How Lily James Morphed Into a Real-Life Red Carpet Princess

If you only know Lily James as the irreverent yet adorable Lady Rose on Downton Abbey, then you're going to see a whole new side of her when the latest iteration of Cinderella opens in theaters on March 13. In it, she transforms from rags to riches at the sweep of her fairy godmother's wand. And in real life, Lily underwent a similar story — going from girl-next-door brunette to glamorous blond bombshell on the red carpet . . . in just a few years. Keep reading to see more images of Lily's makeover.

May 2012, Fast Girls Photocall at Cannes
Getty | Mike Marsland

May 2012, Fast Girls Photocall at Cannes

Lily appeared like the opposite of Lady Rose with this all-American beach-babe beauty look.

June 2012, Fast Girls Premiere in London
Getty | Dave M. Benett

June 2012, Fast Girls Premiere in London

Here's a full look at Lily's long brunette locks and naturally wavy hair texture.

November 2012, Lacoste Party in London
Getty | David M. Benett

November 2012, Lacoste Party in London

See a zoomed-in look at Lily’s dewy, rosy cheeks and undone cool-girl hair.

December 2012, English National Ballet Christmas Party
Getty | Dave M. Benett

December 2012, English National Ballet Christmas Party

Lily gave us a dose of the glamour to come with this poppy red lip.

January 2013, InStyle Best of British Talent Party
Getty | Dave M. Benett

January 2013, InStyle Best of British Talent Party

From rags to riches? Not quite. But Lily certainly did seem like a real girl with her casual updo and makeup.

April 2013, Laurence Olivier Awards
Getty | Ben A. Pruchnie

April 2013, Laurence Olivier Awards

We finally saw a glimpse of Lily as Cinderella in this romantic, wedding-like gown and beauty look.

February 2013, EE British Academy Film Awards
Getty | Samir Hussein

February 2013, EE British Academy Film Awards

And poof! It was like a fairy godmother waved her wand to make Lily’s updo and makeup go from semichic to on fleek!

July 2013, Emporio Armani Summer Garden Live
Getty | Nick Harvey

July 2013, Emporio Armani Summer Garden Live

Soft sideswept waves and pink lipstick gave us another glimpse of Lily's dreamy beauty to come.

April 2014, Battersea Power Station Annual Party
Getty | David M. Benett

April 2014, Battersea Power Station Annual Party

A brond-haired Lily showed off natural roots, thick brows, and lush lashes.

June 2014, Glamour Women of the Year Awards
Getty | David M. Benett

June 2014, Glamour Women of the Year Awards

Though we're now used to seeing her with retro waves, Lily looked like a bombshell with sleek Kardashian strands matched with glossy pink lips.

February 2015, Glamour Women of the Year Awards
Getty | Dominique Charriau

February 2015, Glamour Women of the Year Awards

Again, Lily proved she can do wavy or straight strands and look drop-dead gorgeous.

March 2015, Cinema Society and Stuart Weitzman Screening of Cinderella
Getty | Jim Spellman

March 2015, Cinema Society and Stuart Weitzman Screening of Cinderella

A half-up 'do showed off Lily's brushed-up brows and cheekbones.

March 2015, World Premiere of Cinderella
Getty | Jason LaVeris

March 2015, World Premiere of Cinderella

Finally! Lily walked the red carpet decked out like a fairy princess. The good news? She won't change back at midnight.