PHOTO: Leighton Meester's Scary Smokey Eyes!

Credit: Brian Ach/

Attention Upper East Siders: Blair Waldorf's got a new look!

Gossip Girl star Leighton Meester, 23, looked unrecognizable -- thanks to her raccoon eyes, pale skin and red lipstick -- at Tuesday's American Eagle Outfitters flagship store launch in New York City.

Check out the season's hottest beauty trends in Us' Beauty Trendwatch Blog!

Despite the eye-popping look, Meester seemed to be fine spirits, performing a few tunes from her upcoming album.

Did Lady Gaga give her any singing tips when she made a cameo on the CW show?

"No," Meester told, "but she's awesome, so that's all."