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    Topless Alert: Kate Upton Describes Her Clothing Optional Photo Shoot for GQ Magazine

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    Here's a new twist on cover photos: shooting a model for a men's magazine half naked and sucking on a popsicle.

    What's that? You want us to shut up so you can focus on Kate Upton?!

    Fine. We're pretty sure most of you (at least the male half) aren't even reading anymore. As for the rest of you…

    READ: Kate Upton Models Bikinis—Lots of Them!

    Upton, aka the boobs in question, is even more obnoxious describing the wardrobe malfunction she suffered during the photo shoot for GQ.

    "For the GQ photo shoot, we were on the ride where the seat spins while the actual ride is spinning, and I'm wearing a one-piece," she described the incident.

    "And all of a sudden the whole entire top falls off! I'm holding myself, laughing, turning bright red, but a lot of people are watching, so they kicked us out of the Santa Monica Pier—it was so embarrassing."

    More or less embarrassing than practicing your, ummm, skills on newsstands nationwide?

    PHOTOS: Kate Upton: Beach Bunny Bikini Model

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