Bikini-Clad Bar Refaeli Poses With Shirtless Michael Phelps, Rafael Nadal And Chris Paul For Sports Illustrated [PHOTOS]

While Kate Upton may be on the cover of the 2012 Sports Illustrated Swimsuit issue, model Bar Refaeli is steaming things up herself.

Refaeli, the 2009 cover model, is featured in a number of photos with popular athletes Chris Paul, Michael Phelps and Rafael Nadal, who are all shirtless for their photoshoots.

The pics can be viewed here, and there are certainly some racy ones with Refaeli hanging all over the finely-tuned athletes and leaving very little to the imagination. Upton is obviously a sight to behold in her own right, but Refaeli’s exotic look and feature section will make her a fan favorite.

Launch the gallery to check out all the hot photos from the shoot, and then watch three behind the scenes videos.