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Kate Upton 'paints' a pretty (naked) picture (Video)

Kate Upton is the kind of swimsuit model who always makes a memorable impression, and Sports Illustrated celebrated that fact, on May 21, by publishing a behind-the-scenes video of a nude photo shoot the supermodel posed for way back in 2011.

Kate Upton video shows outtakes from her SI nude painted bikini photo shoot
Photo by Frazer Harrison

So, why publish it now?

Because Kate Upton has become a superstar in just those three short years.

Since her rookie year (as SI puts it) the top swimsuit model has managed to cross over into other entertainment areas, all the while feeding the frenzy with some topless and mostly topless photo shoots.

But, it's her latest foray, stretching her wings even further, that has tongues wagging: Kate Upton has become a sought after supporting actress getting rave reviews from fans and critics alike after her recent turn in "The Other Woman."

So, perhaps it's only natural that Sports Illustrated wants to toot their horn a bit when it comes to showing just how far that first shot has launched the budding actress.

It probably didn't hurt that Kate Upton was completely naked - except for a clinging, very revealing, two piece bikini, literally painted on to her gorgeous body.

Of course, a successful actress doesn't have to do topless photos any more. Now that she's a top Hollywood starlet, she can pick and choose what she feels like doing.

But even going totally natural and hiding beneath a ball cap, tight jeans and a simple cotton blouse gets the paparazzi flashing bulbs, as Kate Upton showed by trying to slip quietly into LAX on Monday.

That's why it's so refreshing for Sports Illustrated to open the vault and share some rare video of an up and coming star before she really hit the big time.

Click the video to have a look at Kate Upton, in nothing but a painted on bikini, back in the day. It's easy to see that, swimsuit or not, she's definitely an unforgettable role (super) model.

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