Kate Upton flusters Jimmy Fallon discussing topless Sports Illustrated cover (Photos)

She was the 2012 cover girl for Sport Illustrated, she did a sexy burger ad, did a sexy dance while wearing her SI bikini, the Cat Daddy dance, and posed nude for a sexy layout in Contributor magazine.

Kate Upton has made men all over the world drool by showing off her fabulous, sexy, fit, shape and flawless good looks.

One of those men is television's Jimmy Fallon who stuttered and stammered while interviewing the gorgeous beauty about her new spot for this years Sports Illustrated Swimsuit Edition cover.

For the second time in a row, Upton has been chosen to grace the cover and pages of SI Swimsuit Edition and was on a stop at Late Night with Jimmy Fallon promoting her 2013 cover.

Wearing a gorgeous red dress that showed off Kate's ample assets, she talked with Jimmy about how she was surprised to be chosen again to grace the cover and did not know until someone tweeted it to her. She told Jimmy;

"Someone tweeted it to me, I'm always last to know. Someone leaked it."

The cover which shows Kate topless in a polar jacket and a tiny white string bikini bottom has been the talk of the town and the pictures of Kate inside the magazine have turned heads as well.

Kate is featured in different bathing suits and is spray painted in some photos as well, in the frigid cold with penguins as her photo companions.

Kate told Jimmy about being so cold at the shoot that was done in Antarctica and how she had frostbite from doing the pictures.

Jimmy had a suggestion for the beauty for her next shoot and suggested that they go to outer space next time, all the while he giggled and seemed very flustered while chatting to Kate.

Kate laughed at the idea and said; "Space...next year, I see it."

Jimmy then said, "Think about it, zero gravity"

The audience and Kate then started laughing as Jimmy, red faced tried to make Kate and everyone believe he meant he was thinking of her "free falling" and not what everyone thought he meant.

Burying his head on his desk, he then said, "stop it, my wife is going to kill me."

We understand Jimmy and we all know what you were talking about.

You can pick up the 2013 Sports Illustrated Swimsuit Edition featuring Kate and other lovely, gorgeous models at newstands today.

To get Email updates when a new article is posted, please subscribe above and follow me on Twitter @Maggiesmom626.

Advertisement

, New Orleans Pop Culture Examiner

Your favorite sports team may not be playing and the hottest crime drama may not be on the air but every single day there is something going on in the world of the celebrities. Is Justin Bieber really a daddy? Dana can tell you. Maybe you're curious just who is dating who. Well, that's when its...

Today's top buzz...