Way to distract from the actual race, Kate!
Kate Upton stole the horses' thunder with her charming chest assets during Melbourne Cup Day at the Flemington Racecourse in Australia on Tuesday.
Did anyone even care which horse won? We doubt it!
The supermodel had hearts pumping a mile a minute in a low-cut red dress that also accentuated her beautiful hourglass figure.
She completed the look with a veiled fascinator and Alexander McQueen peep-toe pumps with skull accents that subverted the overall polished look of the ensem.
We love unexpected little details like that! Nicely done!
[Image via Getty Images.]