Kate Upton Flaunts Major Cleavage, Seductively Licks a Popsicle

 Terry Richardson/GQ

Kate Upton is anything but subtle.

The buxom blonde appears on the cover of GQ's July issue, where she seductively licks a lollipop while wearing a $30 red, white and blue bikini by O'Neill.

The racy pictorial is nothing new for Upton, who also models a drenched white T-shirt and a salmon-colored Laura Urbinati bikini, Carrera sunglasses and Christian Louboutin heels. The single star even suffered a wardrobe malfunction while shooting with photographer Terry Richardson, 46.

kate upton
Terry Richardson/GQ

"For the GQ photo shoot, we were on that ride where the seat spins while the actual ride is spinning, and I'm wearing a one-piece. And all of a sudden the whole entire top falls off!" she says. "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."

She adds, "You wouldn't think that would happen with a one-piece!"

Despite receiving criticism for her hyper-sexualized persona, Upton is happy to show off her hot body in photos. "It's like any job," she says. "You find your strengths and play them up."

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