Whitney Port was intimidated by Elle Macpherson.
The 'City' star has joined the judging panel of 'Britain & Ireland's Next Top Model' alongside Elle, Julien Macdonald and fellow newcomer Tyrese Beckford but admitted she was worried about working with the statuesque model.
She said: ''Meeting Elle was really intimidating. She's so statuesque and gorgeous in the flesh and I was like, I'm 20 years younger than you and you look 100 times better than me.
''I was nervous but she's so sweet. I had also heard that Julien was a bit of a bitch! I was scared that he wouldn't like me but we really hit it off.''
Whitney has also promised to be a feisty judge on the show.
She said: ''I definitely tell it like it is. There's a side to me that people didn't see on 'The Hills' and 'The City' - I have strong opinions and tell the models exactly what's on my mind. I tried to give constructive criticism in an understanding tone but I'm sure the girls talked about me behind my back.''