Kate Upton was wiped out by an ocean wave while posing topless on a rock, in footage released for Sports Illustrated (SI).
The 25-year-old supermodel balances precariously in nothing but nude bikini bottoms attached to a yellow gold-tiered skirt in the footage, before taking a frightening tumble.
"The next wave coming, it didn't look that large from my point of view but it must have hit the rock just right and caught on," says Upton in the video.
"This skirt, whenever it's wet with all the tools, it is very heavy and it dragged me down. Everybody was very scared."
The footage was recorded on the island of Aruba.
Reports suggest Upton walked away from the accident with minimal injuries, with SI even poking fun at it in the Instagram video.
"Whoops! Things got a little rocky," the magazine joked.
The video was published on Wednesday (NZ time).