The model, 20, who made her name modelling barely-there bikinis, grins broadly in the black-and-white photo taken by Bruce Weber, clutching a handful of fluffy ducklings.
Her make-up is pared-down to the bare minimum, and her blonde hair is soft and windswept, though there is a trace of the former Kate in that her famous cleavage is clearly on show.
Rebirth theme: A smiling Kate Upton cradles a
brood of ducklings on the cover of CR Fashion Book, the new magazine
from former Vogue Paris editor and new grandmother Carine Roitfeld
'I didn’t want a normal model,' she admitted in a new interview with The Daily Beast. 'I wanted someone with a
sensual body, someone who could be a mother for all these babies...
Taking risks: Former Vogue Paris editor Carine Roitfeld is behind CR Fashion Book
She added that Miss Upton was a dream to work with, fitting the theme perfectly.
'She was so cool, and so good with all the baby dolls – I thought it was the best choice, ' she said. 'It felt so natural for her to hold babies, baby pigs, baby lambs, baby donkeys.
'Maybe people will be surprised that she was my first cover, but you know, I always like to surprise people.'
It is one of two covers that will grace the launch issue of CR Fashion Book, the second being a little girl holding a baby, also shot by the same photographer.
The magazine has been the subject of huge buzz among the fashion community. The biannual title, which will cost $15, goes on sale from September 13.
In today's Page Six Magazine, industry insiders speculated that it had sparked a brewing battle between Ms Roitfeld and U.S. Vogue editor-in-chief, Anna Wintour.
'There's potential for a real fashion war,' said writer Simon Dumenco, who contributes to Ad Age and Conde Nast's Details.
Small wonders: The Kate Upton image is one of
two covers that will grace the launch issue of CR Fashion Book, the
second being a little girl holding a baby, also shot by Bruce Weber
The debut issue of Ms Roitfeld's magazine is titled 'Rebirth', which was inspired by the recent birth of her first grandchild. Her daughter, Julia Restoin-Roitfeld became mother to baby girl Romy in May.
'We decided for each issue there would be a theme,' Ms Roitfeld told The Daily Beast.
'When I started to work on this issue, my daughter was pregnant, so I was obsessed with pregnancy, with babies, with new life coming. It’s become an obsession.'
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