When 'Gossip Girl' star Leighton Meester was preparing for her role as a rising young country singer in the upcoming film, 'Country Strong,' the TV actress looked to a couple of country's biggest female superstars for inspiration.

"I tried to make it my own, but I was definitely inspired by Carrie Underwood and Taylor Swift," Leighton tells Extra. "I went to the Grand Ole Opry and saw Miranda Lambert and Carrie Underwood -- and I went to few honky-tonks, too!"

In her role as Chiles Stanton -- a bright-eyed, beauty-queen-turned-singer -- Leighton admires established, but alcoholic, downward-sloping country singer Kelly Canter, played by Gwyneth Paltrow. Complications arise from romantic entanglements and the resurfacing of old demons, and that admiration soon turns to rivalry.

Experiencing and studying the performance styles of Carrie and Taylor helped Leighton morph into her role. "I went into the studio and sang my heart out," she reflects. The actress also has high praise for her Oscar-winning co-star.

"She really showed her chops, playing the guitar and performing the hell out of it," Leighton says of Gwyneth, who will perform the soundtrack's single, 'Country Strong,' on the CMA Awards telecast November 10. "My character is supposed to admire and look up to her ... and I do, too. You have to rise to the occasion when you play opposite her!"

'Country Strong,' which also stars Tim McGraw, will hit theaters nationwide on December 22. Gwyneth, Tim and Leighton all have songs on the movie soundtrack, which is already in stores.