Rosie Huntington-Whiteley - Her Past

Already one of the world's highest-paid supermodels, Rosie Huntington-Whiteley is poised to become a household name when she stars in the third Transformers film next summer after replacing MEGAN FOX in the role.

Not bad for a girl from a tiny hamlet in Devon with no acting experience.

It's not the first time Rosie, 23, has ousted a rival from a top role — she had a bust-up with model pal AGYNESS DEYN after replacing her as the face of label Burberry in 2008.

She has climbed the ladder in her personal life, too. Since hitting the big time in 2006, Rosie has carefully upgraded her boyfriends from ROLLING STONE RONNIE WOOD's son TYRONE to KYLIE's ex OLIVIER MARTINEZ — and now KELLY BROOK's former lover JASON STATHAM.

And with a minor drugs scandal already under her belt, fashionistas reckon she could even be rivalling KATE MOSS to become the supermodel of the decade.

So is this gawky blonde from an aristocratic family incredibly lucky — or ruthlessly cunning and ambitious?

Rosie herself would have you believe the former, modestly calling herself "just little old me from Devon" and gushing: "I'm the luckiest girl. I'm truly blessed and fortunate to be in my position and I remind myself of that every day."

The eldest daughter of Fiona, a fitness instructor, and Charles, a chartered surveyor, she grew up on a working farm in Quither, near Tavistock with younger siblings Toby, 20, and Florence, 17, and attended Tavistock College.

She has described herself as "not super-posh", though her great-great grandfather was 1st baronet Sir Herbert Huntington-Whiteley.

Both Rosie Huntington-Whiteley and her mum Fiona like to make her entrance into modelling sound accidental — a stint of work experience at Profile Model Management was followed by her "popping in" to the agency's London HQ a year later during a shopping trip.

Rosie explains: "My mum insisted I call in and say hello — she's strict on manners... the next thing I knew I was running around on castings, and the day after I had a job".

Mum is equally incredulous: "It never entered our heads that Rosie might be a model.

"I wanted her to take her A-levels but then it all suddenly started happening and we just didn't feel we could tell her, 'No, you can't pursue this'.

"I started off being panicky about her being alone in London but Rosie's got her head screwed on. She's very kind, not at all diva-ish."

Whatever the truth, Rosie was certainly not an obvious supermodel as a teenager.

Before a growth spurt, she was short and she admits she was teased at school for "having no breasts and huge lips, and because of my double-barrelled name".

Pals recall she sat at the front of the school bus instead of with the "cool gang" at the back.

Even after she grew tall and striking, with a perfect 34-25-35 figure, former Profile model booker Laura Manktelow recalls Rosie had "bad skin", while a former pal remembers seeing her at the Tory Ball and noting that she was: "Even less cool than all the Tories, if you can imagine that".

But in 2004 she made her debut on the catwalk with supermodel NAOMI CAMPBELL and four years later signed with the Models 1 agency.

Within a month she had replaced Agyness Deyn as the face of fashion house Burberry, and she went on to accuse her 27-year-old rival of being a sore loser.

She reportedly told a gossip columnist: "Agyness was really sweet and we used to hang out all the time. I tried being her friend and texted her repeatedly for six months but she never replied.

"Personally, I think Agy's look is a one-off season look."

Things got worse for Rosie when a picture emerged of her holding what appeared to be a bong — used to smoke cannabis — at a nightclub.

The picture was two years old but she was still dropped by Burberry, echoing what happened to Kate Moss, who was also dropped by the firm in 2005 for doing cocaine.

But Rosie quickly recovered and began building up contracts with firms including Victoria's Secret, Next, Abercrombie & Fitch, DKNY, Ralph Lauren, and Topshop.

And her personal life was soon hitting the headlines, too.

A self-confessed "outrageous flirt", photographers often knew where to find her as she strolled hand in hand with Tyrone Wood, to whom she was said to be close to marrying before they split, leaving Tyrone "heartbroken".

Next she was pictured on romantic walks with French actor Martinez. And now she has moved on to Brit actor Jason Statham, 37.

Rosie Huntington-Whiteley VS Megan Fox

She refuses to talk openly about her personal life these days, and her family and friends remain tight-lipped too.

Asked about Rosie's new role in Transformers 3, her mum said: "We are very proud of her and everything she has achieved but we don't wish to comment on her new film role as it wouldn't be fair."

But despite Rosie's apparent desire to keep her private life private, she still knows how to make headlines.

In a recent men's magazine interview she told breathlessly how she thinks about having sex with her boyfriend during shoots and dreams of being a foxy Bond girl, adding: "You have to know how to use your body. I am not a shy person when it comes to doing my job.

"Nearly every American guy will tell you that the first time they became aware of their sexuality was flicking through a Victoria's Secret catalogue. It's a huge honour to be part of that."

And in a women's magazine, she tells of her love of lingerie, letting slip "secrets" such as the fact she often wears up to three "chicken fillet" bra boosters to give herself a generous cleavage under an evening gown, but usually goes bra-less and saves push-up lingerie for the bedroom where it is "fun, I think".

She adds that she likes to wear suspenders, and advises girls that licking their lips and sticking their bums out can look sexy when they have their pictures taken.

The image of that sweet Devon lass, if it ever existed, appears to be fading before our eyes as Rosie climbs the ladder towards huge worldwide success.

On the back of her drug scandal, famous exes and a natural gift for making love to the camera, Rosie has unsurprisingly been dubbed the new Kate Moss. But she scoffs at this, saying haughtily: "I don't think anyone can fill Kate's shoes. I don't want to be the new someone else. I'm Rosie."

Regarding the casting, specifically the addition of Victoria's Secret model Rosie Huntington-Whiteley after the departure of former "Transformers" "It" girl Megan Fox, the action flick's male stars expressed nothing but love and admiration for the first-time actress.

"Rosie is going to surprise a lot of people," Tyrese Gibson told MTV News recently. "I have to go on record and say that she did not replace Megan Fox. She's a brand-new character; her name is Carly in the movie," he explained. "Her name is not Mikaela, it's Carly," he reiterated, referring to Fox's character in the previous installments. "She's going to surprise a lot of people with her focus and energy that she's bringing to the franchise.

"She was very focused, very classy, very easy to work with," he continued. "I was really glad she came aboard."

Shia LaBeouf said that while Megan Fox seemed a bit overwhelmed by all of the sudden attention she received post-"Transformers," Huntington-Whiteley, with her experience as a swimsuit and underwear model, came to the set fully prepared for what would be required of her in the summer blockbuster.

"She completely owns her sexuality, which I think helps especially on a movie like this where it's a blanket summer movie and there are certain requirements of a woman in a summer movie," LaBeouf explained. "She owns her sexuality and she doesn't shy from it. I think it was a harder gap to cross, in terms of Megan going from complete obscurity to being the sexiest woman in the world in a movie. [It] is a greater leap and transition than to go from being a Victoria's Secret model to then being the hottest actress in the world," he added. "It's an easier transition because she already had that in her pocket when she came to set. She was able to be strong in her femininity as opposed to trying to shy away from it.

"[That attitude] helps everything," he continued. "Especially with Mike [Bay] where conversations are blunt and they lack tact, and you're in the middle of a firefight so it's bare essentials."