Rosie Huntington-Whiteley is not a stranger to being in little clothing when it comes to photo shoots but this time around the Victoria's Secret model went topless in her latest photo shoot.

The "Transformers 3" star was formerly the poster girl for Marks and Spencer underwear but now it seems Huntington-Whiteley is stripping down for a sexier, racier campaign as the face of Australian cosmetics company ModelCo, according to the Daily Mail.

Earlier this month the 26-year old model posed topless and even let her bare breasts show during a photo shoot on Hayman Island near Australia's Great Barrier Reef

Jason Statham's girlfriend posed seductively in various positions as her long blonde hair styled in loose waves swayed in the air on the windy day.

Huntington-Whiteley wore natural make-up, sporting light, smoky eye shadow and nude lips during the shoot. She also wore a pair of short white shorts.

[For photos of Rosie Huntington-Whiteley topless during her beach photo shoot click HERE]

The make-up brand, ModelCo, was founded by Australian businesswoman Shelley Barrett, and has previously been modeled by Elle Macpherson and Dannii Minogue.

When Rosie Huntington-Whiteley recalled the photo shoot she said, "The weather wasn't amazing. It was very windy but we made it work and it was a lot of fun.

"It's been fantastic working with Shelley as she values my opinion and allows me to have input."

When speaking about the cosmetic line Barrett said, "Whilst ModelCo is an Australian brand it has global distribution and Rosie resonates with our customers. With her busy lifestyle she epitomizes a busy girl on the go."

The Daily Mail reported that the model has been dating action star Jason Statham, 45, for over two years and was asked about the rumors on whether or not he has proposed to her,

She said, "I woke up to those stories....I don't pay any attention to them.

She then added, "But it would be exciting."

What do you think of Rosie Huntington-Whiteley's ModelCo topless photo shoot? Leave us a comment below.