Kate Upton had heads turning, jaws dropping and eyes popping as she hit the red carpet in a cleavage-revealing sweeping black gown at the 50th anniversary celebration of the Sports Illustrated Swimsuit Issue held at the Dolby Theatre in Hollywood.
The model wasn't backwards in putting her curves forwards in her stunning Antonio Berardi fishtail dress, which she paired with David Yurman rings, and Christian Dior watch and earrings.
Hair was voluminous, and her makeup flawless, working a charcoal smokey eye and nude lip.
The bash was hosted by Heidi Klum, who was also on fire in a scarlet leather mac dress, and other stars on the red carpet included Ireland Baldwin and Chrissy Teigen, whose hubby John Legend performed.
For us, though, Kate was the style queen. Stunning, stunning, and stunning again.