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OTRC: Sandra Bullock and George Clooney wear 'no makeup' in 'Gravity'

After winning her 2011 Best Actress Oscar Sandra Bullock stopped to talk with George Pennacchio at the Governors Ball. / Best Actor nominee George Clooney walks the red carpet before the 82nd Academy Awards on March 7, 2011.

Sandra Bullock and George Clooney end up floating through space in their upcoming 3D thriller "Gravity," but what the actress was really afraid of was going without makeup for the film.

In the flick, which is directed by Alfonso Cuaron, Bullock plays a survivor of a botched space mission to repair the Hubble telescope. Her character tries to return to Earth and reunite with her daughter. She wounds up stranded in space, tethered to a veteran astronaut (Clooney), when their shuttle is destroyed.

"God help us all when my face comes rushing at you with no makeup on. I'm going to apologize now, but Alfonso, in a brilliant move, said, 'No makeup,'" Bullock told USA Today recently.

"Our vain little heads are going to be some massive 17-foot image. You are going to see details because it's shot on this digital film that shows everything. It's so scary," Bullock continued. "There are scenes where you say, 'This is where you have to let go and let God [take over]'. And, thank God, there are no nude scenes."

Cuaron has directed movies such as "Harry Potter and the Prisoner of Azkaban" in 2004 and "Great Expectations" in 1998.

Bullock, 47, won her first Oscar in March 2010 for her performance in the movie "The Blind Side." The actress recently appeared in the controversial film, "Extremely Loud and Incredibly Close."

In the film, Bullock plays the mother to 9-year-old Oskar, portrayed by Thomas Horn. Her son searches New York City for a lock that matches a key left behind by his father, who died in the Sept. 11, 2001 attacks on the city's World Trade Center.

Clooney won an Oscar for his role in the 2005 film "Syriana" and was nominated for Academy Awards for his parts in the movies "Michael Clayton" in 2007 and "Up in the Air" in 2009.

He won the 2012 Golden Globe Award for Best Performance by an Actor in a Motion Picture - Drama for his role as a father of two girls in "The Descendants" marking his third win for acting and 12th overall nomination.

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