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How do you compete for fashion points with the Queen of England, who must have about 1,000 big frilly hats in her closet? Get a bigger, frillier hat! Star Jones poses on the red carpet at Churchill Downs in Louisville, Ky., on May 5, 2007, the day of the 133rd running of the Kentucky Derby. Keep clicking to see how others upstaged her majesty, or tried to.
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Derby fans show off their hats before the 133rd running of the Kentucky Derby in Louisville on May 5, 2007.
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When it comes to flowered hats, bigger is better. Here, a spectator wears a hat with a giant magnolia in the grandstand at the 133rd running of the Kentucky Derby in Louisville on May 5, 2007.
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A Derby fan stands out in the crowd wearing a hat smothered in red roses at the 133rd running of the Kentucky Derby in Louisville on May 5, 2007.
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Emily Robinson of the Dixie Chicks blooms on the red carpet on her arrival at the 133rd running of the Kentucky Derby in Louisville on May 5, 2007.
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Hey, lady, if you don't want to be seen with Kid Rock, don't show up at the Kentucky Derby with him. An unidentified friend slinks after the singer on the red carpet at the 133rd running of the Kentucky Derby in Louisville on May 5, 2007.
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Ready for their close-up, two fans smile for a photographer in the paddock area at the 133rd running of the Kentucky Derby in Louisville on May 5, 2007.
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The lady at left managed to fit an entire racecourse in miniature onto the brim of her straw hat. She and a friend in an equally exuberant hat posed for a photographer at the 133rd running of the Kentucky Derby in Louisville on May 5, 2007.
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Queen Elizabeth II, with Prince Philip, Duke of Edinburgh, at left, and former British ambassador William Farish, looks positively subdued in her bright pink and green ensemble as she watches the 133rd Kentucky Derby in Louisville on May 5, 2007.
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Kathleen Saks vamps for a photographer at the 133rd running of the Kentucky Derby on May 5, 2007.
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Refusing to be outclassed by the ladies, Eric Williams of Chicago wears an appropriately-decorated boater at the 133rd running of the Kentucky Derby in Louisville on May 5, 2007.
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Jana Smith, in a feathered hat, toasts friends with a mint julep at the 133rd running of the Kentucky Derby in Louisville on May 5, 2007. The traditional Southern cocktail is a potent mix of mint, bourbon, sugar and water.
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Laura Bishop hoists a mint julep at the 133rd running of the Kentucky Derby in Louisville on May 5, 2007.
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Nattily-dressed couple Cynthia Lundeen and Dr. James Lundeen arrive at the 133rd running of the Kentucky Derby in Louisville on May 5, 2007.
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Actress Niecy Nash hangs out in the Jockey Suites at the 133rd running of the Kentucky Derby in Louisville on May 5, 2007.
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A spectator watches the track at the 133rd running of the Kentucky Derby in Louisville on May 5, 2007.
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A spectator wears a wide-brimmed hat at the 133rd running of the Kentucky Derby in Louisville on May 5, 2007.
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Americans have, perhaps, a less formal attitude towards dressing for special occasions. Jesse Maund stood out in the crowd in the paddock area at the 133rd running of the Kentucky Derby in Louisville on May 5, 2007.
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Race fans pose for a picture at the 133rd running of the Kentucky Derby in Louisville on May 5, 2007.