It's not every day you see Kate Upton completely covered up, and for good reason.
The buxom beauty is known for showing off her ample and enviable assets in barely-there bikinis, but she was spotted walking in NYC earlier today wearing a chic summer ensemble.
Upton was seen sporting pink skinny jeans and a casual gray top as she strolled into her Manhattan hotel.
The 21-year-old has been far less clothed in the recent weeks and was seen filming a scene for her upcoming film, The Other Woman, in a white bikini.
The bombshell flaunted her ample cleavage on a Hamptons beach last week. Her lucky costar, Nikolaj Coster-Waldau, got to perform a kissing scene with the star on set and appeared to be happy to get up close and personal with the model.