NICKI Minaj's cleavage bursts out of a tight vest-top with a giant face on it - in an eye-popping new magazine spread.
Photo Credit: Thomas Whitside/ELLE
The bootfyul star is usually found thrusting her gravity-defying backside at the camera.
But she gives famous bum a break in the new issue of Elle magazine ... and lets her other assets take centre stage.
Elle's fashion team gave Nicki, 30, a glamorus MakeUNDER - and the results are astonishing.
Stripped of her wigs and garish make-up she's almost unrecognisable.
On the saucy cover, the American Idol judge unzips a leather jacket to show she's totally topless underneath.
Inside she stares seductively at the camera while gripping her blonde highlights.
Photo Credit: Thomas Whitside/ELLE
Nicki admitted to Elle she felt naked at the shoot.
She said: "To go in front of the camera, without pink lips or big ol' crazy lashes - you know, nothing - I felt naked.
"It was scary! So this photo shoot was a real accomplishment in my eyes."
The singer also opens up about being bullied as a teen.
She said: "I went through a lot of bullying early on. Girls made my life a living hell. We had come to America from a different country. My brother and I had accents. It was very tough.
"So I've always put up this wall - it was a self-defense mechanism growing up - because I was almost expecting people to attack me. And I still have it. It's sad."
Nicki developed the confidence to see past the bullies - and she wants other vulnerable women to follow her lead.
She added: "Even if you're doing a nine-to-five job, treat yourself like a boss. Not arrogant, but be sure of what you want— and don't allow people to run anything for you without your knowledge."
Source: The Sun