| November 9, 2012

Models! Celebrities! Lingerie!

The annual Victoria's Secret Fashion Show is a spectacle not to be missed and this year was no exception. 

READ: Victoria's Secret Models Through The Years

With Miranda Kerr, Alessandra Ambrosio, Adriana Lima, Doutzen Kroes, Candice Swanepoel, Erin Heatherton, Lily Aldridge, and Lindsay Ellingson strutting their stuff and performances by Rihanna, Bruno Mars, and Justin Bieber, there was plenty to take in.

But what went on behind the scenes? Have a look below:

Miranda Kerr

Australian supermodel and VS Angel Miranda Kerr getting her makeup done backstage.

Behati Prinsloo and Lily Aldridge

Prinsloo and Aldridge pose together prior to walking down the VS runway.

Barbara Palvin

Hungarian fashion model Barbara Palvin gets touched up backstage the VS fashion show.

Adriana Lima

Brazilian supermodel Adriana Lima blows viewers a kiss as she prepares to walk the catwalk just two months after giving birth.

Victoria's Secret
Karlie Kloss

American model Karlie Kloss gets her makeup done backstage.

Victoria's Secret
Justin Bieber, Candice Swanepoel and Lindsay Ellingson

Justin Bieber enjoys the company of not one, but two Victoria's Secret models, Candice Swanepoel and Lindsay Ellingson.