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Kate Upton nabs 2014 SI Swimsuit Issue flip-side cover

James Macari/SI (click for full-size)

James Macari/SI (click for full-size)

WHEN YOU'VE absorbed the glory of finally the 2014 SI Swimsuit 50th anniversary issue in your very own hands, flip that thing over for something else worth celebrating—a bonus flip-side Kate Upton cover!

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Shot in the Cook Islands (it was a VERY good shoot) by James Macari, the two-time cover girl introduces the issue's fashion retrospective on "Five Decades of Sexy."

Experts believe it's the closest one can get to having their picture next to the definition for "sexy" in Webster's.

But for now, everything you've been waiting for is waiting for you right HERE.