America's sweetheart threw some light shade at Kim Kardashian during the 2011 MTV Awards.
She accepted a Generation Award for Water for Elephants and, in the midst of her speech, decided to go in on reality stars, "I get it, girls, that it's cool to be a bad girl," the Legally Blonde actor said.
"But it is possible to make it in Hollywood without doing a reality show," she added. "When I came up in this business, if you made a sex tape, you were embarrassed, and you hid it under your bed."
"And if you took naked pictures of yourself on your cellphone, you hide your face, people!" the mom of two cautioned. "Hide your face!"
The dig is clearly in the past, as Witherspoon and Kardashian are on good terms.
The Big Little Lies actor said the reality star actually reached out to her before dressing up as Elle Woods from Legally Blonde for Halloween.