Penelope ’s large makeover was inspire by Old Hollywood icons like Marilyn Monroe and Rita Hayworth !

Forget the romance; the best part ofBridgertonis the fashion. We have costume designer John Glaser, hair and makeup artist Erika Ökvist, and their incredible teams to thank for all of the amazing Season 3 looks!

Here are 31 behind-the-scenes facts about theBridgertonSeason 3 costumes and beauty looks:

1.The Season 3 costumes are less historically accurate than they were in Seasons 1 and 2 because production wanted to lean into a more “heightened” rom-com tone.

2.Each character’s costume mood boardbeginswith three key elements: a historical fashion reference, a modern fashion reference from 1950 onwards, and a work of art.

3.Compared to previous seasons, the costume designers intentionally made their designs and color choices softer “because of the story [they’re] telling.”

4.Penelope’s makeover ismodeledafter Old Hollywood movie stars like Marilyn Monroe and Rita Hayworth.

5.The first dress she wears after her big makeover has teal and copper inner layers to match her hair color. The wardrobe team also chose this gown because they “didn’t want to give up her connection to the Featherington colors right away.”

6.The emerald dress wasinspiredby Parisian fashions of the time period, which is exactly what Penelope requested at the modiste.

7.After that dress, Penelope wears a softer, more neutral color palette so that her gowns don’t give away the direction of her story.

8.Her dresses have a new silhouette because the costume designer’s “mission was to showcase her body, instead of trying to hide it with the regency line.”

9.Many of her outfits are layered so that it’s hard to tell what color they actually are, which was intentional.

10.The pale green dress she wears duringthatcarriage scene"was designed and made out of fabric that was reflective for night, to be magical and spectacular in that moment."

11.Penelope’s eye gems in Episode 3 are a nod to her creativity.

12.Colin’s new style was inspired by the Marlboro Man.

13.He wears a darker color palette to signal his new “maturity,” “swagger,” and “confidence.”

14.Speaking toBuzzFeed, Nicola Coughlan asked Luke Newton if he “ever accidentally [went] home wearing Colin’s underwear.” He replied, “No, because I had Regency pairs that I would wear, they were slightly different to my everyday pants.”

15.TocreateQueen Charlotte’s swan wig, Erika 3D-printed a clockwork, added glass swans, and had a makeup artist from her team paint a backdrop.

16.For Erika, the most challenging part of creating Queen Charlotte’s swan wig was “to make it quiet enough for the sound man not to want to kill [her].”

17.Eloise Bridgerton wears a “summer muff” to hide the cast that actor Claudia Jeffries had to get after breaking her arm on set. OnThe Late Show with Stephen Colbert, she said, “I’m an idiot. It’s my own fault.”

Here’s a closer look at Eloise’s summer muff:

Watch Claudia share the entire story below, starting at the 2:20 mark:

18.Eloise’s Episode 2 look is areferenceto Audrey Hepburn inMy Fair Lady.

19.Though this season is set in 1813, Alice Mondrich’s style was pushed forward to 1820 (the end of the Regency era) to set her apart from the other characters and to reflect her newfound confidence.

20.Instead of “historically accurate” wigs, characters with textured hair wear wigs with textured hair to stay true to the show’s prioritization of diverse beauty.

21.Adjoa Andoh’s Lady Agatha Danbury wig takes three hours to put on.

22.This season, Hannah Dodd took over the role of Francesca Bridgerton. John “didn’t want to try to make her look like the previous actress, so [the wardrobe department] gave her a new look.”

23.This season, Kate Bridgerton’s outfits have more “blatant” nods to her Indian heritage than they did in Season 2.

24.Anthony Bridgerton’s outfits alsohavea subtle nod to his wife’s culture — Indian embroidery.

25.Cressida’s extravagant outfits represent the “huge armor” she puts up to hide her vulnerability.

26.A “beautiful blue dress” that Hyacinth Bridgerton wears was made from “a cut off from Princess Diana’s dress that she wore at some point.”

27.While researching Regency fashions, John Glaserlearnedthat a Parisian silk shortage led to women wetting their linen dresses to give them a silky look. Since pouring water on the actors would be impractical, he used layers of sheer fabric to get a similar look.

28.The women’s shoes aren’t at all historically accurate. They’re modern shoes from Ferragamo.

29.Most of the jewelry the castwearsis from 1890-1965.

30.All of the beauty looks are “based on historical knowledge,” but they’re blended with editorial or catwalk looks to “make it more palatable for the modernized and because of how extreme everything is.”

31.And finally, altogether, this season’s costumes are meant to look like a flower garden.

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Penelope in a period costume with floral embroidery, styled hair, and an anxious expression, standing in an opulent room

Penelope, in a floral lace gown with puffed sleeves, sits on a garden bench holding a letter

Penelope in period costume with beaded dress, gloves, and pearl necklace

Penelope in her fancy dress and sheer gloves standing in the corner at a party

Penelope in an elegant historical dress with floral details, standing indoors

Lady Featherington in a detailed gown walks with a pensive-looking Penelope, wearing an elaborate period dress, in an ornate room, from a scene in Bridgerton

Penelope in a period-style gown with ruffles and feathery accents, reading a book in a room filled with bookshelves and classic wooden furniture

Colin and Penelope exchange an intense look then kiss

Peneloe in an elegant, vintage-style dress with short sleeves and a necklace, and gems in her eye makeup

Colin in a period costume with a patterned vest and collared shirt, holding a chair and a document in a lavish, historic room setting

Colin and Penelope standing side by side holding glasses

Queen Charlotte wearing an ornate wig and gown

close-up of Charlotte's wig with open center and glass swans inside, Charlotte wearing her opulent wig and a fancy dress while seated

On The Late Show, Claudia says she did a celebratory high kick

Claudia explains that when she kicked, she was restricted by her dress, fell back, and landed on her wrist

Stephen and Claudia joke about historical muffs on a TV show, discussing their invention as warm hand accessories in place of summer casts

Eloise walking in a Regency dress with her arms in a muff

at a festival, Alice in a Victorian-style dress with a striped pattern and structured shoulders and neckline

Queen Charlotte and Lady Agatha Danbury in extravagant gowns and elegant wigs

Adjoa Andoh dressed in a Regency-style outfit, seated on a chair, holding a card, with photos on a table in a regal room

Kate and Anthony embrace intimately in a scene from "Bridgerton." They are dressed in period costumes with elegant details

Cressida in two different opulent gowns with large shoulders and complex hairdos

Hyacinth in an empire waist gown with sheer cap sleeves, leaning on a chair

Period-dressed Eloise stands in the foreground at an outdoor gathering, wearing dress with layers of sheer fabric, a shawl, a bow, and embroidered leaves

The cast of "Bridgerton" dressed in Regency-era attire, with men in black tailcoats and women in elegant gowns, converse in front of a grand estate with floral decorations

Alice admires a pearl and diamond necklace then gets help putting it on

close-up of Penelope's soft, natural, dewy makeup look

A group of people in colorful Regency attire at a fair under a banner that reads "Extraordinary Novelty: The Hawkins Balloon"