VIDEO : Kate Upton Channels Britney Spears on ?Lip Sync Battle?

Kate Upton killed it in an preview for her upcoming ?Lip Sync Battle? stint.

The model and actress did Britney Spears' 1998 hit ?...Baby One More Time.?

Complete with the school girl outfit, Upton looks the part.

Upton will face off against Ricky Martin.

Upton and Martin will battle on Thursday April 20th, at 10 p.m. on Spike TV.