The Inside Story On ELLE's June Cover

The Ingenue

By ELLE

Wearing skinny jeans and a button-down, McAdams arrived solo at the Los Angeles cover shoot where she was taken from wholesome lovely into boudoir babe.

Styled by Joe Zee

Sing It, Sister

Creative Director Joe Zee, taking his inspiration from Catherine Deneuve in Roman Polanski's Repulsion, transformed McAdams into a 1960s femme fatale. While she modeled straight-from-the-runway items by Burberry and Gucci, The Black Keys and Talking Heads played in the background.

Get the whole scoop on the ELLE Cover shoot

Major Drama

On becoming an actor: "I didn't know what it was exactly that I was looking for—some sort of outlet—and when I found it, it awakened something in me."

Want more access to ELLE Cover shoots?

Animal Magnetism

She may play an American in Paris for Woody Allen's upcoming flick, but for this photo shoot, she embodies sultry Parisian femininity. (Rawr!)

Wear The Pants

For the Sherlock Holmes premiere in NYC, McAdams kept it glamorous and modern with an ultra-feminine Jasmine Di Milo pant ensemble.

Glory Goodness

On the critics' reaction to Morning Glory: "It's funny, because so many people said to me, ‘It's the kind of film you don't see anymore, done in a way that isn't done anymore.’ I thought that was a really positive thing, but apparently not."

Red Carpet Buzz: Rachel McAdams at the Berlin Premiere of Morning Glory

Love Story

On the success of The Notebook: "That one seems to have had staying power. I'm so grateful to have a film that people respond to in that way. It was a big deal."

See more of Rachel McAdams hairstyles

Making A Point

At the Red Eye premiere, the pretty—but not predictable—star looks anything but jet-lagged. With her hot pink heels, she injects a surprisingly sexy detail into a look that's otherwise sweet.

Playing Mean

Although McAdams is known for being a sweetheart in real life, her performance as Queen Bee Regina George in Mean Girls (opposite Lindsay Lohan) nabbed her an MTV Movie Awards for Best Villain.

Read more about Rachel's ELLE cover shoot

Coffee Break

On working with Owen Wilson: "It's definitely a different dynamic from the last time we were together [on Wedding Crashers]. I love that Woody likes good guys to be good guys and bad guys to be bad guys. Owen seemed to respond really well when I was a really bad guy."

En Route

The always on-the-go actress has become a pro at casual chic in her military coat paired with platform heels—ideal for extra comfort.