NEW YORK — Reese Witherspoon is running backstage to make her cue when she runs bang into Joaquin Phoenix and the rosettes on her pink polkadot dress get caught on his guitar strap. Her fans are hollering for her. Witherspoon finally manages to rip free and dashes off, leaving Phoenix gazing after her.

It’s the seminal moment when Johnny Cash first met the love of his life, June Carter. And the dress plays its part to a T. It’s the first thing costume designer Arianne Phillips found for the much-anticipated biopic “Walk the Line,” out today from 20th Century Fox.

“I bought that dress at a vintage textile show, and we had to revamp it; it was literally rotting,” says Phillips, via telephone from her Los Angeles home. “That dress really became my mantra. It was the beginning of my inspiration.”

Phillips — the costume visionary behind, among others, “The People vs. Larry Flynt,” “Girl, Interrupted” and “Hedwig and the Angry Inch,” who also has collaborated with Madonna for the past eight years — carefully considers the role her costumes play in a film. It can be a herculean task to tackle, especially in the case of “Walk the Line.” During the two-hour film, Phoenix has 52 costume changes and Witherspoon has 23. And that’s not including the clothing for the supporting actors as well as the countless extras.

Luckily, Phillips, a Johnny Cash fan who had worked with director-writer James Mangold and producer Cather Konrad twice before, started collecting items early on. “I immersed myself in research, what we were privy to — public or published photos of Johnny and June and personal photos, looking at what they wore. We derived from that our own palette and feeling that was appropriate for the film.”

Her results help enrich the film’s narrative arc — as Carter’s confidence grows, Witherspoon’s costumes evolve from proper twinsets and circle skirts to sleeker, sparkly stagewear. Phillips also helped illustrate the rivalry between stay-at-home mom Vivian (Cash’s first wife, played by Ginnifer Goodwin) and the more worldly Carter. “June was a little more sophisticated,” she explains. “There’s an elegance to her. In terms of Vivian, I used darker tones on her, and a lot of trousers. I tried to give her a kind of strength opposing June’s feminine quality.”

This story first appeared in the November 18, 2005 issue of WWD.  Subscribe Today.

When designing costumes from scratch, Phillips tries to always use vintage fabrics and period accessories. “There’s nothing like the feel and weight of something that existed at the time,” she argues. And she happened on a few treasures, thanks to her arsenal of “secret weapons” — dealers and collectors — including a dress that was exactly the same as one June Carter had worn. “That was just mind-blowing,” Phillips says. “I’ve never had that happen ever.” (The bold green-and-orange print dress wound up onscreen in the scene where Cash collapses on stage in Las Vegas.)

Phillips, whose work is generating Oscar buzz, isn’t resting on her laurels, however. In addition to fashion editorial work, she’s been hired by the Dixie Chicks to revamp their image and is behind Madonna’s new disco look. “Madonna’s a dancer. The record’s a dance record. It was an obvious go-to place for her,” Phillips says. “I love the high-waisted trousers — I mean, hopefully people will come around and get off of these muffin tops, ridiculous pants. High-waisted trousers are going to be around forever.”

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