Leave it to Kate to make granny-panties look sexy.
The blond beauty floats in a teeny tiny bikini for Sports Illustrated's 50 Anniversary Swimsuit Issue.
SOME LIKE IT HOT
Dressing up like the iconic Marilyn Monroe for Vanity Fair.
Leaving little to the imagination while posing for Contributor magazine.
Flaunting her valuable assets during a shoot for Redemption Choppers' Spring-Summer 2013 campaign in the Namibian desert.
PRETTY & PATRIOTIC
Upton is red hot in red, white and blue! GQ
OLD SCHOOL GLAM
Upton channels Brigitte Bardot for V magazine.
SOCIAL MEDIA SENSATIONSharing this photo on Twitter, Upton gives us a reason to be thankful for social media.
Not afraid to take risks, Upton's steamy magazine covers - like this one for Esquire Magazine - have made her hugely popular, and hugely controversial considering she's only 21.
BARE BACKAs the face of Sam Edelman footwear, Upton proved to be a pro when she shot this stunning photo - braless - and with an unpredictable costar.
SULTRY ON THE SAND
Showing off her delicate side as the face of David Yurman jewelery, Upton still oozes sex appeal.
Channeling the days of yesteryear for the pages of V magazine.
Appearing on the cover of Sports Illustrated as the magazine's "Rookie of the Year", Upton was an instant sensation.
Upton's popularity isn't small scale - she's a worldwide phenomenon, as this cover of Vogue Italia proved.
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VA VA VOOM
“There’s a line between becoming cheesy versus being sexy,” says Upton. “And I try to be very careful of that line.”
Book nerd? Forget it. Upton channels old-school sex appeal in this Vogue magazine shoot.
She may not be comfortable with having a large chest, but Upton knows they've been her best asset in sucess. Still, "there's a line between becoming cheesy verses being sexy."
Proving she's a model with serious range, Upton has been named the face of beauty brand Bobbi Brown, several jewelery designers as well as fashion designers.