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The 137th running of the Kentucky Derby at Churchill Downs on Saturday drew a large contingent of our favorite celebrities. The lovely ladies were decked out in their finery, that included some decidedly creative hats.

Check out Erin Andrews, Kate Gosselin, Jordin Sparks, Vanessa Minnillo, Maria Menounos, Aubrey O’Day, Alan Curry, Jennifer Tilly, Kate Walsh and Lindsey Vonn.

Supermodel Marisa Miller looked like a throwback to the Roaring 20’s in her flapper inspired ensemble.

Other head-turning celebs taking in the days festivities in Louisville included Paula Patton, Nicki Taylor, Julie Benz and boot scootin’ Miranda Lambert.

Check out the gallery below:

Photos: C.Smith-WENN