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Face it, folks. It's fall, and frivolous summer movies are but a distant memory — like a summer romance, or the time your stomach got a little iffy on the Great Gasp at Six Flags.

Autumn is the Serious Season. Especially for those with Academy Awards in their hearts and on their minds.

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Here are 10 that may get touched by an Oscar:

"All the King's Men" (Sept. 22)

This remake of the 1949 classic about big-time corruption in the Big Easy (and environs) was supposed to open last Christmas. Why the delay? The studio claims it wasn't ready, but my bet is Sean Penn — who takes over Broderick Crawford's Oscar-winning role as Willie Stark (a fictionalized Huey Long) — didn't want to compete with Philip Seymour Hoffman, who won last year for "Capote." There could be Oscar action in the supporting category as well: Patricia Clarkson inherits the part for which Mercedes McCambridge won an Oscar.

"The Science of Sleep" (Sept. 29)

This comedy-drama-fantasy-romance (whew!) stars Gael Garcia Bernal as a Mexican artist in France who dreams a little dream of Charlotte Gainsbourg (among others). Could be some Oscar buzz for Bernal, even though it's a small movie. The nimble writer-director is Michel Gondry, who helped concoct "Eternal Sunshine of the Spotless Mind." A screenplay nomination, perhaps?

"The Departed" (Oct. 6)

Well, here we are again with poor Martin Scorsese, always a bridesmaid, never the bride at Oscar time. He's back on familiar cops-and-mobsters turf in this adaptation of the 2002 Hong Kong film "Infernal Affairs." Leonardo DiCaprio is a detective who goes undercover in Boston's Irish mafia (headed by Jack Nicholson), and Matt Damon is one of Nicholson's boys who does the same thing in reverse. DiCaprio and Damon could scare up some best actor buzz, and Nicholson is probably a shoo-in for a supporting nod. And Marty? Last time, in 2005, he lost to Clint Eastwood. Guess who else has a movie coming out this fall?

"Infamous" (Oct. 13)

The academy's infatuation with Truman Capote may not hold up through a second film in little more than a year about the diminutive author. Respected but little-known British actor Toby Jones plays the lead. However, Sandra Bullock is Harper Lee (Catherine Keener earned a supporting nomination in the same role last year), and that's our new 007, Daniel Craig, playing against type in a supporting role as convicted killer Perry Smith.

"The Queen" (Oct. 13)

Helen Mirren has won almost every kind of award you can name, but she's never gotten an Oscar. The closest she's come are best supporting nominations for "Gosford Park" and "The Madness of King George." But this time she's got a big, fat, juicy lead as Queen Elizabeth II in this film about the queen's dealings with Prime Minister Tony Blair in the aftermath of Princess Diana's death. And don't count out James Cromwell in the supporting role of Prince Philip. Stephen Frears ("Dirty Pretty Things") directs.

"Flags of Our Fathers" (Oct. 20)

Poor Marty (see above). Just when he thought it was safe to go back into directing, Clint, our newly crowned Old Master, decides he'll make a movie this year, too. It's about the six men who raised the flag at Iwo Jima during World War II. (Eastwood intends to release a companion piece from the Japanese point of view next year.) This one could end up with best director and best picture nominations.

"Little Children" (Oct. 20)

Here's the movie that may finally win Kate Winslet a much-deserved best actress Oscar — or another nomination, at the very least. After all, Sissy Spacek found herself back in the Oscar game when this movie's director, Todd Field, directed her in "In the Bedroom." This is a similarly human-scaled, unsettling drama about adultery in a small town. Field might snag a directing nod, and the movie itself could end up going for best picture (as "In the Bedroom" did).

"Marie Antoinette" (Oct. 20)

The reception at Cannes was mixed, but Sofia Coppola's mind-bending spin on the life and times of the Austrian-born queen of France (Kirsten Dunst) who famously offered the masses cake is certainly intriguing, with its mishmash of period and modern day. Doubly intriguing are Judy Davis as a countess and Rip Torn (!) as King Louis XV. Could be some best supporting nominations here. And best costumes.

"The Prestige" (Oct. 20)

Talk about prestige ... "Memento's" Christopher Nolan directs, and Hugh Jackman and Christian Bale play rival magicians in turn-of-the-century London (Wolverine vs. Batman!). Both could get acting nominations, along with Nolan for directing. And there's a small flotilla of crackerjack possible nominees in supporting roles: Michael Caine, Andy Serkis and Scarlett Johansson.

"Babel" (Oct. 27)

Mexican director Alejandro González Iñárritu went Hollywood in a big way with his much-lauded "21 Grams" (probably Sean Penn's best performance). Once again, he juggles several multilayer stories, but this time he stretches them across Morocco, Tunisia, Mexico and Japan. Brad Pitt (best actor?) and Cate Blanchett (best supporting?) are a husband and wife whose vacation turns into something far more serious. Another possible one-two punch in the directing and picture categories.