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Kate Upton, Lip Sync Battle

Spike

Oh baby, baby!

Kate Upton totally turned up the heat in honor of an upcoming appearance on Lip Sync Battle. For a duel against '90s hitmaker, Ricky Martin, the Sports Illustrated Swimsuit cover girl channeled Britney Spears for her own sexy rendition of "...Baby One More Time." 

Clad in a thigh-high schoolgirl miniskirt, tied-up collared shirt and pigtails secured with scrunchies, the 24-year-old steamed up the studio by slithering on the floor and grazing her legs while backup dancers dressed in similar garb danced along to the millennium songstress' signature hit. 

While we only got to see a quick preview of the upcoming performance, we do know that Upton will face off against Martin, who dons solely a shirt and underwear for his mystery portion. We'll just have to tune in on Thursday night to see what these two have in store. *crossing fingers for a surprise Britney Spears cameo*

Britney Spears, Kaley Cuoco

AP Photo/Beth A. Keiser, Spike

This is not the first time a star has taken on the legendary Spears for their battle portion. Last season, Kaley Cuoco recreated Spears' iconic "I'm a Slave 4 U" performance—python included. 

However, they don't call her an actress for nothing. While the Big Bang Theory star appeared cool, calm and collected while slithering around the stage with her serpent, behind the scenes, she had a bit of a freakout on her first introduction to the reptile. 

Hey, they never said it was easy being the princess of pop!

Lip Sync Battle airs Thursdays at 10/9c on Spike.