The loud make-out session between model Bar Refaeli and a "nerd" that grossed out so many Super Bowl viewers is hilariously recreated by Jay Leno, who is, for once, funny.

Warning: The first 11 seconds of this clip, in which Jay Leno urges model Bar Refaeli to recreate the now-infamous Super Bowl commercial in which she makes out with a geeky fella, will make you extremely nervous, and possibly totally icked out.

Keep watching. Jay Leno still has a few comedy chops left, people.

The most controversial part of the GoDaddy commercial was the deafening squicks made during the kiss during the Israeli supermodel and "computer nerd" Jesse Heiman. Twitter users called the commercial "gross," "disgusting," and said that the "kissing sounds" would haunt them.

Jimmy Kimmel just can't stand Jay Leno >>

"Were those the actual sounds, did they add kissing sound effects?" Leno asked of Refaeli when she appeared on his show Wednesday. "People said, 'Oh, those noises were added later.' Were those the actual noises on the set?"

"I haven't seen the commercial on a big screen while the volume was up," Refaeli said, "but I know that Danica on my right couldn't look at us — she had to look at the camera and after every time, after every take, she'd say 'But guys, the noise, come on! The sound!'"

Um, yuck.

Image courtesy WENN.com