Indy made his comeback at Cannes, and Woody came back as usual. Angelina showed off her baby bump on the red carpet, and Madonna sold off everything in her handbag at a charity auction. This year's Cannes Film Festival, which ended Sunday, had plenty of celebrities to please the star-watchers - but moviegoers were more disappointed. There were few real favorites in the lineup of Cannes' showcase competition, and with a few exceptions, the films were mostly dark and gloomy. Set in locations such as a prison, a slum and a porno theater, the films tackled subjects from murder to angst to hopelessness. And it didn't help that Cannes' weather was rainy.

As the festival drew to a close, jury president Sean Penn admitted to Le Monde newspaper that he wished there had been more comedies in the bunch.

So it was no wonder that Penn's jury gave its top prize to the charming "The Class," a look at big and small dramas inside a French school and a surprise hit at the end of the festival. Though it tackles the often-pondered subjects of immigration and identity, Laurent Cantet's film seems fresh because the teenage actors are so true to life - endearing, funny and obnoxious.

The movie was filmed with real students in their high school in a working-class Paris neighborhood. The jury's decision to give it the main prize was unanimous, and Penn called it "a seamless film."

"All of the performances: magic," he said. "All of the writing: magic. All of the provocations, and all of the generosity: magic. It's simply everything that you want film to give you."

Once again, the top prize slipped away from Clint Eastwood, who has had five films in competition here, including this year's missing child drama "Changeling." In Cannes, Eastwood also attended a special beach showing of 1971's "Dirty Harry."

"If you have trouble recognizing me, I'm the man with the brown hair and lots of it," he told the crowd. Eastwood and French actress Catherine Deneuve took special prizes to mark the festival's 61st anniversary.

Two movies about Italy's dark side were also winners. Cannes Matteo Garrone's "Gomorrah," about Naples' mob scene, took the second-place grand prize, while Paolo Sorrentino's "Il Divo," about former Premier Giulio Andreotti and allegations of his ties to organized crime, won the jury award.

Benicio Del Toro seemed a logical choice for best actor for his portrayal of revolutionary Che Guevara, though some critics snoozed during Steven Soderbergh's 4 1/2 hour "Che."

The best actress pick was a surprise. Brazil's Sandra Corveloni won for the ensemble drama "Linha de Passe" - she played a cleaning lady and mother of four in her first feature film. Angelina Jolie had been a favorite in the category for her portrayal of a distraught mother in "Changeling."

Pregnancy has never looked so glamorous as when Jolie, carrying twins, walked the red carpet in a low-cut emerald green gown. Jolie was in Cannes for two premieres, "Changeling" and "Kung Fu Panda," which wasn't competing for prizes but provided some comic relief. Jack Black, who voiced the martial arts-loving title character, hammed it up at the beach with 40 people in panda suits.

Black summed up Cannes this way: "The food, the people, the boats and the movies. Last night I had a foie gras lollipop. I'm not even kidding. Pretty amazing."

Meanwhile, Madonna the Material Girl showed her humanitarian side with a documentary she produced on Malawi's AIDS orphans, "I Am Because We Are." She also auctioned off a white guitar, a private mini-concert and the contents of her purse at a benefit for the American Foundation for AIDS Research.

Woody Allen was back for more love from Cannes, where he has shown 10 films over the years. Critics enjoyed his new love triangle romance, "Vicky Cristina Barcelona," starring Scarlett Johansson, Javier Bardem and Penelope Cruz, which wasn't competing for prizes.

Neither was "Indiana Jones and the Kingdom of the Crystal Skull," which got a mixed review from Cannes' tough critics, 19 years after Indy's previous installment. Nonetheless, star-gazers and paparazzi turned out in force for a glimpse of Harrison Ford in a formal attire, strolling up the red carpet as the series theme song played.