O, The Oprah Magazine's editor-at-large Gayle King dished to ET about Oprah Winfrey switching it up for her sexy new O cover.
With hair slicked back, simple makeup and a body-hugging catsuit, Oprah still looks amazing at 60, but the wardrobe decision came as a surprise.
"Did I ever think Oprah would be in a catsuit? Let me think about it... no," said Gayle, 59.
The CBS This Morning co-anchor explained that Oprah wanted to do something different for the magazine's annual makeover issue, on stands August 12.
Check out the video for behind-the-scenes footage from the photo shoot.