Go Behind the Scenes of the December 2014 Cover Shoot

"Zac was underneath my dress yesterday," said Oprah as she modeled her dramatic gown, designed by Zac Posen, at our New York City photo shoot. Referring to the satin skirt's 400-inch circumference, O creative director Adam Glassman quipped, "And he may still be there." It's hard to believe a version of this fantastic creation can be bought off the rack, but it's a Truly Zac Posen for David's Bridal ("This whole dress is $1,200?" Oprah marveled), inspired by legendary couturier Charles James's impeccably constructed ball gowns. A magnificent look requires a memorable accessory—like the bespoke Edie Parker clutch emblazoned with Oprah's name in gold. What better time than the holidays to pull out all the stops?

Finishing Touch

"I'm not sure about carrying a bag with my name on it," Oprah joked. "I know who I am!"

The first of Posen's two sketches. He created two dresses: a red satin and...

... a champagne satin and tulle.

Zac's under there!

Posen fitted the dresses personally (sometimes very personally!) the day before the shoot.

Oprah flashes a smile before the start of the shoot.

Oprah (with photographer Ruven Afanador) loved this faux-fur coat so much, she made it one of her Favorite Things.

Set designer Todd Wiggins creates a wonderland out of recycled paper and plastic.

Oprah had her hands full with the glamorous collection of accessories and jewels on set.

O editor in chief Lucy Kaylin tries on some jewels.