The first thing you may notice that’s different about this year’s Hollywood issue cover is that you can actually identify all the people on it. So it has that going for it. (It’s not that we’ve forgotten about Hollywood’s Bright Young Things; it’s just that after six years of triple-foldout Hollywood covers dappled with a dozen or so fresh-faced newcomers, we decided it was time to break the mold.) This year’s entry—to my mind one of the most glorious magazine covers ever—is a multigenerational gallery of great actresses who also happen to be great beauties. But you try corralling Nicole Kidman, Catherine Deneuve, Meryl Streep, Gwyneth Paltrow, Cate Blanchett, Kate Winslet, Vanessa Redgrave, Chloe Sevigny, Sophia Loren, and Penelope Cruz into one room. It seemed almost impossible at first. And through the four-month ordeal of putting the cover together there were moments when we thought the idea was totally inspired, others when we thought we must be out of our minds to have even attempted such a folly.

Once we settled on the concept, Annie Leibovitz, who has shot all our Hollywood-issue covers, decided she needed a great red room. Don’t ask why a great red room. Like all of Leibovitz’s ideas, this one just came to her. And so I went along with it. We considered designer Carolina Herrera’s elegant Victorian living room in her Upper East Side brownstone. There were just two obstacles: how to get all the actresses there, and all there on the same day. Features editor Jane Sarkin, West Coast editor Krista Smith, senior style production editor Kathryn MacLeod, and editorial associate Siobhan McDevitt spent the next 100 days working the headsets like air-traffic controllers in the middle of a twister—juggling the actresses’ shooting schedules, changing plane itineraries, tracking some ever changing body sizes, and noting special dietary needs. Unfortunately, the only day that worked for all of them was sometime in the year 2115. No matter. As it turned out, Herrera’s living room could be “replicated.” We sent it packing, along with a real mantelpiece and a Sargent (also real), from New York to London to Los Angeles, and ended up doing the cover in three separate shoots.

You might think a photograph that looks this fabulous couldn’t have happened without at least one woman losing an eye. And, yes, the event did have its quasi diva-esque moments: Cate Blanchett insisted on posing next to Vanessa Redgrave. Sophia Loren wanted a room at Claridge’s and, for the shoot, “big ... yellow ... diamonds.” Gwyneth Paltrow had to be pried away from a pair of Manolo Blahnik boots she’d spotted. And everyone wanted Kevyn Aucoin to do her makeup, prompting Leibovitz to wonder what you’re probably wondering, too: “What is it with Kevyn?"

But, for the most part, the shoots exemplified the kind of old school class that only stars like these still know something about. The actresses showed up without their quote-unquote handlers, and they knew exactly what they wanted to wear. They talked craft and upcoming projects, and swapped secrets of the trade. “When a director wants the intense Sophia, I give him this side,” the actress announced to a rapt group of admirers. “When they want the soft Sophia,” she said, turning in profile, “I give them this side.”

It’s unfortunate that this month we’ve been called to task by a reader for overusing the word “legendary.” Because this time we really mean it—the legend power fueling the production of this cover was almost chilling. Among them, the actresses have made 399 movies and received 27 Oscar awards and nominations. Polly Mellen, herself a legend in the fashion business, styled the shoot. A veteran of Vogue and Allure, she has been making women look great for more than 30 years.

As for Leibovitz, she has photographed just about everybody there is to be photographed. I stopped by the first shoot, at Leibovitz’s studio in Chelsea. Hours of preparation that day ensured a mood of collegiality and calm prior to the actual sitting. Finally, after they had been fed, clothed, and made up, the actresses took their places. There were some final adjustments, then dead silence save for the music booming from a Bose stereo. And as a crowd of about 50 assorted assistants, crew members, and random V.F. staffers watched, Leibovitz stood behind the camera and click. She turned to me and told me she got the cover in the first shot.