Happy Birthday, Vanity Fair! To celebrate their 100th anniversary issue, a very sexy Kate Upton graces the October cover. The 21-year-old Sports Illustrated Swimsuit model channels Marilyn Monroe while showing major cleavage in white satin lingerie and holding a small cake in one hand. With blonde curly hair and red lipstick, Upton poses seductively while leaning over and flaunting her curves.

Famed photographer Annie Leibovitz shot Upton for the cover, which mimics the original Dress & Vanity Fair Oct. 1, 1913 issue. Though it's hard to believe, the gorgeous model tells Vanity Fair that she hasn't always received positive remarks on her appearance.

'I'm not going to name names, but one agency told me, 'You're too American, and everybody knows American women are lazy.' I was so offended!' she recalls. 'I've never been so offended! I was like, 'You know that you're in America, right?' And it wasn't 'American models'—it was 'American women are lazy,' period! I feel like a lot of women would disagree with that. A lot!' (In 2012, Victoria's Secret Fashion Show casting agent Sophia Neophitou told The New York Times that they 'would never use' Upton, adding, 'She's like a footballer's wife, with the too-blond hair and that kind of face that anyone with enough money can go out and buy.')

Too American or no.