What better way to celebrate Kate Upton’s birthday than with this super sexy flashback?
It’s that wonderful day of the year again when we get to celebrate the birth of blonde bombshell Kate Upton!
The two-time SI Swimsuit cover model has already begun celebrating the big 24, looking stunning in a black thong bodysuit under a sheer starry dress on Wednesday night, and we thought we’d keep the festivities going with this extra hot flashback to her 2014 Cook Islands photo shoot.
After managing to heat things up in Antarctica the year before, Kate certainly didn’t disappoint in the beautiful blue waters of the South Pacific Ocean.

James Macari/SI

James Macari/SI
How such small islands contained so much sexiness, we'll never know.
Whether she was hanging out with some unbelievably adorable penguins or getting engaged to Tigers pitcher Justin Verlander, it’s safe to say 23 was a pretty unforgettable year for Kate, and we can’t wait to see what this year has in store. And the year after that...and the year after that...seriously, we just can’t get enough of her!
We definitely don’t need an excuse to look back at Kate’s stunning SI Swimsuit photos, but we’ll use her birthday as one anyway! Happy birthday, Kate!
BONUS: Check out Kate’s best moments from SI Swimsuit 2014!

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Kate Upton was photographed by James Macari in the Cook Islands. Swimsuit by Beach Bunny Swimwear.

James Macari/SI
Kate Upton was photographed by James Macari in the Cook Islands. Swimsuit by Pitusa.

James Macari/SI
Kate Upton was photographed by James Macari in Cape Canaveral. Swimsuit by Target Limited Edition Swimsuit Collection.

James Macari/SI
Kate Upton was photographed by James Macari in the Cook Islands. Swimsuit by Ola Vida.

James Macari/SI
Kate Upton was photographed by James Macari in the Cook Islands. Swimsuit by PISTOL PANTIES BY DEBORAH FLEMING.

James Macari/SI
Kate Upton was photographed by James Macari in the Cook Islands. Swimsuit by Peixoto Swim.

James Macari/SI
Kate Upton was photographed by James Macari in Cape Canaveral. Swimsuit by DELFINA.

James Macari/SI
Kate Upton was photographed by James Macari in the Cook Islands. Swimsuit by Luli Fama.

James Macari/SI
Kate Upton was photographed by James Macari in the Cook Islands. Swimsuit by Vanda Catucci.

James Macari/SI
Kate Upton was photographed by James Macari in Cape Canaveral. Swimsuit by DELFINA.

James Macari/SI
Kate Upton was photographed by James Macari in the Cook Islands. Swimsuit by Kate Swim.

James Macari/SI
Kate Upton was photographed by James Macari in the Cook Islands. Swimsuit by Basta Surf.

James Macari/SI
Kate Upton was photographed by James Macari in Cape Canaveral. Swimsuit by MIKOH.

James Macari/SI
Kate Upton was photographed by James Macari in the Cook Islands. Swimsuit by Beach Riot.

James Macari/SI
Kate Upton was photographed by James Macari in the Cook Islands. Swimsuit by Kate Swim.

James Macari/SI
Kate Upton was photographed by James Macari in the Cook Islands. Swimsuit by Beach Bunny Swimwear.

James Macari/SI
Kate Upton was photographed by James Macari in Cape Canaveral. Swimsuit by Lolli Swim.

James Macari/SI
Kate Upton was photographed by James Macari in the Cook Islands. Swimsuit by Martha Rey for The La Boheme.

James Macari/SI
Kate Upton was photographed by James Macari in the Cook Islands. Swimsuit by Ola Vida.

James Macari/SI
Kate Upton was photographed by James Macari in the Cook Islands. Swimsuit by Kate Swim.