Sports Illustrated released behind-the-scenes pictures and videos from Kate Upton's naked Sports Illustrated 2013 swimsuit issue cover shoot. Earlier this year, the 21-year-old model flaunts all of her skin in a body paint bikini drawn on her before the pictorial in Emerald Bay, Bahamas.

Upton was happy to take off her swimsuit for an amazing, warm weather. She seductively knelt in the sand, showing off a large necklace over her breasts, which were the hardest part of the process. The strands were taken off, connecting it to one side, removing and putting back layers upon layers of paint.

She made history by doing the 2013 Sports Illustrated Swimsuit Issue after she did it in the previous year, making her the first model to cover back-to-back issues since Tyra Banks did it in 1996 and 1997. The photoshoot was done in Antartica and she tweeted a joke saying it took her two month to thaw her frostbite. When she came back, she was losing eyesight and hearing because her body was shutting down. It was very hard to keep warm and her mother kept saying she knew and told her daughter it was a bad idea. Though it was the hardest shoot she's ever done, it was also the best as Antartica is one of the most beautiful places she's ever been to. She's from Florida and the weather pretty pained her.

The YouTube footage below shows how the Florida native braved through freezing temperatures with only a bikini and an unzipped jacket to cover her. The footage also shows clips of production team members playing in the snow with penguins and Kate walking around the glaciers with white snow boots, bikini and nothing else.

Upton was born June 10, 1992 in Michigan and was raised in Florida. She was also the face of Guess and modeled for Victoria's Secret. Her uncle Fred Upton is a U.S. representative for Michigan's 6th congressional district.

She is an active horse-ride, competing on a national level where she won five world titles. Apart from modeling, she also appeared in films like "Tower Heist" and "The Three Stooges" and is now being eyed to play Doug Ellin's "Entourage" movie's female lead, a love interest for Adrian Grenier's Vincent Chase.

Source: YouTube.com/Sports Illustrated Swimsuit