NEW YORK (CNN/Money) - A supermodel in an $11 million jeweled bra will be among the weapons Victoria's Secret will use to hype its holiday lingerie line -- and with it, the ratings for its annual fashion show to be televised Wednesday.

The Victoria's Secret fashion show will air tonight despite complaints that this year's program is more risque than last year's. CNNfn's Susan Lisovicz reports. Play video (Real or Windows Media)

The CBS special last year wasn't exactly a runway, or runaway, success. It averaged 10.5 million viewers, down about 15 percent from 2001, when Walt Disney's (DIS: Research, Estimates) ABC network won the rights to televise the show for the first time.

It was the 44th rated show for the week, according to Nielsen Media Research. NBC's medical drama "ER" was No. 1 that week with more than 27 million viewers.

"I think the one major problem with the 'Victoria's Secret Fashion Show' is that the novelty has worn off. It's not that dramatic anymore," said John Higgins, deputy editor with Broadcasting & Cable magazine.

Supermodel Heidi Klum wearing the $11 million 2003 holiday "Fantasy Bra" encrusted with 2,809 white diamonds, sapphires and amethysts.

"CBS has picked it up again because titillation is exactly what drives ratings during sweeps month. But if the show's viewership declines substantially this year, then I think CBS might re-evaluate its decision next year," he added.

CBS spokesman Chris Enders told CNN/Money the network has modest expectations for the special this year.

"In its time slot the fashion show is going up against 'Law & Order' on NBC and the 'The Bachelor' finale on ABC," Enders said.

"That's tough competition. But its a different show for CBS, it brings a new audience to us and advertisers like the show because it generates a good buzz and it's fun."

The one-hour extravaganza, held in New York last week and due to air at 10 p.m. ET Wednesday, will feature supermodel Heidi Klum -- wearing the Victoria's Secret diamond and sapphire-encrusted holiday "Fantasy Bra." Also on tap are musical performances from Grammy award winners Sting and Mary J. Blige.

Victoria's Secret would not disclose how much it was spending on the show.

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"It looks like CBS is putting the 'Victoria's Secret Fashion Show' in a bit of dead spot on Wednesday night," said Soundview Technology analyst Jordan Rohan. "On CBS it replaces 'Brotherhood of Poland, New Hampshire,' which CBS pulled after five episodes. On NBC, it's competing with 'Law & Order,' which is a good counter but not terrific."

Added Rohan, "If the special was on Thursday (when NBC shows ratings winners 'Friends' and 'ER' air), that would be a tougher night to compete for viewers."

Christopher Kim, analyst with J.P. Morgan, agreed.

"Even with the TV viewership down, I think the special could still get a lot of support from the Internet," Kim said.

Back in 1999, that first live show on the Internet attracted what was considered at the time to be a whopping 1.5 million visitors, and another million visitors logged on for the second annual Web cast broadcast live on the Internet from Cannes, France.

Victoria's Secret spokesman Anthony Hebron said the company isn't dwelling on the numbers just yet.

"The fashion show gives us a tremendous opportunity to put our brand in front of millions of people before the all-important holiday shopping season," Hebron said.

It also comes at a time when the company's sales are in need of a "booster shot," said J.P. Morgan's Kim.

Victoria's Secret, the leading specialty retailer of women's intimate apparel with 922 stores nationwide, saw sales rise a modest 1 percent in the first quarter at stores open at least a year, compared with an 8 percent rise a year earlier.

A sneak peak at tonight's fashion show on CBS.

And even though the comparable sales numbers improved in the second-quarter -- up 6 percent from a 5 percent gain in 2002-- Kim said he expects third-quarter and fourth-quarter sales to be good but not stellar.

Indeed, the company's performance is no small matter to its parent Limited Brands (LTD: Research, Estimates), given that the division accounts for 60 percent of Limited's operating profit and about 43 percent of its sales.

"I don't expect Victoria's Secret to be posting double-digit sales numbers any time soon," said Kim. "It's just a difficult environment to grow sales. Even though the company's price points are typically higher than the competition, I think they can sustain their pricing as long as they maintain their brand integrity."