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This year’s Met Costume Institute Gala was, as usual, a red carpet affair fit for the most fashionable celebrities in the industry. A-listers from around the globe came out to celebrate and flaunt their fabulous flocks.

From haute couture to unique, vintage pieces, the Met Gala is definitely one of the year’s hottest events and below, I’ve broken down my top 50 favorites from the evening’s festivities.

This year’s theme was  “Schiaparelli and Prada: Impossible Conversations” which explores the striking affinities between Elsa Schiaparelli and Miuccia Prada, two Italian designers from different eras. Inspired by Miguel Covarrubias’s “Impossible Interviews” for Vanity Fair in the 1930s, the exhibition features orchestrated conversations between these iconic women to suggest new readings of their most innovative work. Iconic ensembles are presented with videos of simulated conversations between Schiaparelli and Prada directed by Baz Luhrmann, focusing on how both women explore similar themes in their work through very different approaches. Pics below.

50. Jessica Biel and Justin Timberlake played it safe this year putting them at number 50 on my list. While they still look great, a little more vavoom would have been appropriate – it is the Met Gala after all. People expect you to go over the top!

49. Leighton Meester‘s Marchesa gown is gorgeous and while I love Leighton, I had to put her at #49 because I’m having a hard time getting over the color of her skin! Yikes!

48. Gwyneth Paltrow looks playful in this metallic cocktail dress by Prada.

47. Jessica Chastain in blue Louis Vuitton dress with jewels from Harry Winston.

46. Ashley Greene in an off the shoulder Donna Karan Atelier white grecian gown.

45. Claire Danes opted for an asymmetrical white silk gown by J. Mendel paired with Van Cleef & Arpels jewels and Christian Louboutin shoes.

44. Kate Upton is rumored to have paid the whopping $25,000 price tag for entry into this glamorous event. To celebrate, she wore a gold Michael Kors gown that was a little too form fitting in the mid-section. Her choice of hairdo and make-up was harshly dramatic keeping her at the tail end of this top 50 list.

43. Kristen Bell played it safe in this orange, halter gown by Tommy Hilfiger. I love the color, especially contrasted by the gold clutch. Pretty, but definitely ‘safe’.

42. Kristen Stewart rocked this color/pattern blocked mini dress by Balenciaga. Thoughts?

41. Lana Del Rey was chic with dark lips in this silver Joseph Altuzarra ensemble complete with a long cape. Very dramatic and reminiscent of little red riding hood – without the red. I actually really like this look for her and the color of her hair is just perfection!

40. Gisele Bundchen and Tom Brady looked glam as always!

39. Julianne Hough donned a pretty pink Carolina Herrera dress teamed with Jimmy Choo heels while Ryan went for the classic black Burberry tuxedo/bow tie combo.

38. Elizabeth Banks definitely turned heads in this dress by Mary Katrantzou paired with heels by Christian Louboutin.

37. Emily Blunt kept it pretty and simple with a long, cut out gown from the Calvin Klein Collection.

36. Eva Mendes in a Prada tangerine silk strapless gown with an embellished bustier, Prada clutch and a David Webb ring.

35. Kirsten Dunst looks all grown up in this Rodarte ensemble, accessorized with Neil Lane and Van Cleef & Arpels jewelry.

34. Lea Michele showed some skin in this Diane von Furstenberg dress and bag paired with Christian Louboutin shoes.

33. Rashida Jones wore a custom made, drop-shoulder cream silk chiffon gown from Tory Burch with hand-painted/beaded flowers and Sergio Rossi kicks. Prior to the event, Rashida hung out with Tory herself and shared an hourly breakdown of her day on the designer’s blog. http://www.toryburch.com/blog-post/blog-post,default,pg.html?bpurl=/editorial/day-in-the-life-rashida-jones/

Before walking the red carpet, ToryBurch, Rashida Jones, Brooklyn Decker and Liya Kebede (all wearing custom Tory Burch dresses) took a moment to catch-up. (ToryBurch.com)

32. Renee Zellweger making her signature scrunchy face in a black Emilio Pucci gown with train.

31. Sarah Jessica Parker in a floral & white Valentino dress and matching heels.

30. Heidi Klum wore a lace dress by Escada.

29. Jaime King in a gorgeous red backless, a custom-made Topshop dress.

28. January Jones wearing a Versace yellow strapless gown teamed with jewels by Cartier.

Look familiar? A similar version of this dress was recently worn by Kate Moss in a spread for Vogue.

27. Beyoncé Knowles  in a very see though Givenchy Haute Couture gown with a long purple feather train.

26. Brooklyn Decker in a pleated slate blue gown with hand-embroidered floral appliqués by Tory Burch.

25.  Diane Kruger rocked a royal purple Prada layered crepe silk chiffon V-neck gown with a hand-finished ostrich feather border. Accessorized with Prada shoes and clutch.

24. Lily Collins in a Valentino dress.

23. Liv Tyler in head to toe Givenchy with Fred Leighton jewelry.

22. Mia Wasikowska looked ravishing in a Prada raspberry cady silk short-sleeve gown, with Prada shoes and clutch.

21. Nina Dobrev chose an off the shoulder custom Donna Karan gown.

20. Jessica Stam, as a brunette, opted for a John Galliano for Christian Dior Haute Couture dress.

19. Karolina Kurkova turned heads in a rose gold sequined gown and matching headpiece from the Rachel Zoe Collection as she walked the red carpet with Rachel.

18. Hilary Swank along with Michael Kors, wearing a gorgeous gown designed by Kors, himself.

17. Amber Heard with Zac Posen wearing Zac Posen.

16. Cameron Diaz in a gorgeous Stella McCartney dress paired with a gold metal clutch.

15. Christina Ricci wore a Thakoon dress accessorized with Tiffany & Co. jewels.

14. Ginnifer Goodwin decided to go bright orange in a custom Monique Lhuillier tangerine silk chiffon cap sleeve gown.

13. Malin Akerman looked super sexy gunmetal-hued Diane Von Furstenberg dress. The 33-year-old topped off her look with Christian Louboutin shoes and Fred Leighton jewelry.

12. Marion Cotillard in Christian Dior dress, shoes, and handbag.

11. Rihanna in a skintight, black leather Tom Ford gown embossed with alligator print and paired with Christian Louboutin heels.

10. Nicole Miller looked lovely in a floral print, asymetrical Nicole Miller dress with a peek a boo red lining. This dress was inspired by an original Schiaparelli number and paired with Jimmy Choo Shoes and a Roger Vivier clutch. Jewelry by Kara Ross NY.

9. Amy Adams in a Giambatista Valli gown and gold Judith Leiber clutch.

8. Sofia Vergara a strapless Marchesa dress paired with jewels from Harry Winston.

7. Rosie Huntington Whiteley in a floor-length black Burberry dress that shimmered!

6. Mary Kate Olsen in one of her own ‘The Row’ dresses paired with Christian Louboutin heels and Fred Leighton jewels.

5. Jessica Alba in a gorgeous metallic Michael Kors gown.

4. Doutzen Kroes looked super glam in Roland Mouret.

3. Dianna Agron brightened the room in this gorgeous green Carolina Herrera dress.

2. Scarlett Johansson wore a beautiful, embellished Dolce & Gabbana dress.

1. Victoria Justice chose a fun and playful MCQ by Alexander McQueen dress with floral embellishments and lace sleeves – so cute!!!