Kate Upton attends the Sports Illustrated Swimsuit On Location party at Marquee Nightclub on February 13, 2013 in Las Vegas. (Photo by Al Powers/Powers Imagery/Invision/AP)

Kate Upton is everywhere these days, so we weren’t too surprised that SI picked her for their swimsuit issue cover . . . again. Of course that cover image she’s holding up is pretty impressive.

Katherine Webb also leveraged her instant fame bestowed on her by a drooling Brent Musberger during the Alabama National Championship throttling of Notre Dame to get included in this issue as well. Of course she’s also gorgeous and fits in perfectly!

Other models on the red carpet were Cintia Dicker, Jessica Gomes, Julie Henderson, Ariel Meredith, Genevieve Morton, Jessica Perez, Chrissy Teigen, Anne V, Adaora and Nina Agdal as they celebrated the 50th edition of the Sports Illustrated Swimsuit issue at Marquee Nightclub, with many of them wearing Forevermark Diamonds to the event. Check out some of the pics from the event in the slideshow above.

Photo Credit: Al Powers, Powers Imagery

Bullz-Eye: Not that you haven’t been asked this more than a few times, but…what’s your very first memory of experiencing the Three Stooges?

Peter Farrelly: You know, the God’s honest truth…? I don’t remember it. Because they were always there. I’ve been watching the Stooges since I could turn on a TV. But I guess the thing I recall the most is, for some reason, I went through a period when I was, like, a freshman in high school where they were on every day from I think 4 – 5 PM, and I just remember it being the highlight of that winter. [Laughs.] Every day, because it was freezing out, you’d just get in the house and turn on the TV. Every kid in my school at that time was watching. For some reason, they were going through some sort of a renaissance. Everybody was watching them that year.

BE: Not that you guys have ever been afraid of testing boundaries, but it would seem to be pretty daunting to update the Three Stooges. I think the last time anyone tried it was with “The Three Robonic Stooges.“

PF: Yeah, we knew it wasn’t gonna be easy, but we love the Stooges and…the God’s honest truth is that we felt like they were going away. I had little kids…well, they’re 11 and 13 years old now, but the last few years, I asked their friends, and two-thirds of them did not know the Three Stooges. Or they had heard of them, but they didn’t really know who they were. And that bothered us, because we’re huge Stooges fans – they’ve given me more laughs than anybody – and we wanted to bring them back. But we knew that…you know, look, anytime you do anything like this… There was a huge, huge opportunity to fall on our faces, but I did believe that it should be done, the movie should be made, and I felt very confident that we could pull it off.

BE: Who came up with the idea of dividing the film into three Three Stooges shorts as a framing device?

PF: Um…that’s really one of those questions like, “Who came up with this joke?” I never remember, honestly, if somebody says, “Peter, who came up with that line?” Because you’re kind of bouncing things around. It was our call, Bobby’s and mine and Mike Ferrone’s, who we wrote it with. We had struggled with it for a long time. “How do you do this?” Because the Stooges were 18-minute shorts, so how do you turn it into a movie and make people not lose interest? So we thought, “Well, wait a minute, what if we break it into two shorts, and each one picks up where the last one left off, so it holds together as a movie?” And originally, by the way, we had four shorts. There were four of ‘em, and they were more like 18 minutes…just about that, actually…and the problem was that when you got to the fourth short, there was feeling of, “Are you shitting me? There’s another one?” [Laughs.] “Three’s plenty.” So we extended each one and broke it into thirds. And now it’s nice, because when you get to that third short…we have on the beginning where it says, “Final episode,” so you know this is it, but you’re only 55 minutes into the movie, you’re thinking, “Jesus, this thing’s wrapping up!” Psychologically, it makes people happy. [Laughs.]

BE: To say that the Stooges themselves went through a few different casting incarnations would be a bit of an understatement…

PF: Yeah.

BE: …but did it ever reach a point where you began to wonder if the thing was ever gonna get made?

PF: [Long pause.] Nah. There were many points when people said, “It’s not gonna get made,” and the studio said, “No, we’re not doing it,” but I always figured someone else would do it. I never thought, “Nah, it’s just not gonna happen. It’s not meant to be.” I couldn’t go there, because I’d worked on the script too long. We really put a lot of time into the script. I’m proud of that script because it’s original. They look the same, think the same, act the same, sound the same, and we have some of the hits, some of the moves, but the stories are original and Stooge-like. And they weren’t easy to do. They took a lot of work, because it’s not like writing a normal movie, where you can just go in any direction and it doesn’t matter, where as long as it’s working, it’s fine. With this, there were a lot of times where we came up with something that was funny, but we thought, “The Stooges wouldn’t do it. The Stooges wouldn’t do this. The Stooges wouldn’t do that.” So it took…it was a hard, hard script to write, and that’s why I was very reluctant to give up on it. Too much work was put into it. I just couldn’t see quitting on it.

BE: Not to cast any aspersions on the final three guys, but was there anyone from the process of casting the film who was a real heartbreaker when you couldn’t get them into the film?

