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"I was trying to take textile to a new level for me," said Colleen Atwood, the costume designer for "Into the Woods," the big-screen adaptation of Stephen Sondheim and James Lapine's exploration into the darker side of fairy tales.

Visualizing the magical and otherworldly was nothing new for Atwood, a three-time Academy Award winner for "Chicago," "Memoirs of a Geisha" and "Alice in Wonderland," whose work also includes the film musicals "Sweeney Todd" and "Nine," as well as the Broadway production of Breakfast at Tiffany's.

"Into the Woods" reunited Atwood and director Rob Marshall, who helmed "Chicago" and "Memoirs of a Geisha." The reunion was a happy one for Atwood, who commented on how the Broadway choreographer and director's theatre background affected his direction of the film.

"He sort of designed the show," she said. "You talk about the show, you see the movements the people are going to do in the show and you make the costumes... It's a great way to work as a designer, to be able to know what the costumes are actually going to physically do in the film before you actually make them. It saves so much time in adjusting to movement, if it isn't thought through ahead of time. He's a very thorough director in that way. He lets everybody artistically express themselves and share in a great way."

To costume the characters of "Into the Woods," who comprise a group of classic fairy-tale heroes and villains, as well as the new characters of the Baker and the Baker's Wife, Atwood used the film's location as a starting point, employing various textures that would blend in with the naturalist surroundings.

Another original character introduced in the film is the Witch, played by Meryl Streep, who is clothed in black robes, and, following a magical transportation, a beautiful blue gown that references the blue moon that is part of her magic.

While portraying the Witch, accompanied by a rubber face and frizzled wig, Streep adopted a physical embodiment of the personality that Atwood admired.

"She's also such a great physical actor that she was able to do all the body shaping on her own," Atwood said. "She had a posture and a crab-like scuttle that she came up with for her movement for the character that had nothing to do with the costume; it just made it all work really well together."

Johnny Depp, who portrayed the Wolf that preys on Little Red Riding Hood, also played a large role in his costume design, Atwood said. Depp and Atwood, who first began working together on "Edward Scissorhands," had explored the idea of wearing a zoot suit previously and, when Depp was experimenting with the music, decided to pursue it.

"It made the character, I think, and he was great in it," Atwood said. Into the Woods first played Broadway in 1987, was revived in 2002, and has received numerous regional and local productions. One marked difference between the stage and screen adaptations is the age of two of the characters. While Little Red and Jack are typically played by teenagers or young adults onstage, the actors in the movies, Lilla Crawford and Daniel Huttlestone, are much younger. The difference in age, Atwood said, did not prove to be a challenge when costuming the characters.

"I didn't really look at what they were on stage. I dress them more [like] fairy-tale illustrations," Atwood said. "It came easily. They weren't overly difficult for me to think about. I thought about them as they were in the script and what we were doing as opposed to what they are in the play."

While one might think costuming and filming a large ensemble cast for a musical film filled with special effects would invite numerous complications, Atwood said the biggest surprise she faced was Emily Blunt's pregnancy.

"That's a pretty big surprise – a happy one, but it does affect costume," Atwood said. "She was luckily one of those pregnant people who still didn't get huge right away, so it made it work in a great way, and she's a real trooper."

No visual effects were used to hide Blunt's pregnancy; instead, strategic angles were used while filming and costuming. "It worked out really well – all the angles, from the back and from the front. Side view wouldn't have been so great, but it was all thought through."

Atwood, who also costumed the Tim Burton film "Bright Eyes," starring Amy Adams, has been busy in the industry since the mid 1980s, but, she said, the nature of her work keeps her from ever repeating herself.

"The work evolves because it changes all the time, which keeps you from getting into a big rut with design," she said. "The scripts and the visions of different directors dictate what I'm going to do. It continues to be a challenge every time you get a project. It's quite exciting."

(Carey Purcell is the Features Editor of Playbill.com. Her work appears in the news, feature and video sections of Playbill.com as well as in the pages of Playbill magazine. Follow her on Twitter @PlaybillCarey.)