April 05, 2010 12:00 PM

Sandra Bullock has always been fiercely protective of her private life. But in recent months, she began to relax some of her own rules. In the long awards-show run-up to the Oscars, a beaming Bullock talked openly about her love and gratitude for Jesse James, her husband of nearly five years, and he happily cheered her on. “She takes my breath away,” the usually reticent motorcycle mogul gushed to PEOPLE on Oscar night after getting misty-eyed in front of millions of viewers during Bullock’s emotional acceptance speech. But even 1,300 miles from the nearest red carpet-and with no cameras in sight-the couple looked as blissful as newlyweds on a night out last year at Bess Bistro, Bullock’s restaurant in Austin, Texas. “Sometimes married people would rather talk to other people around them than have a big conversation with each other, you know?” says an observer. “But they seemed like people on a date: sitting close, listening to one another. They left holding hands. The whole time, I was thinking how great of a couple they were.”

And yet only eight days after Bullock’s triumphant Oscar win, the unlikely couple, who appeared to have built one of Hollywood’s happiest marriages, were rocked by revelations that James had cheated with a 32-year-old stripper and tattoo model. As the scandal exploded, Bullock, 45, quietly retreated to figure out her next move. Sources tell PEOPLE that the actress-who was coming off of an exhilarating, career-topping year that she widely credited to her supportive home life-learned of her husband’s infidelity only when a tabloid notified her just hours before taking the story public. After confronting James, she moved out of their Los Angeles-area home that same day and left town. “Her life as she knew it changed last Monday [March 15], when information was brought to her that took away her faith in what had been her home for the past 6½ years,” says a close friend. “Her family was everything to her.” Friends say James, 40, is devastated. “This is a very tough time for him,” says a pal. “He certainly has made some mistakes of judgment. He’s not hiding from that.”

Is divorce her next move? For now, as she faces hard decisions about her marriage, Bullock, with support from her small and extremely loyal inner circle, “needs time to grieve and process what has happened,” says her close friend. As for James, a friend says he fervently hopes to salvage the marriage: “The one thing that’s most important to him in the whole wide world is that his family comes back together. He will do whatever that takes.”

As rumors surface of other women claiming to have had relationships with James (see box, page 62), several friends of the couple’s say that while Bullock trusted James completely, James showed another side of himself when Bullock wasn’t with him. “Jesse is such a chameleon,” says one friend of theirs. “I can see how Sandy could get duped and think he is the greatest guy on Earth because Jesse can be that guy when he wants to. When he’s with her, it’s like she is the most important person in his life. He will do what she wants, be with her friends, be what she wants him to be.” Away from her, though, there were “signs” of possible trouble over the years, says another friend-specifically, “people that [Jesse] hung out with that [Sandy] may not have approved of. Women. But she trusted him and didn’t see that he was capable of being anything but a good husband.”

As for reports that Bullock might have known of her husband’s infidelity during their marriage, such speculation “is crazy and malicious,” says her close friend. “Everyone knows that she is supportive, kind, and always showed genuine love for her husband and his children.”

What began as tabloid rumors of James’ cheating quickly escalated into worldwide headlines on March 17, when Bullock quickly decided to cancel plans to attend the European press tour for The Blind Side due to what she termed “unforeseen personal reasons.” Then on March 19, in a statement to PEOPLE, the West Coast Choppers CEO and former host of Discovery Channel’s Monster Garage apologized for the “pain and embarrassment” he had caused his wife and three children from his two previous marriages. Stating that “the vast majority of the allegations reported are untrue and unfounded,” he also addressed Bullock and his kids Chandler, 15, Jesse Jr., 12, and Sunny, 6: “I hope one day they can find it in their hearts to forgive me.”

Amid cries of “how could he?” from Bullock’s passionate fans and friends alike, the mess embroiling James only seemed to worsen by the day. First came sordid revelations of his affair with Michelle McGee, 32, a San Diego-based tattoo model who works as a stripper, poses on an adult website and goes by the nickname “Bombshell.” The single mother of two claimed to have text messages from James that she said implicated him in an 11-month affair with her that started while Bullock was filming The Blind Side in Atlanta last year. McGee spoke openly about the relationship with several friends. “She said she was dating Jesse James,” says Danielle Medrano, founder of the website where she worked. If that weren’t bad enough, James was hit by another flap in the blogosphere when a photo of him wearing a hat with a Nazi insignia and giving a Hitler-style salute was offered for sale to media outlets. Taken at a party before his marriage to Bullock, the photo doesn’t reflect James’ views, says a friend. “The last thing Jesse is is racist or anti-Semitic,” says the friend, adding that the hat actually came from his godfather, who is Jewish.

