This thesis project is a report and discussion of the research and application of the costume design for San Diego State University's Fall 2009 production of Into the Woods. It will share a brief history of the musical with music & lyrics by Stephen Sondheim and book by James Lapine as well as a general plot overview. There is a lengthy discussion regarding the design process with the director, Ira Spector including research techniques, the use of fairy tale stereotypes, and the collaborative process with the design team. As color, texture, and pattern was very important in the costume design of the musical, an in depth look at those elements in regards to each character is also included. Two magic moments, Cinderella's Mother's illuminated dress and the Witch's magical transformation are described and illustrated for greater understanding. The process of working with the costume shop and drapers in determining the fit and silhouette will be analyzed. The report will outline the design and construction process leading up to the production opening in November 2009