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Kate Upton's Cosmopolitan Cover: Flaunting Her Curves on a Farm

Kate Upton, Cosmopolitan Cover Cosmopolitan

When it comes to showing off her sexy side, Kate Upton is no stranger to the spotlight. It's fitting, then, that Cosmopolitan's November cover girl let her hair down for a frisky farm photo shoot in upstate New York, modeling a lacy bralet from the new Cosmo collection for JCPenney, paired with skimpy denim cutoff shorts by rag & bone.

The blond beauty admitted that her best-kept secret for amping up her sex appeal has little do with her enviable bod, but more to do with her free-spirited attitude.

Watch behind-the-scenes footage from Kate's photo shoot. 

"To me, what's sexy is when you look like you're having a good time. That, and when you look effortless and have messy hair," she shared on set with a smile.

Sounds like Upton knows a thing or two about adapting to her surroundings! The model playfully posed in the rustic setting with zero hesitation.

"When I'm around a barn, I turn into a tomboy!" 

Kate Upton, Cosmopolitan Cosmopolitan

And a drop dead gorgeous one, at that. What do you think of her cute and casual look?

See more photos of Kate Upton as a fashion model. 

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