"Besides being strong and confident, she is really smart. She knows exactly who she is and who her brand is," Brown also tells Vogue about the surprising choice. " .... That's what I love about Kate: She's a real girl. And she's not a waif-y supermodel. She was an athlete, so she's comfortable with her body. She's really kind of every woman."

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Upon also revealed her personal connection with the brand.

"My mom used it and my two older sisters used it; it's been a part of my life ever since I was growing up. My mom always says she knows when she's found a good product, because all three of her daughters take it!" she says. " I started out with the concealer and mascara. When you first learn how to do your makeup, it's very basic, but even now I love wearing the mascara and just a little blush. Bobbi's makeup is so light, and I'm such a Florida girl, that it just goes along with my lifestyle."

Upton is only the second celebrity to work with Brown, following Katie Holmes.

Related: Kate Upton felt 'terrible' after first SI cover

Check out the video to hear Brown and Upton interview one another, as well as to hear how Kate was discovered by a modeling agent at just 12 years old.


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