See her costume, plus inside the party

NEW YORK — Heidi-ween proved itself, once again, the mother of all spooky season bashes.

Heidi Klum‘s famed festival of frights rung in its 23rd year Thursday with outlandish costumes, celebrity guests and candy-flavored cocktails. A who’s who of stars walked the black carpet at the Hard Rock Hotel in the heart of Times Square, from Barney (the real one) to “Grease” characters Sandy and Danny (Kelsea Ballerini and Chase Stokes in a couples’ costume.)

The big reveal came later when Klum herself emerged through the backdrop behind the carpet with her husband Tom Kaulitz. The pair were side-by-side in a sunken ditch of leaves, dressed as figures from an iconic, not-so-scary extra-terrestrial film.

Inside the Heidi Klum Halloween costume reveal at her party

Klum was dressed as E.T. — well, one version of E.T. Her husband was the original character while she seemed to be E.T. in the scene where he dons a blonde wig. Mr. and Mrs. E.T., if you will.

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“People want to be cool, but I feel like the cool factor then goes and everyone has more fun when you’re dressed up,” Klum told USA TODAY earlier this week of her approach to costumes.

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Sure enough, the model’s getup ditched any sign of runway glam. In its place was a gigantic alien head so lifelike its eyes twitched and mouth moved. Klum and Kaulitz’s real faces were buried somewhere in the necks of the costumes, but they managed a smooch or two as cameras flashed.

Klum’s daughter Leni also graced the carpet and posed briefly with her mom in a chromatic alien getup.

Inside the party, candelabras provided muted lighting and spiderwebs stretched up the staircase separating the space’s bar and dancefloor, both decked out in Gothic style for the occasion.

Partygoers in stilt-like heels and technicolor wings mingled as DJ Questlove spun pop classics, the walls shaking with bass from Gwen Stefani and Lizzo anthems, and at a corner booth Bethenny Frankel, clad in a Wonder Woman suit, twisted to the beat with one foot on the table.

The drink of the evening was a Butterfinger-tini, a Halloween candy-inspired cocktail with crunchy nougat in place of salt on the rim. “You don’t taste so much the alcohol,” Klum said of the drink. “Anything that can be disguised in terms of alcohol I’m down.”

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Who was invited to Heidi Klum’s Halloween party?

A longtime staple on the celeb party circuit, this year’s bash had no shortage of notable attendees.

Disney Channel veterans Aly & AJ Michalka came dressed in 1920s-inspired clown costumes.

“This is a 4 1/2 hour getup,” AJ Michalka said of their looks, noting their soundtrack for getting ready was Kim Petras’ “Turn Off the Light” mixtape. “These costumes took a while to source.”

Country star Kelsea Ballerini and her beau Chase Stokes also walked the carpet. Dressed as Danny Zucco and “bad” Sandy from “Grease,” the pair reenacted the movie’s final scene, cigarette snuffing under the heel and all.

Jackie Tohn, who plays Esther in the Netflix hit series “Nobody Wants This,” got starstruck herself while walking the carpet when she discovered Barney behind her dressed in a pumpkin costume. She took a brief pause to snap a selfie and declare herself a huge fan.

Other partygoers included Olympian Suni Lee, who came dressed as a ballerina, and Nicole Scherzinger, who arrived straight from the set of her new Broadway show “Sunset Boulevard” with fake blood dripping down her neck.

Klum loves that attendees get into the spirit just as much as she does. But the model says it’s never a mystery for long, as she has an uncanny ability to see through even the best disguises.

“I love discovering where all my friends are,” she says, “just because it’s always a guessing game.”

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Heidi Klum Halloween through the years

Klum began hosting the party in 2000.

Over the years she has committed to sometimes form-altering disguises that elevate costumery to an art form. In 2022, she was unrecognizable on the carpet as a worm, and in 2015 she leaned heavily into prosthetics for a Jessica Rabbit costume.

Klum told USA TODAY that each costume has a special place in her heart but she particularly loved dressing as an alien.

“People could come all day and watch,” she said, explaining that she put the process on display, sitting in the window of Amazon Books in Manhattan so passersby could experience the hours-long transformation.