Sandra Bullock, Jay Leno

Sandra Bullock was one of the guests on Jay Leno's penultimate episode of The Tonight Show Wednesday, and the Oscar-nominated actress became emotional as she thanked Leno for always treating her with respect — even when her films were less than great.

"You've always been so kind. That's saying a lot in this business," Bullock told him. "There's not been one time you haven't treated me like I had something to offer. Even when the film was awful and you knew it, you never let me see it in your eyes."

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That wasn't the case Wednesday, however. Leno good-naturedly ribbed Bullock about her role in Speed 2: Cruise Control, noting that he could toss politeness out the window since he's leaving the show. "I don't care anymore!" he quipped.

Bullock, tearing up, also noted that Leno's kindness also extended to her personal matters. "When I made crazy life decisions, you never questioned it," she told the late-night host. "You were so welcoming. I just felt special, even when I was insecure."

Leno's final episode of The Tonight Show airs Thursday at 11:35 p.m. ET. Jimmy Fallon takes over hosting duties on Feb. 17.

Check out Bullock's appearance below: