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Surprise! Kate Upton Gets a Third Sports Illustrated Swimsuit Issue Cover After All

Also, she floats in zero gravity.
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Silly us for thinking the Sports Illustrated Swimsuit Issue would be so quick to deny already two-time cover girl Kate Upton a third. As it turns out, the annual tome to teeny bikinis and lady bits, graced this year by Lily Aldridge, Nina Agdal and Chrissy Teigen, actually has a nice little surprise busting out the back: a bonus flip-side cover featuring -- you guessed it -- Kate Upton.

According to SI's Swim Daily blog, Upton's cover, which teases the mag's 50th Anniversary retrospective "Five Decades of Sexy" editorial, was shot in the Cook Islands by James Macari. And as far as Kate Upton Sports Illustrated Swimsuit Issue covers go, we'd give this one a pretty high mark: For one, her vagina doesn't look like it's trying to escape her bikini bottom, and second, the threat of hypothermia seems not to be nigh. Plus her pink two-piece by Beach Bunny Swimwear, while on the small side (this is the SI Swimsuit Issue, after all), does wonders for her complexion. Says Upton:

"As a Florida girl, I have to admit I really do love a small bikini... so my favorite suit is something that I actually feel like I would wear and just has all these amazing neon colors and is bright and tiny and just brings this life to the photos and it's just so amazing."

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Apart from the flip-cover, 21-year-old Upton actually appears in three features within the issue: the Cook Island spread, one called "Legends" (which includes a photo of Upton and Tyra Banks wearing black non-swimwear), and another dubbed "Zero G," featuring, as reported in January, the bikini-clad supe bouncing around -- so much bouncing -- weightlessly in an anti-gravity chamber of sorts in Cape Canaveral. The latter's behind-the-scenes video, below, is a must-watch -- if only to see an entire camera crew literally bouncing off the walls (it's actually terrifying), hear a woman shout at Upton, "Keep that face pretty, sweetie!" and, at the 26-second mark, meet the guy whose job is about to become the most sought-after in America.

See more of Upton's very voluptuous body of work over at Sports Illustrated.