The busty blonde beauty shot to fame this summer (12) after landing the cover of Sports Illustrated magazine's Swimsuit Issue, and since then she has posed for photo spreads in America's Vogue, Esquire, Cosmopolitan, and GQ.
And even though her body doesn't conform to the industry's standards, Upton is adamant she won't ever try to change her figure.
She tells Vogue magazine, "When I lived in Florida, the swimsuit was the key wardrobe piece. I lived 10 minutes from the beach, but I never sat there and said, 'I want to be every man's fantasy.' It wasn't a big deal to be in a bathing suit. Now, whenever girls come up to me saying they're happy to see I am confident about my body, it makes me feel good that I am contributing in a way among people my age, people who could be my friends."
The 20 year old just hopes to inspire girls to be confident in their own skin.
She adds, "I am excited to be in a place where I can be a good example... I think it's important to look at magazines and think a healthy lifestyle is attainable. Now that the fashion industry likes the idea of me, I'm happy if I can have an influence.
"I'm sure every girl can relate. You go shopping and you're not the same size in every brand - some look good on you and others don't."