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'Resident Evil: Retribution's' Milla Jovovich on Action Babe Headaches, Falling for Her Director (Video)

The L'Oreal model graces the cover of Flare magazine, wearing a sleek, sophisticated Calvin Klein dress that Alice, her tough-as-nails "RE" character would hate.

Model/actress Milla Jovovich is the October cover girl for Flare, the Canadian fashion glossy, promoting her new film, Resident Evil: Retribution, out Sept 14.

Jovovich, who once had her own line, wears a navy Calvin Klein dress with Fallon earrings, a CBD bracelet and a Baccarat ring in the cover shot. But inside, she wears several racier looks from Peter Pilotto and Versus, one of her favorite lines.

PHOTOS: 11 of Hollywood's Models-Turned-Movie Stars

When she's not shooting films, Jovovich models for L'Oreal's Infallible line, Marella, and Metrocity. This year, she also modeled for both the Campari and the Pirelli 2012 calendars. You can find more on that via her official website.

The busy mom to daughter Ever, 5, opens to Flare about her own mother’s influence on her life, how being a movie action heroine gives her headaches and her spark of love for director husband, Paul W.S. Anderson.

On Resident Evil character Alice:

“You have to spend the whole day in this state of perpetual fear. The fight-or-flight instinct is in overdrive. It was a headache! Literally, my head would be pounding at the end of the day!”

On how her mom kept her from partying too hard:

“I would always hear her whispering in my ear, ‘I’ll kill myself if anything happens to you!’ So, I kind of knew when to say no; when not to continue the party, because I whole-heartedly believed that if anything had happened to me my mom would have killed herself.”

On falling for Paul W.S. Anderson:

“It kind of seems typical, but there’s no one else that you talk with as much as the director. If you’re going to fall in love, it’s hard for it not to happen with that person -- the one you’re spending the most time with, and having the most interesting conversations. I think it would have been challenging for me to have made the movies and had a boyfriend that wasn’t working on the film too, because you get so into it.”

Watch the sedate behind-the-scenes video from the Flare fashion shoot,  a far cry from the action-packed Resident Evil: Retribution.

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