Everyone loves a good makeover -- even Kim Kardashian. In the March issue of ELLE, the reality star, 32, gets glammed up as she never has before in a jaw-dropping photo shoot by Miguel Reveriego.

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Evidently photographed before her headline-making pregnancy, Kardashian was styled by Nicola Formichetti -- formerly Lady Gaga's stylist -- for the shoot, in which she rocks retro hair, extra-dramatic eyebrows and three classic looks. In one shot Kanye West's love displays ample cleavage in a beaded wool blazer by Roberto Cavalli and a $2,995 Viktor and Rolf dress. In another, she channels Sofia Loren in a crewneck, cardigan and skirt by Sister by Sibling plus $640 Giuseppe Zanotti pumps.

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Formichetti told ELLE it was "a challenge" dressing Kardashian because of her reality show roots. "People wouldn't lend me the clothes. But that's fashion snobbery."

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The star stylist and creative director of Mugler previously spoke to Page Six about dressing Kardashian during her pregnancy. "I think it's sexy when the girls have the big ass and the voluminous body," Formichetti said. "It's much sexier than skinny girls who are in tight clothes."

This article originally appeared on Usmagazine.com: Kim Kardashian Flashes Cleavage, Gets Retro Makeover by Lady Gaga's Stylist: Pictures