Dakota Fanning really is all grown up now - I don't know why but it always comes as a shock to me when I remember. Or maybe that's just the shock at how old I'm getting. This month, the actress has scored the cover of UK Elle magazine where she sports a pair of bright red lips!
I'm totally loving the matte quality they've given her lips - I love a matte lip - it gives it a really authentic old Hollywood feel, while still making it feel young and fresh.
They complimented Dakota's red lips with barely there eye makeup to let her gorgeous green eyes pop, matching red nails and tousled hair.
Check out the behind-the-scenes video of the shoot below - and make sure you check out her shoes.