Director JOE WRIGHT banned the British actress from flashing her trademark pout and forced her to wear unflattering make-up and clothes.
She explains, "He kept saying how Elizabeth couldn't look pretty. I was banned from pouting. The director and crew would be on permanent pout watch. Any sign and they'd scream at me, 'Pout alert! Pout alert!'
"I honestly don't do it to be sexy. I do it when I'm concentrating and puff my lips out. I think it makes me look kind of constipated.
She was also told, "No make-up, a long brown wig and my colours were all drab, with no push-ups or any of that chocolate-box drama look."