Kate Upton could barely keep her assets under control on the sets of the movie The Other Woman.

The Kate Upton coverup: The model hides her famous assets to promote 'The Other Woman

Kim Kardashian, with Kanye West's help, passes inspection by Anna Wintour for a Vogue cover – New York Daily News

Huh? 'The Other Woman' bikini scene made Kate Upton uncomfortable

The Kate Upton coverup: The model hides her famous assets to promote 'The Other Woman

Los Angeles, USA. Kate Upton in a scene from the ©Twentieth

Kate Upton upstages Cameron Diaz as she almost bursts out of top on set of The Other Woman

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Huh? 'The Other Woman' bikini scene made Kate Upton uncomfortable

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Kate Upton Has Trouble Containing Her Famous Assets On Set Of 'The Other Girl' (PICTURES)

Kate Upton looks hot on the sets of Hollywood film The Other Woman.

The Kate Upton coverup: The model hides her famous assets to promote 'The Other Woman

FIRST LOOK: Kate Upton makes acting debut in The Other Woman

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