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POPSUGAR: You're the face of Express's Fall '14 denim campaign, so we're obviously curious what your favorite pair of jeans are and how you style them day to night.

Kate Upton: I love skinny jeans, midrise. I've been wearing high-rise a lot lately, but I'm so tall, they end up being midrise anyway [laughs]. I love during the daytime wearing cute flats — maybe Sam Edelman, or Dolce [Vita] has really awesome embellished flats — to add something interesting, and putting just a t-shirt with it and a cute lip color. For night, I love heels and a blazer or a leather jacket.

PS: Obviously nostalgia is having such a huge fashion moment. What were some of your other teen mall hangouts or favorite stores?

KU: It was Express, Claire's — I loved Claire's! In Florida, you're wearing bikinis, camis, jeans. You didn't really need a whole lot.