• Share
  • Tweet
  • Share
Kate Upton, Sports Illustrated 2014

James Macari/Sports Illustrated

There's no denying Kate Upton is one super-sexy siren!

Whether the 21-year-old model is posing topless on the cover of Sports Illustrated or strutting her stuff in a tiny beach bikini, the blond bombshell is always looking more than hot.

In honor of Upton's recent gravity-defying Swimsuit Issue shoot, for which she showed lots of cleavage while floating in the air, we though we'd take a look at all of the star's sexiest nearly naked pics.

Check out all of Upton's hot modeling pics now!