London, February 27 : Kate Upton showed off her famed cleavage in a jaw-dropping dress on `Late Night with Jimmy Fallon' on Monday.

The supermodel appeared on the funnyman's famous couch in New York to chat about her revealing new Sports Illustrated cover shoot, the Sun reported.

The 20-year-old got the talk show host all in a fluster as she took to the stage in a low-cut figure-hugging red dress. (ANI)