The Georgia Film Critics' Association is a young and fairly small group: they've been going three years and have 10 members, which means their nominee list is a bit less groupthink-influenced than most. "12 Years a Slave" might lead the field with 11 nods, but there are unusual choices elsewhere: while "American Hustle" and "Inside Llewyn Davis" share second place with seven mentions, so does Shane Carruth's "Upstream Color," which landed Carruth nods for directing, writing, cinematography and score. Meanwhile, "Mud" found some Southern comfort with a Best Picture nod. Full list below; everything else at The Circuit.

Best Picture
"American Hustle"
"Gravity"
"Her"
"Inside Llewyn Davis"
"Mud"
"Short Term 12"
"The Spectacular Now"
"12 Years a Slave"
"Upstream Color"
"The Wolf of Wall Street"

Best Director
Shane Carruth, "Upstream Color"
Joel and Ethan Coen, "Inside Llewyn Davis"
Alfonso Cuarón, "Gravity"
Steve McQueen, "12 Years a Slave"
Martin Scorsese, "The Wolf of Wall Street"

Best Actor
Leonardo DiCaprio, "The Wolf of Wall Street"
Chiwetel Ejiofor, "12 Years a Slave"
Oscar Isaac, "Inside Llewyn Davis"
Matthew McConaughey, "Dallas Buyers Club"
Joaquin Phoenix, "Her"

Best Actress
Amy Adams, "American Hustle"
Cate Blanchett, "Blue Jasmine"
Sandra Bullock, "Gravity"
Judi Dench, "Philomena"
Brie Larson, "Short Term 12"
Amy Seimetz, "Upstream Color"

Best Supporting Actor
Barkhad Abdi, "Captain Phillips"
Bradley Cooper, "American Hustle"
Michael Fassbender, "12 Years a Slave"
John Goodman, "Inside Llewyn Davis"
Jonah Hill, "The Wolf of Wall Street"
Jared Leto, "Dallas Buyers Club"

Best Supporting Actress
Sally Hawkins, "Blue Jasmine"
Jennifer Lawrence, "American Hustle"
Lupita Nyong’o, "12 Years a Slave"
Margot Robbie, "The Wolf of Wall Street"
June Squibb, "Nebraska"

Best Original Screenplay
David O. Russell and Eric Singer, "American Hustle"
Noah Baumbach and Greta Gerwig, "Frances Ha"
Spike Jonze, "Her"
Jeff Nichols, "Mud"
Shane Carruth, "Upstream Color"

Best Adapted Screenplay
Steve Coogan and Jeff Pope, "Philomena"
David Gordon Green, "Prince Avalanche"
Destin Cretton, "Short Term 12"
Scott Neustadter and Michael H. Weber, "The Spectacular Now"
John Ridley, "12 Years a Slave"

Best Animated Film
"The Croods"
"Despicable Me 2"
"Epic"
"Frozen"
"The Wind Rises"

Best Documentary Film
"Cutie and the Boxer"
"Muscle Shoals"
"Stories We Tell"
"20 Feet from Stardom"
"Vivan Las Antipodas!"

Best Foreign Language Film
 "Expedition to the End of the World"
"The Great Beauty"
"Lore"
"No"
"The Past"

Best Ensemble
"American Hustle"
"Short Term 12"
"The Spectacular Now"
"12 Years a Slave"
"The Wolf of Wall Street"

Best Cinematography
Emmanuel Lubezki, "Gravity"
Bruno Delbonnel, "Inside Llewyn Davis"
Emmanuel Lubezki, "To the Wonder"
Sean Bobbitt, "12 Years a Slave"
Shane Carruth, "Upstream Color"

Best Production Design
Judy Becker, "American Hustle"
Andy Nicholson, "Gravity"
Jess Gonchor, "Inside Llewyn Davis"
Alex McDowell, "Man of Steel"
Adam Stockhausen, "12 Years a Slave"

Best Original Score
Steven Price, "Gravity"
Arcade Fire, "Her"
Hans Zimmer, "Man of Steel"
Hans Zimmer, "12 Years a Slave"
Shane Carruth, "Upstream Color"

Best Original Song
"Let It Go" from "Frozen"
"Young and Beautiful" from "The Great Gatsby"
"Please Mr. President" from "Inside Llewyn Davis"
"Almost Home" from "Oz the Great and Powerful"
"Stay Alive" from "The Secret Life of Walter Mitty"
"So You Know What It's Like" from "Short Term 12"

Breakthrough Award
Sophie Kennedy Clark ("Philomena")
Brie Larson ("Don Jon," "Short Term 12," "The Spectacular Now")
Lupita Nyong'o ("12 Years of Slave")
Amy Seimetz ("Lucky Them," "9 Full Moons," "Pit Stop," "The Sacrament," "Sun Don't Shine," "Upstream Color")
Tye Sheridan ("Joe," "Mud")
Miles Teller ("The Spectacular Now," "21 & Over")