Hard as it is to believe, Martin Scorsese won his first and only Best Director Oscar for this grizzled 2006 crime picture. Based off the 2002 film Infernal Affairs, the film reportedly drew further inspiration for Jack Nicholson's crime boss character, Frank Costello, from real life Boston gangster Whitey Bulger, a vicious murderer turned FBI informant, who went on the lam in 1994, and wasn't caught until 16 years later. Word is that Nicholson improvised a lot of his scenes with co-leads Leonardo Dicaprio and Matt Damon, which should come as no surprised to anyone who has seen the film. According to IMDB, The Departed has the highest count of "F-bomb" derivatives (237) of any film to ever win the Oscar for Best Picture. It's a crime drama AND it's set in Boston--what do you expect?