Olivia Wilde's InStyle August 2013 Issue Now on Newsstands! Go Behind-the-Scenes at Her Cover Shoot

"I use actresses and models of the past as inspiration,” she said in InStyle's cover shoot video. “I’ve always had a thing for both Hepburns—I’ve had both Audrey and Katharine up on the inspiration board.”

During the shoot, Wilde looked over the day's worth of photos with the team.

Wilde had numerous shoes waiting for her to step into at Milk Studios in New York City.

With trays of sunglasses and piles of handbags, there were plenty of options for our cover star. She even used a Chanel chain-link belt as a bracelet, which is featured on her cover!

The actress helped with the inspiration for the cover shoot, choosing embellished coats, dresses, and tops to create a "futuristic Katharine Hepburn" look.

Wilde accessorized her looks with elegant handbags in a variety of textures including crocodile, python, stingray and snakeskin.

Wearing a Burberry Prorsum statement coat, Wilde got a few touch-ups in-between takes by makeup artist, Mélanie Inglessis, who said "the shoot was a collaboration, and Olivia loved it."

Olivia listened to the soundtrack from Baz Luhrmann's The Great Gatsby, with songs by Jay-Z and Gotye, during the day's shoot.

Style Director Melissa Rubini was leading the charge in choosing the outfits Wilde wore, including this Louis Vuitton top and skirt.

Wilde jazzed up her manicure with Jin Soon polishes, which played well with her vintage emerald-and-diamond engagement ring from SNL funnyman, Jason Sudeikis.

Photographer Giampaolo Sgura captured Wilde in a Prada embellished tweed dress with metallic leather heels.

Wilde, in a Salvatore Ferragamo silk dress with an Emporio Armani velvet clutch, told InStyle, "I went for flowy things, but now I like structured pieces. I'm less Edie Sedgwick and more Katharine Hepburn."