Reese Witherspoon goes retro on the May 2011 cover of Vogue with glamorous '40s-era hair.

The "Water for Elephants" star looks picture perfect in retro waves swept to the side, bronze, sculpted cheeks and matte pink lips.

When we caught whim of the 35-year-old Vogue cover girl, our minds instantly went back to the über-feminine hairstyles we spotted on the Fall 2010 runways of Fendi, Barbara Tfank, The Blonds, Chloé, and Mulberry.

Witherspoon's sculpted 'do may look impossible to recreate at home, but with a few simple tips from celebrity hairstylist George Ortiz, you can step out in ladylike waves this spring.

Read on for Ortiz's step-by-step instructions on how to get the look!

To get started, you will need a medium size curling iron, hair clips, and hairspray. Create a side part and spray each section of hair before curling with a flexible hairspray to add body and prevent frizz.

Secure each curl to the scalp using hair clips. "By curling and pinning your hair until it's cooled you will have a much stronger curl to work with," said Ortiz.

Once you've worked your way around the entire head, release the curls. With a fine-toothed comb simply create an "S" wave formation. Sweep curl pattern to the side and spray with a light mist to maintain a soft and sexy style.

Head over to Huffington Post Style for a preview of Reese Witherspoon's interview.

And watch the Hair Basics video below for a glam hairstyle for tresses that aren't down-to-there.