Being a world famous bikini model means that you're often photographed in nothing but a two-piece.
But in a refreshing turn of events, Kate Upton proved she looks just as good covered up in her off-duty clothes as she strolled around the Big Apple yesterday.
The 21-year-old Sports Illustrated model was enjoying some free time soaking up big city life in Manhattan and looked like any other pretty lady going about her business. Wearing slim-fit pastel jeans, a grey tee and carrying a petrol-blue handbag, Kate aced the low-key and natural vibe. Who'd have thunk it?
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Bikinis, casual clothes, red-carpet gowns - she's got every base covered.
See more of Kate in clothes in her style evolution.