PF: You know, I know this sounds like bullshit, but, Will, I’m telling you the truth: I take a very Zen view of casting, and I’ve never had my heart broken casting, because…with “Dumb & Dumber,” Jim Carrey was about the 150^th guy we offered that movie to. Everybody had passed. Every single person had passed, and finally we got Jim Carrey, and it worked out in a way that was just beautiful. You can’t imagine it any other way. So throughout our career, we’ve been passed on in just about every movie by lots of guys, and I just always tell ‘em, “It’s okay, man, you gotta do what you gotta do. I don’t want you to do a movie that…” Because, you know, I always try to talk ‘em into it. I give them the old hard-sell, why they should do it. But at the end of the day, if they say, “I dunno, man, I just don’t feel right about it,” I’m, like, “Great! No problem! I have more respect for you than ever!” [Laughs.] And then we move on. Because I do believe that if you get everything in this world that you could imagine, then it’s gonna be as good as you could imagine it. But if you don’t get everything that you want, then sometimes the universe opens up and it gives you things that are better than you could’ve even imagined. And that’s how it’s been. In this case, everybody passed, ultimately, but it finally allowed us to do what we had asked to do in the beginning, which was to cast the three best people. And when we did a worldwide casting call, I guarantee you there’s no actors out there that could’ve done better than these guys. These three were geniuses.

BE: For me, Chris Diamantopoulos was the greatest surprise. Somehow you don’t expect a guy who’s successfully played Sinatra (in “The Kennedys”) to be able to turn a performance as Moe Howard.

PF: He’s a…I’m telling you the truth that he’s maybe the most talented guy I’ve ever worked with. He’s Jim Carrey talented. He can do anything. And I’d never heard of him before! He just came in, and apparently he’s well known on Broadway and has done a lot of Broadway stuff. I’ve met people since then who work on Broadway and said, “Do you know Chris Diamantopoulous?” “Oh, yeah, yeah, yeah…” But I’d never heard of him. [Laughs.] But he blew us away. And not just his acting, but his total knowledge of the Stooges and of what we were trying to accomplish. It was sort of like having a third director on set, having him there, because he really did know about what Larry and Curly should be doing as well, and he would walk them through things. Everybody was great, but he was the guy who kind of made it all happen.

BE: How did Larry David find his way into the project? I figure he’d be someone who you’d either really have to twist his arm, or else he’d say, “Oh, yeah, I got a nun’s habit right here, I’ll be right over.”

PF: I think when he heard “Sister Mary Mengele,” he giggled and said, “Ah, okay, lemme look at it.” [Laughs.] And then with Larry, y’know, he’s an old friend. We’ve been working him for years trying to get him in a movie. I said, “C’mon, man, if you don’t do this one, you’re never gonna be in one.” So he said “yeah.”

BE: Has the Catholic Church had any official response to Kate Upton’s performance in the film?

PF: There was some response, actually. The Catholic League came out, and they criticized her, and they criticized Larry David and his portrayal of Sister Mary Mengele. But, y’know, it wasn’t a…it didn’t pick up any steam. But the day the movie opened, there were a couple of press releases.

BE: Did you take any hits for the “Jersey Shore” cast potentially dating the film in the long haul?

PF: You know, the truth is, I don’t read reviews. [Laughs.] So I’m not exactly sure. And I also stay off the internet. Because I’ve gone on the internet enough for my friends to see that if they’re saying that about them, what are they saying about me? I don’t wanna know! Like, I went on for Seth MacFarlane, I was looking at some of his reviews for Ted, which I loved, and I couldn’t believe the amount of hatred and anger. Anyway, I avoid that kind of stuff, so I’m not exactly sure. I haven’t heard too much backlash. I had one guy…I did an interview with a radio guy up in Chicago, Mancow, and he said, “Look, I loved this movie, it blew my mind, I couldn’t believe how good it was, I wasn’t expecting it, but the fucking ‘Jersey Shore’ ruined it for me! As soon as they came on, I was, like, ‘Goddammit, why’d they have to do that?” And, you know, my argument is, well, if you don’t like “Jersey Shore,” that’s who you should want in that role, given that we just beat the shit out of them for the whole time that they’re on there. [Laughs.] Didn’t that give you some satisfaction?

BE: A bit, yes. [Laughs.]

PF: By the way, I do have to say this about the “Jersey Shore” people: when they were coming, we were bracing ourselves for the worst, because, y’know, you read things about how horrible they are, how annoying, they seem like a lot of work, but they showed up on time, worked their butts off, and couldn’t have been more easy-going. No problems, no whining, did everything we asked. I really liked them. I’m probably the first person in the world to say that. [Laughs.]

BE: Over the years, do you have a favorite project that you’ve worked on that didn’t get the love you thought it deserved?

