It's not like Kate Upton to keep covered up but by the looks of the tan lines she was displaying on holiday in Mexico, she might want to invest in a smaller bikini.
Actually, scrub that, maybe she just needs smaller bikini bottoms, as her famous assets looked like they were making a bid for freedom as she lay on a sun lounger on the beach in Cancun.
Kate Upton
The 22-year-old model and actress showed off her curves (and two-tone skin) in a skimpy two-piece as she soaked up the sun at the resort where she was spotted enjoying a romantic break with her on-off-on-again boyfriend Justin Verlander.
The pair are very much an item again after rekindling their romance earlier this year following their split in 2013, after just a matter of months together.
Ouch
The sighting of Kate and the 31-year-old Detroit Tigers baseball star also puts paid to rumours that she had started dating Maksim Chmerkovskiy again, a professional dancer from the US show, 'Dancing With The Stars'.
Kate split from the Ukrainian dancer in December, with friends blaming the split on their hectic schedules.
Earlier this year, Kate was forced to deny she'd said she wished she had smaller boobs during an interview.
She took to Twitter to insist she was happy with her body the way that it is, writing: "Unfortunately, what was said about my body is completely made up to try and drum up controversy where there is none.
"Like every woman, I have moments of insecurity, but I love and am proud of my body -- every part of it -- and wouldn't change a thing."
And why would you, Kate?