Kate Upton displayed her sultry side in a daring see-through dress during her birthday party held in New York City on Wednesday.

The Sports Illustrated model looked alluring in a sheer black gown that featured sparkly star embellishments of varying sizes. The sleeveless dress showed off Upton’s curvy body and long legs, as well as her derriere. She nearly went naked with her fashion ensemble if not for the black thong bodysuit that she wore underneath, Entertainment Tonight reported.

To complete the look, Upton wore black strappy heels and kept her jewelry minimal. She also let her hair down and opted for a simple make-up except for her eyes that were lined with dark eyeliner and mascara.

Kate Upton Kate Upton continues to promote positive body image on social media and in real life. Pictured: Kate Upton arrives at the Vanity Fair Oscar Party in Beverly Hills, Calif., Feb. 28, 2016. Photo: Reuters/Danny Moloshok

The model’s birthday bash was hosted and organized by Carine Roitfeld, editor-in-chief of CR Fashion Book, as stated in the same report. The Wednesday party, held at New York’s The Blond at 11 Howard Hotel, was an advance celebration for Upton whose birthday is on Friday, June 10.

She also posed for photos with her fiance MLB athlete Justin Verlander during the party. Upton and Verlander both wore big smiles as photographers snapped pictures of the newly engaged couple. The baseball player looked handsome in his all blue suit with a dark collared shirt. One of the photos also featured Upton’s cheeky behind as she posed with her back towards the photographers.

Upton also shared some of the pictures from her advance birthday celebration on social media. She uploaded several images on Instagram that showed some of the party drinks served during the event. The model also shared a picture of herself showing off her derriere in the sheer black gown while Verlander stood beside her. She captioned the image, “Partied my pants off.”

Meanwhile, another Instagram photo featured Upton blowing her birthday candles on a chocolate cake. She wrote, “#birthdayweek thanks @antoniettecosta for the photo!! I'm so happy to have my friends and family with me today! #carinexkate.”