Kate Upton nearly suffered a wardrobe malfunction while on the set of upcoming film “The Other Woman.” The supermodel is making her acting debut in the comedy, which also stars Cameron Diaz, Taylor Kinney, Nicki Minaj and "Knocked Up" actress Leslie Mann.

(View pictures here.)

The 20-year-old was filming a scene in West Hampton, N.Y., alongside Mann, wearing a loose white tank top that showed off a yellow bra and her famous cleavage. Her bra and cleavage were even more visible as she and Mann bounced up and down on the set in a seemingly cheerful mood.

Vodka bottles and wine were also seen on the set, so that may have influenced the character’s mood.

“The Other Woman” is scheduled to be released April 25, 2014.

The blonde bombshell, who turns 21 years old next Monday, shot to fame last year after doing the "Cat Daddy" dance move in a video for famed photographer Terry Richardson. Wearing just a tiny bikini, she danced to music by the Rej3ctz. The video quickly went viral. 

Upton has since had quite a busy career, landing on the cover of Sports Illustrated magazine two times, being featured on Maxims’s Hot 100 list and being labeled the "sexiest supermodel on Earth" by Vogue.

In Vogue’s October issue, the beauty addressed her weight and talked about keeping her curves in a weight-obsessed industry. 

“I don’t want to starve myself. I still want to hang out with my family and be a normal girl. You have to be confident, and that doesn’t mean starving yourself,” she says. “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.”

Upton is dating Justin Verlander, a MLB baseball pitcher for the Detroit Tigers.