Former supermodel Carol Alt dissed the Sports Illustrated cover girl over her sexy pics in the magazine.
In an interview with HuffPost Live, Alt said she doesn’t get what the big-deal is about Upton.
"I don't get what all the hullabaloo is," she said. "I think what it is, is that in this moment there's just so much social media and that's why she's had more word of mouth than anybody."
Alt went on to say that she thinks the blonde model is pretty, but she thinks all the girls that appear on SI’s famous swimsuit cover are and all the covers should be talked about, not just Upton’s.
The 21-year-old appeared in the 2011 swimsuit issue and on the 2012 and 2013 covers. Upton also dazzles in the 2014 edition wearing a pink bikini.
E! Online noted that Alt meanwhile, graced the cover of the magazine back in 1982.
The 53-year-old later got into acting and had roles in 1997's Private Parts and 2012's To Rome with Love.