British model and actress Rosie Huntington-Whiteley has made the top of Maxim's Hot 100 list and the bashful beauty felt honored but almost couldn't believe it herself.
"I had to ask if there was a mistake that had been made," Rosie said with a smile. "When I was told there wasn't, it was a huge honor."
The 'Transformers: Dark of the Moon' star beat out many gorgeous celebrities and socialites alike, including Kim Kardashian (#35), Scarlett Johansson (#14), Rihanna (#22) and even Duchess Catherine Middleton (#26).
Hear Rosie's take on what makes a woman sexy in the video and check out the Hot 100 list in its entirety at Maxim.com