Kate Upton's on a fashion whirlwind and she's not slowing down anytime soon!
The Sports Illustrated Swimsuit beauty/budding movie star attended the London premiere of "The Other Woman" on Wednesday looking as if she just stepped out of an ad for couture.
After we adjusted our eyes to make sure we were really seeing Upton (who is known mostly for her scantily clad bikini pics ), we gave her a high-five over our computer screens because the 21-year-old looked stunning.
Wearing a black WilliamVintage dress, which featured a flared skirt, an asymmetric neckline and a waist-cinching bodice, the Vogue cover gal was the epitome of retro chic.
A super high bouffant, nude pumps and statement earrings rounded out the ensemble, putting her on par with red carpet maven and "Other Woman" co-star Cameron Diaz, who rocked a sexy leather dress.
With the high fashion world conquered, it's only natural for Kate to become the next red carpet queen.
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All Things Kate Upton
Vogue US, June 2013 (01 of46)
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Harper's Bazaar, April 2013 (02 of46)
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Vogue UK, January 2013 (03 of46)
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Vogue Italia, November 2012 (04 of46)
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Vogue, November 2012 (05 of46)
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CR Fashion Book, Fall 2012 (06 of46)
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Interview Russia, July 2012 (07 of46)
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GQ, July 2012 (08 of46)
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July 2012 (09 of46)
Open Image Modal 20 year-old Kate Upton denies rumors that she was drinking alcohol at a Detroit Tigers baseball game(TMZ Photo)
Vogue, July 2012 (10 of46)
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May 2012 (11 of46)
Open Image Modal Kate Upton at amfAR's Cinema Against AIDS(Getty photo)
May 2012 (12 of46)
Open Image Modal "Schiaparelli And Prada: Impossible Conversations" Costume Institute Gala at the Metropolitan Museum of Art (Getty photo)
May 2012 (13 of46)
Open Image Modal Cannes Film Festival (Getty photo)
April 2012 (14 of46)
Open Image Modal Bloomberg & Vanity Fair Cocktail Reception following the 2012 White House Correspondants' Association Dinner (Getty photo)
Sports Illustrated, March 2012 (15 of46)
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Esquire, March 2012 (16 of46)
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February 2012 (17 of46)
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Beach Bunny 2012 (18 of46)
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Remix, August 2011 (19 of46)
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Guess S/S 2011 (20 of46)
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Guess S/S 2011 (21 of46)
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Guess S/S 2011 (22 of46)
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Guess S/S 2011 (23 of46)
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Victoria Secret Spring 2011 (24 of46)
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Esquire Mexico, March 2012 (25 of46)
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Accessorize S/S 2013 (26 of46)
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Accessorize S/S 2013 (27 of46)
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Accessorize S/S 2013 (28 of46)
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Accessorize S/S 2013 (29 of46)
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Accessorize S/S 2013 (30 of46)
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Accessorize S/S 2013 (31 of46)
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Accessorize S/S 2013 (32 of46)
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May 2012 (33 of46)
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September 2012 (34 of46)
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September 2012 (35 of46)
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October 2012 (36 of46)
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October 2012 (37 of46)
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February 2013 (38 of46)
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March 2013 (43 of46)
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May 2013 (45 of46)
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May 2013 (46 of46)
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