Kate Upton's Boobs Wobble-dy Wobble-dy Wa Wobble Wobble

2/14/2012 12:55 PM PST

Kate Upton -- Sports Illustrated Cover Model Bounces Into 'Late Night'

"Late Night with David Letterman" registered a GREAT GOOGLY MOOGLY on the Richter scale yesterday -- when voluptuous Sports Illustrated cover model Kate Upton and her heaving chest paid the TV host a very welcome visit.

The best part about this video is playing it again ... and again.