Most of the talk surrounding the upcoming Sports Illustrated Swimsuit Issue has been about cover model Kate Upton. While Upton is sure to dazzle, veteran Bar Refaeli is going to overshadow her much younger counterpart.

It's hard to argue with Upton as the cover choice since she'll draw the audience in as you can see here, but Refaeli will keep them talking. Refaeli, the 2009 cover model, is featured in a number of photos with popular athletes Chris Paul, Michael Phelps and Rafael Nadal.

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.

Sports Illustrated succeeding in striking while the iron was hot with Upton by putting her on the cover. She was Rookie of the Year last issue and has been heavily involved in the sports world over the past year.

Not only has she gotten into a war of words with New York Rangers forward Sean Avery on Twitter, but she has also been romantically linked to New York Jets quarterback Mark Sanchez. With that said, Upton has very much been in the public eye recently, and that can often backfire.

When it comes to any celebrity, regardless of whether or not they have the looks of Upton, the general public tends to lash out. While there hasn't been an indication of that yet, we clearly haven't heard the last of Upton as her cover appearance only serves to skyrocket her to even greater heights.

Refaeli, on the other hand, has kept a low profile and gone about her business. Her shoot with the athletes will give her plenty of national attention, but she won't be forced upon us like Upton. Thanks to that mix, Refaeli will come away from this year's Sports Illustrated Swimsuit Issue star.