In October of 2012, 'Gossip Girl' star Blake Lively arrived on the New York set of the show with her dog Penny and new hubby Ryan Reynolds -- and without an ounce of makeup on -- to film the drama's final season.

And drat, the leggy blonde beauty still looks pretty good despite walking around NYC in the cold fall air and braving chapped lips in the process.

If you need us, we'll be making ourselves feel better by unearthing old pictures of the starlet with her original nose.