On a recent trip to St. Barts, Courteney Cox discovered the paparazzi out in full force. "It became a joke, like, alright let's see how 'Sports Illustrated' we can get," she recalled on 'Late Show' (weeknights, 11:35PM ET on CBS).

Lounging on the beach and playing in the surf, she posed for the photographers and "was workin' it pretty hard ... I sucked it in ... My arms are stretched out. I don't [normally] walk like that!"

The actress said they didn't get anything juicy. Oh, wait. "That's not true, they actually did get something ... I had a little nipple slip."

Cox seemed genuinely surprised when David Letterman then pulled out the picture of her wardrobe bikini malfunction. "Wow, Dave, that's not pixelated or anything!"

The host said, "I don't know if we can show that, but, uh...," he did it anyway, turning the picture toward the studio audience. (Of course, it was blurred out for broadcast TV.)