Reese Witherspoon was a natural as that delightfully perky California girl in Legally Blonde. But she goes, like, totally against type in her newest film, The Importance of Being Earnest (opening May 24). Mastering a British accent for this Oscar Wilde adaptation — which co-stars bonafide Brits Rupert Everett and Judi Dench — wasn't easy.

"It took me six weeks to learn that accent," Witherspoon tells TV Guide Online. "I was working and working like a dog on it for three hours a day before I even started [filming].

"The only thing that was a little unfortunate was that I had to go back and replace all the dialogue in the postproduction process," she reveals. "And I was in the middle of doing a movie where I had a Southern accent. So I had one day — basically 19 hours — to replace 85 percent of my dialogue that I didn't remember. I didn't remember that English accent at all. So, it was sort of a crap shoot."

Not that there was anything wrong with her performance the first go-round — the do-over was necessitated by technical difficulties. "We shot next to an airfield," the 26-year-old explains. "It was beautiful, that estate. It was really nice, but... there were planes [drowning out] everybody's dialogue."

Witherspoon had another obstacle to overcome before she even arrived on the Earnest set: spousal envy. Her adorable hubby Ryan Phillippe had managed to master a Scottish accent for Gosford Park in record time. "[He] studied for three days," she marvels. "And he got it perfectly.

Realistic cop/rescue dramas like ER, NYPD Blue and Third Watch owe much to the down-and-dirty 1980s hit Hill Street Blues. How apropos, then, that Watch invited three ex-Hill Streeters — Veronica Hamel (Joyce), Ed Marinaro (Coffey) and Bruce Weitz (Belker) — to tell tonight's tough tale (airing 9 pm/ET on NBC). The plot: Taylor (Amy Carlson) and her family reunite after her firefighter father's body is recovered from the WTC wreckage.

While he admits he'd never previously seen Watch, Marinaro tells TV Guide Online he "was really impressed with the script that [creator] John Wells wrote. It was well above the norm and handled this sensitive topic in a way that I don't think was maudlin. It was just terribly well done. People will be moved by it."

Just so fans know, the Hill Street alums don't reprise their old roles. "My character in Hill Street died anyway, so it'd be hard for me to come back as him. I got shot dead in a cigar store! But I wasn't really sad because I wanted to leave the show. I'd done it for six years."

Still, Marinaro's glad it was named among TV Guide's 50 Greatest Shows of All Time, which makes him wax nostalgic. "We were a show about people who happened to be cops," he says. "We all had flaws. I think they called us the most unattractive cast on television at one point!"