"Oppenheimer", about the creation of the atomic bomb during World War II, was followed by sex-charged gothic comedy "Poor Things", with 11 nominations.
Martin Scorsese's "Killers of the Flower Moon", about the murders of members of the Osage Nation in the 1920s and "The Zone of Interest", which tells the story a family living next to Auschwitz, both received nine nods.
"Oppenheimer", "Poor Things" and "Killers of the Flower Moon" will compete for the annual ceremony's top prize, best film, alongside courtroom drama "Anatomy of a Fall" and "The Holdovers", a comedy set in a boys' boarding school.
"It has been an outstanding year for film-making as represented by the 38 films nominated today," Anna Higgs, chair of BAFTA Film Committee, said in a statement.
"They showcase ambitious, creative and hugely impressive voices from independent British debuts to global blockbusters, from complex moral issues through to joyful journeys of self-discovery. They all ultimately explore human connection."
Pink-themed box office phenomenon "Barbie", starring Margot Robbie as the famed Mattel doll, was nominated in five categories.
Robbie was nominated in the leading actress category, alongside "Poor Things" star Emma Stone, Carey Mulligan for "Maestro", Fantasia Barrino for "The Color Purple", Sandra Hüller of "Anatomy of a Fall" and Vivian Oparah for "Rye Lane".
The leading actor nominees are Bradley Cooper ("Maestro), Barry Keoghan ("Saltburn"), Cillian Murphy ("Oppenheimer"), Colman Domingo, ("Rustin"), Paul Giamatti ("The Holdovers") and Teo Yoo ("Past Lives").
Known as the BAFTAs (British Academy of Film and Television Arts), Britain's top movie awards will take place in London on Feb. 18.
(Reporting by Marie-Louise Gumuchian; editing by Jason Neely, Christina Fincher and Barbara Lewis)
