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Kate Upton walking the runway showing off her famous curves.

Kate Upton really let it fly.

The 21-year-old supermodel flaunted her bouncing assets during a recent modeling shoot where she posed topless on a horse.

Kate is horse friendly! A young Upton flashes her smile while posing next to the animal.

In a video obtained by TMZ, the blond beauty can be seen in giggling and stripping down to just a pair of underwear.

At first, Upton attempted to cover herself up before giving up and flashing her bare breasts.

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Kate Upton adjusts her bikini top as she performs a kissing scene with Nikolaj Coster-Waldau on the set of ‘The Other Woman’ in the Hamptons.

As far as the model’s personal life goes, the star has recently been linked to “Dancing with the Stars” pro Maksim Chmerkovskiy.

The two were spotted having dinner together in New York City around Upton’s 21st birthday.

“It was a very intimate meal,” a source told Us Weekly of the two’s night out.