Credit: FREDERIC J. BROWN/AFP/Getty Images; Jason Merritt/Getty Images

There weren't many dry eyes in the house inside the Dolby Theatre during Bette Midler's soaring performance of "Wind Beneath My Wings" following the always-emotional In Memoriam segment at the 86th Academy Awards on Sunday, March 2. But the moment proved especially poignant for Julia Roberts, who was grabbing a drink in the lounge outside the auditorium with her agent and other pals, including Cate Blanchett and her husband Andrew Upton, during the song. Watching Midler croon her classic ballad about a deceased loved one (from the tearjerker Beaches) on a monitor, Roberts, 46, began crying, according to an observer.

"This song always makes me cry, but I'm just overwhelmed with emotions this month," the August: Osage County star told the group, according to the eyewitness. That's understandable: Less than a month ago, the movie star's half-sister Nancy Motes was found dead of an apparent overdose at the age of 37.

For her part, Best Actress winner Blanchett, 44, took the moment to mourn the loss of close pal Philip Seymour Hoffman, who was remembered during the tribute. "It's f----ing terrible. How many more people have to die?! It's awful," the Blue Jasmine star said as the two women clinked glasses in agreement. Blanchett's director husband Upton briefly mentioned Motes during the chat, but then quickly apologized to a still-tearful Roberts --who assured him she wasn't offended, the observer adds.

The group also got emotional over another fallen friend: Hollywood camera assistant Sarah Jones, who was killed at age 27 last month while working on the film Midnight Rider. Jones had been the subject of an online petition which urged for her inclusion during the onscreen In Memoriam segment. Her name and photo briefly flashed at the bottom of the screen during Midler's performance.

"We got her in!" a Roberts pal said during the song.

On a much lighter note, later in the evening, Blanchett name-checked Roberts when she accepted her Best Actress award: "Hash Tag Suck It!" she quipped to Roberts.

Blanchett explained, sort of, backstage, what that meant: "It happened in the bar with Ms. Roberts, and that's all I am prepared to say."