PF: Wow. Ah, boy, that’s really… [Long pause.] Yeah. Y’know, it’s funny, people ask me, “Well, what are your favorite movies?” And you’d expect it to be, like, “(There’s Something About) Mary” or “Dumb & Dumber,” and I love them, but…making movies is sort of like having kids. You feel closer and more protective of the kid who never made it than the kid who went off to Harvard Medical School. That kid’s gonna do fine. But you worry about the other kid who, for whatever reason, didn’t do as well. And you tried just as hard on that one, but…so, yeah, “Kingpin” was a crusher when that came out. It did nothing. Well, it did $25 million, but that was…I went into a dark place after that. I felt that “Stuck On You” could’ve done a lot better, too. I really liked “Stuck on You.” You know, those two come to mind. And I wish “The Three Stooges” had been released in the summer. It was a terrible time to release this movie. They released it in mid-April, and the kids weren’t even off on Spring Break. They were all done with Spring Break, and…on the weekend, it opened great, but in the week, it did zero, because kids were in school. And it did okay, but I believe that if they’d released it June, July, or August, it would’ve been double. But on the other hand, you can’t control the world, you can’t control everything, and, y’know, maybe nothing mattered. Maybe it could’ve been released at the best time ever and nothing would’ve changed. But, yeah, you do feel like some of them deserved better.

BE: How was the “Unhitched” experience for you? Would you go back to the small screen after the way that series was received on Fox?

PF: Well, I didn’t…you know, “Unhitched” was something that we executive-produced, and, honestly, it wasn’t my baby. It was friends of mine who I really admire and like, and they did it, and I helped them get it made, and they went off with it, so…it didn’t leave at all a bad taste in my mouth. Yeah, I would still consider going off and doing a show. I’ve never really done a show on a day-to-day basis. I’ve never really created a show and then worked on that show. That’s something that I could see myself doing in the future, without question. But, no, “Unhitched,” I thought it was a valiant effort. I loved the guys who did it, Chris Pappas and Mike Bernier and Kevin Barnett. They’re sensational guys and sensational writers. It was fun. I believe if they’d given the show a little more time it might’ve done better. Who knows? But I have no bad feelings about it.

BE: To kind of bring this full circle by bringing up Larry David again, Wikipedia suggests that you guys wrote “Seinfeld” episode “The Virgin,” but IMDb says you just wrote the story.

PF: Yeah, we didn’t actually write the script. We pitched the idea and sold it. We went into a room and pitched it to Larry and Jerry (Seinfeld) and Larry Charles, and they bought the idea. We were given story credit, and they wrote it. So it was… At the time, we were trying to get in and wanted to get on staff with “Seinfeld,” but they didn’t hire us for that, but they bought that. When we look back in retrospect, if we’d ever been hired as writers, we would never have been able to go off and make “Dumb & Dumber” and those things. So it all worked out.

BE: Is there anything that you would’ve changed about the way “The Virgin” came out? Anything that veered way away from what you’d envisioned when you pitched the story?

PF: Nah. I thought it was great. Again, we had very little to do with it beyond the idea of…our idea was, “What happens when you go out with a woman who’s a virgin nowadays?” If the ‘50s, that was a great thing, but now, it’s, like, “What?” It raises so many questions. Why is she a virgin? Does she not like sex? Is it a religious thing? Is she nuts? I mean, what’s going on here? [Laughs.] It was the idea of taking it from the other angle and being horrified about having a virgin in your life and not knowing how to deal with it. And, of course, that led them into the next week, which was the masturbation episode. So I think it all worked out for the best for everybody.

BE: So what do you guys have on your plate for the future?

PF: Well, we’re hoping to do “Dumb & Dumber 2” next, but right now the studio and Jim Carrey are having…uh, they’re having some negotiating issues. [Laughs.] Basically, what happened is that New Line had released the original “Dumb & Dumber,” and when we got together to do “Dumb & Dumber 2”…and, by the way, as a reminder, we had nothing to do with “Dumb & Dumberer.” We never wanted to do that with young guys. We only wanted to do it with these guys. So, anyway, when everybody got together and we said, “Let’s do it,” we went off to write, and New Line cut deals for all of us. And then we gave the script to New Line, they loved it, they gave it to Warner Brothers, and Warner Brothers said, “Great, but what’s with these deals? We don’t like these deals!” And that caused a problem, because they started renegotiating deals. But I hope and think it’s going to all be resolved. But right now we’re sort of in a holding pattern, waiting to see what happens there.

BE: I’ll keep my fingers crossed. I write for the Onion AV Club, and I talked to Jeff (Daniels) right before “The Newsroom” premiered – in fact, I was talking about the range it takes to jump from “Gettysburg” into “Dumb & Dumber” – and when I asked about the status of the sequel, he said, “Oh, I’ve read the script, it’s funnier than hell, and as far as I know, we’re just working out a deal.” And then two days later, Jim Carrey said, “Sequel’s off, we’re not doing it.”

PF: Yeah, well, I think it could all be fixed. They’re still talking. Right now, as we speak, it is off. But that could change any day.

In addition to that notable accolade, Upton is also one of Sobe’s latest spokesfolk, which is how Bullz-Eye came to participate in a short but decidedly sweet little video chat with the model about her new gig with Sobe, the origins of her modeling career, and if she has any interest in moving beyond that realm.