her feet on the ground amid an onslaught of praise for her first film performance as Patsey, a desperate cotton-field slave who endures the rage and lust of her master in 12 Years a Slave. Like Blanchett, the Yale School of Drama-educated Kenyan actress is considered the front-runner in her category, and her stunning red-carpet looks have transformed her into a fashion icon.

Before taking the stage on Oscar night, the women sat down together for a wide-ranging conversation about work and family, race and gender, style and substance, and that fresh hell of awards season: the GlamCam.

It’s just a couple of weeks until the Oscars. Are you secretly eager for all this to be over?
Lupita Nyong’o No, I’ve thoroughly enjoyed it. All of it is a first for me. I didn’t know there was an awards season before I started this thing. It’s got a culture of its own.

Cate, you were about the same age as Lupita is now when you got your first nomination, for Elizabeth.
Cate Blanchett [Deadpan to Nyong’o] Oh, are you 21? [Laughs] I don’t know. I can’t even remember the last time I was here. Did I have two children, or was I pregnant with my third? Was it for Notes on a Scandal? I’m Not There?

Oh, there have been so many…
Blanchett [With fake hauteur] So many. [Then to Nyong’o] Not to intimidate you. [Laughs] I’ve been running a theater company in Sydney, and that’s been my focus. So to return to filmmaking and for the work to be embraced in this way — it’s been extraordinary.

How has Oscar season changed since your first time?
Blanchett The red carpet. Everything has gone [high-definition] since then, and you feel like they are storing all the hideous angles of you for the time when you get divorced…

At the Golden Globes you had some fun with that E! GlamCam. When the camera started panning down your dress, you bent down and stuck your face in the lens.
Blanchett What is that?! They say, “So how does it feel to be here?” and they pan the camera down. Hello? With Bradley Cooper and Ben Stiller they keep talking to them face-to-face. Why are you talking to my shoes?

The public loves all that style and glamour, but are you tired of it?
Blanchett The dressing-up part is great fun, and the guys are gradually coming to the party — Matthew McConaughey, for instance, has been looking fabulous — but at the end of the day you don’t want to be talking about the dress, you want to be talking about the work.

Nyong’o Amen.

Let’s do that, then…
Blanchett Lupita, I want to know how you first encountered [12 Years a Slave director] Steve McQueen.

Nyong’o It was at my third audition for the film. I was flown out to Louisiana to audition for Steve. I just remember going into the bathroom and doing my last-minute prep stuff.

Which was?
Blanchett Two shots of vodka. [Laughs]

Nyong’o [Smiles] I will never tell. But then I walked out and Steve McQueen walked in, looked at me, and said [grumbling], “You might be too pretty for this.” And I thought, “Oh, don’t say that!”

Lupita, you’ve done theater, but this was your first film role. Was it different from what you expected it would be?
Nyong’o It was very stressful. Acting is an exercise of deep trust in yourself and an exercise in letting go: Do [all of your preparation] and then trust that when the [filming] day comes, and you’re in the room with Michael Fassbender, what you need will come through. That’s what’s magical about acting — it’s something you never do on your own.

Blanchett You can’t practice it.

Nyong’o You can’t. It doesn’t happen until you’re there talking and listening. And to work with people who are so generous was remarkable.

Blanchett It’s all downhill from here. [Laughs]

Cate, you’ve been acting since you were a teenager. Has what you love about it changed?
Blanchett It’s taken me a long time to get comfortable with the notion of being seen and looked at. When I was at drama school, many moons ago, I used to love the rehearsal process, and I didn’t enjoy the performance as much. But the first time I was in a production that connected with an audience, and you could feel you had an effect on them, it became exciting. I love the dialogue with the other actors, with the costume designer, with the director. It’s like being at a dinner party with people who are more interesting, more intelligent, more engaged than you are, and you become part of a bigger conversation. But I’m constantly running away from acting. I have to get seduced back into it each time.

Has there ever been a role that seduced you but you said no to anyway?
Blanchett I’ve said no a lot lately because of the theater company and the children. I don’t regret anything because my kids are hilarious and I love them, but the world is still structured around a male workweek.

Do you think you’ll direct a film anytime soon?
Blanchett I’m in the process of working on a script, but there is a reason there aren’t more female directors. For me it’s that thing of “Okay, I do this film, but it’s 18 months of my life, and I have three children. How do I reconcile that?” I still don’t know. It’s difficult to leap in with both feet when you have primal responsibilities.

Lupita, you wrote and directed a documentary on albinism in Kenya. Do you want to do more of that?
Nyong’o I’m interested in generating work for myself. I have trouble with this waiting-for-the-phone-to-ring lifestyle, especially after drama school, which was so creatively fulfilling.

Blanchett And then you get out and…silence. [Laughs]

Lupita, 12 Years has been a huge launching pad for you. Recently, your costar Alfre Woodard said that if you were Caucasian your career would be set, but “that has not been the case with women who are…brown.” What do you think about that?
Nyong’o Someone asked Alfre if she hoped that my career as a black woman would soar, that my trajectory would look different from hers. She said, “I don’t have hope of that; I have an insistence.” That really moved me. This is a different time, so it has to be different, you know?

I feel very fortunate to be in this position, and I know that it means more to people because I am an African and I am dark-skinned. In many ways, me being on the scene is doing for little girls everywhere what Oprah Winfrey and Whoopi Goldberg did for me. My world exploded by them being on screen. Hopefully I will inspire and be meaningful to other people. But I can’t take on other people’s dreams for me. I can only dream for myself.

Cate Blanchett At A Glance
Age 44
Origins Blanchett was born in Australia to an American father and an Australian mother.
Nominated For Her lead role as an unraveling socialite in Blue Jasmine.
Oscar History This is her sixth nomination. She won in 2005 for her supporting role as Katharine Hepburn in The Aviator.
Family She’s married to Australian playwright-director Andrew Upton, with whom she has three sons: Dashiell, 12; Roman, 9; and Ignatius, 5.
Curious Fact Upton doesn’t like to share his food. Blanchett loves picking off other people’s plates. “It’s the closest we’ve come to divorce,” she says, laughing.
Up Next She plays Lady Tremaine (The Wicked Stepmother) in Kenneth Branagh’s Cinderella, due in 2015.

Lupita Nyong’o At A Glance
Age She turns 31 on March 1.
Origins Nyong’o was born in Mexico City but raised in Kenya.
Nominated For Her supporting role as a slave named Patsey in 12 Years a Slave.
Oscar History This is her first nomination.
Family She is the second of six children; her father is Kenyan politician Peter Anyang’ Nyong’o.
Curious Fact When Nyong’o worked as a production assistant on 2005’s The Constant Gardener, star Ralph Fiennes told her to act only if she “can’t live without it.” She couldn’t. “It was tough love,” she says.
Up Next She has a small role as a flight attendant in this month’s Liam Neeson action film Non-Stop.

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