The curvaceous stunner is also smarter than many people take her for.

“People deal with models like they are children," she says. "They think they can pull one over on you. It’s actually funny. I’m always like, I’m about to pull something on you, and you’re so focused on thinking I’m dumb you’re not even going to know.”

Kate also has a message for any men looking to mess around: she's not a plaything.

“After my first Sports Illustrated cover, I felt terrible about myself for a solid month. Every single guy I met was either married or about to be married, and I felt like I was their bachelor present or something," she says. "I’m not a toy, I’m a human.

"I’m not here to be used. I am a grown woman, and you need to figure your sh*t out.”

Check out more of Kate Upton in the September issue of ELLE magazine, on newsstands August 20.

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