VANITY FAIR – Sixty-five years after Walt Disney released the animated film Cinderella, the beloved fairy tale is heading back to the big screen on March 13 as an epic, live-action romance. Costume designer Sandy Powell drew inspiration from the 19th century and the 1950s to reimagine the looks of characters from the classic cartoon for director Kenneth Branagh’s remake.

“I wanted the costumes to be bold and have an explosion of color as if it were a picture book,” says Powell, 54, a three-time Oscar winner. “But at the same time, I wanted the clothes to be true to each character and believable.” In a fairy tale movie, as you might imagine, “believable” can be stretched. Powell’s work on Cinderella included an twelve-layer ball gown, a single dress that took more than 550 hours to make, and eight pairs of shoes made of Swarovski crystal—none of which were ever worn by Cinderella herself.

When it came time to dress Cinderella (Lily James from Downton Abbey) for her magical wedding to the Prince (Game of Thrones alum Richard Madden), Powell says it was crucial that the happily-ever-after gown be unlike the showstopping, blue gown she wears to the ball. “Creating the wedding dress was a challenge. Rather than try to make something even better than the ball gown, I had to do something completely different and simple,” she says. “I wanted the whole effect to be ephemeral and fine, so we went with an extreme-lined shape bodice with a long train.”

She constructed a beige colored, long-sleeve, silk organza gown with a floral print to represent the simplicity of the princess-to-be. “Cinderella wins the Prince’s heart through her goodness, so I wanted to show this through her clothes,” Powell explains. “I wanted her to stay modest and pure even though she was going to be a part of royalty.”

A team of seamstresses meticulously cut, sewed, and stitched together the elegant, to-the-floor–length gown for nearly a month. Once it was assembled, the frock was given to the artists who intricately hand painted flowers onto the gown. It took 16 people and 550 hours to complete the dress. However, all the hard work put into the picture-perfect gown was nearly lost. While the production crew snapped photographs of James in the gown, she stood too close to a small electric heater and the dress caught on fire. “It was a disaster! The entire top layer was completely burned and it had to be redone. It wasn’t like, ‘Is Lily O.K.?’ All we were concerned about was the dress, because only one wedding dress was created due to time and budget,” says Powell.

For the Prince’s wedding-day attire, Powell chose a military aesthetic similar to the animated character, but with tailoring from the 1950s thrown in. “The silhouette and the shape of the shoulders is from the original animation,” she says. “But we created more of a fitted look and dressed him in less masculine colors such as blue, green, and white.” The wool military jacket, which was dyed a light blue to accentuate Madden’s eyes, boasts gold bullion and crystal-sequenced braids that were hand embroidered in Pakistan.

Powell began working on concepts for the characters’ looks almost two years before principal photography began in the summer of 2013 on the soundstages of England’s Pinewood Studios. The British designer viewed the animated film before starting her design process just out of curiosity, but she was influenced subconsciously by the size of the ball gown in which Cinderella makes her dramatic entrance to the palace ball. She began with the sketch, below.

“I wanted to make the gown look enormous,” she says. “The gown had to look lovely when she dances and runs away from the ball. I wanted her to look like she was floating, like a watercolor painting.” To convey a weightless, flowing dress, the voluminous skirt was composed of more than a dozen fine layers of fabric that included crepeline silk, printed polyester, and iridescent nylon in different shades of blue and turquoise. Underneath those layers, James wore a corset and petticoat. In the end, nine versions of Cinderella’s ball gown were created, each featuring more than 270 yards of fabric and 10,000 Swarovski crystals. It took 18 tailors and 500 hours to complete per dress.

The biggest challenge of all was bringing Cinderella’s famous glass slipper to life. Instead of using glass, Powell designed a five-inch heel made out of Swarovski crystal based on a shoe from the 1890s that she saw in a museum in Northampton, England. “The most important thing was the shoes had to sparkle, which meant it had to be made out of crystal because glass does not sparkle,” she explains. Eight pairs of the shoes were created, but James wore none due to the fact that crystal has no movement. To appear on-screen as if she were wearing glass shoes, the visual effects department turned her leather shoes she wore on set into crystal. “Just like the Fairy Godmother,” Powell says, “we can do magic.”