"I wasn’t looking for a television show," admits Covert Affairs​ star Piper Perabo as we chat about the show's upcoming third season, "but I’m always looking for a strong female lead. When the show came up, what I really liked about Annie is she’s true to her moral code even if it’s not the rules of the game. I thought 'That’ll be a fun conflict to play.' 

"And then the writers' room and the creators, Matt Corman and Chris Ord, we all have a similar sense of humor, we get excited about the same things, we like the same things, so I feel like my imaginary world and the writers' imaginary world overlaps in a lot of ways. That makes the show kind of mesh together."

And so Perabo stepped into the role of CIA agent Annie Walker, who with two seasons behind her is no longer the fish out of water she once was. Yet as she's found her footing, she is also about to experience a huge shakeup in her life, as veteran spy Lena Smith (played by guest star Sarah Clarke) comes into the picture and Annie finds herself reassigned.

"When the writers’ room started talking about this change that was going to happen for Annie," Perabo explains, "we never wanted her to get too expert too fast. When she was going to get all this sort of autonomy to make decisions out in the field and make decisions about her own missions, one of the ideas that came up was the idea of like, a teenager who just got their driver’s license. After they’ve been driving for a couple of weeks, they think they’re a great driver, and that’s when teenagers get into accidents, when they think they really know what they’re doing.

"That idea of the person who has newly acquired power, that thinks they’ve got it all under control and how colossally dangerous that is, because they go sort of way too fast - Annie’s just right for that kind of problem because she never looks before she leaps, and she often solves problems on the fly. Autonomy is not necessarily that useful, at least in the beginning; it’s going to cause a lot of problems for her."

One of those problems is that Annie is separated from Auggie (Christopher Gorham), her closest friend and ally, whom she's also just realized that she has romantic feelings for. "Both [he] and I are reassigned this season," says Perabo. "We both go into more secretive departments, different departments. My office where I go to work is sort of in this bunker in the basement and he’s working with the really high up powers of the CIA.

"We’re physically very far apart from each other, whereas [it] used to be our desks could see each other, and also because of what’s going on in our personal lives, we start seeing less and less of each other. It causes, as the season goes on, all kinds of problems because you begin to realize that they support each other in a way that ends up solving things. And when they’re not together, wires get crossed all over the place."

While her character faces new issues and learns new things every day, playing an agent with a growing skill set also creates a bigger workload for Perabo, who shared that keeping up with Annie's learning curve is sometimes a challenge for her. "The languages were not [easy]," she says. "We’re up to 18 languages that Annie speaks. I told the writers they have to sort of put a lid on it because it started to get a little ridiculous.

"At the beginning, Annie didn’t speak any tonal languages, and now she speaks Mandarin; the tonal languages are still really difficult for me. But the European languages and Russian I sort of have a handle on. At one point, the boys were saying [that] if we could find a way to justify it, we could do a whole act in a foreign language. I think that’s such an exciting idea. I don’t know what language we’d do it in. But I just hope it’s not Mandarin!"

What advice would she give to her alter ego? "This season is so explosive and so fast. If Annie would just slow down a little bit, she might see things more clearly, but she just doesn’t want to slow down. She gets a little excited and drunk on the power that she’s given under Lena’s division," she explains. "So if I was her friend, I would tell her to slow down. But since I get to play her, I don’t want to tell her that, because it’s really fun to go running towards a burning building."

​Covert Affairs​ returns tonight at 10 PM ET/PT on USA.

​You can follow Piper Perabo on Twitter (@PiperPerabo​). For more from Brittany Frederick, follow me on Twitter (@tvbrittanyf).

(c)2012 Brittany Frederick/Digital Airwaves. All rights reserved. No reproduction permitted.