The scandal stands in stark contrast to James’ public persona as a tattooed rebel whose famous snarl hid a puppy-dog sweetness: a tough guy who shared an emotional reunion with his beloved pit bull CinnaBun, after the pup had gone missing for three weeks in February. A doting husband, who regularly hit the hot-rod circuit but also indulged his wife’s love of Desperate Housewives. And a reformed bad boy who told PEOPLE in 2006 that his wife’s love “makes me feel like I’m Superman.”

How, then, could James have hidden another side from many of those who knew him best, including Bullock herself? “Sandy believes in the goodness in people,” says a friend of the couple’s. “She loves the idea of how different he was, how real and manly, how strong he is.” But to this friend, “sometimes it felt like he was play-acting, like this was going to be a chapter in his life when he was married to Sandra Bullock. It didn’t feel genuine.” Several other people who know him experienced his darker moods. “Here is the thing about Jesse: He is superentertaining on TV, fun in conversation, but when he doesn’t get his way, he throws a fit,” says a source who worked with him. Donald Trump, who got to know James during the 2009 season of Celebrity Apprentice, calls him “a moody guy. He’s a difficult guy. But he’s a very smart guy.”

Like many showbiz couples, Bullock and James were often separated by work, with the actress on various film sets while her husband remained in Long Beach, Calif., to run his business. Still, “Sandy did make such an effort to be with him,” says a friend. “She went to New York with him when he filmed Celebrity Apprentice. If she wasn’t working, she wanted to be with her family.” James, on the other hand, “didn’t like leaving the shop and his life,” says the pal.

Even as Bullock’s career soared-with The Blind Side, she became the first top-billed female star to break $200 million at the box office-the roles she cherished above all else were those of wife and stepmom. “I have my family, and it’s the family some higher power put in my path,” she told PEOPLE in 2007. “I feel really lucky.” She met James in 2003, when she brought her godson to the set of Monster Garage. From the couple’s humorous wedding vows-he asked her to promise he could bring home stray dogs; she asked him to promise not to bring home any dogs without her okay-to their daily domestic routine, it was clear that Bullock felt she had found a kindred spirit. Long vocal about her reluctance to walk down the aisle, she said of their romance, “The greatest thing for me was how everything else just fell away and I knew.” Drawn to James’ lack of pretense and tireless work ethic, Bullock often spoke admiringly of her husband’s talent and interests. “I love nothing more than watching him do what he does,” she said at the Screen Actors Guild Awards in January. Even on the morning she learned of her Oscar nomination, she praised James, saying she left the room to take congratulatory calls “so he could continue sleeping. The man actually works!”

When she wasn’t working, the actress happily settled into a quiet beach life, driving her stepkids to school, exercising, grocery shopping and handling housekeeping duties herself. “I love my piddling-the pickups, the drop-offs, the errands,” she said the morning of the nominations. “I love mundane-love it, love it, love it.”

Extraordinarily close to her stepchildren-“My love and my want for their future … is no less than if I’d had a child on my own,” she said in 2007-Bullock is now focused on maintaining as much stability for them as possible. “Her priority now is to make sure the children have privacy and normalcy in their lives,” says the friend, “in order for them to remain healthy and happy.” (As a stepmom, says L.A. divorce attorney Scott Weston, Bullock’s rights over James’ kids in the event of a divorce would be “zero. None. She could file for visitation, but it’s very difficult for stepparents to get access to a kid unless the birth parents agree to it.”)

A source close to James says he is struggling to fill the void left by Bullock’s sudden departure. “You’re talking about one of the most beautiful, talented women in the world, just an absolute wonderful human being,” says his friend, “and there’s a great loss to him and his children.” For now, James has maintained his daily work schedule in Long Beach while caring for his children with help from his mother and his first wife, Karla. “Jesse’s spending every free moment with his kids,” adds the friend. “His entire focus is on his kids, and he’s trying to keep the lives of the children normal.” Those closest to Bullock expect her to weather the storm with characteristic grace. “She is strong and resilient,” says a close friend, “and will work to find peace in the healthiest way possible.”

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