John Stamos, TV's other Uncle Jessie, hooks up with Nasty Girl Vanity in this campy B-movie. This flick also features Gene Simmons as a sociopath transvestite, just for extra shits and giggles. Only worth watching to see Princes ex get naked like she should have in The Last Dragon. Sho Nuff!

Natasha Gregson Wagner tries to follow in her parents famous footsteps, except with five times the nudity and a hundreth the acting ability. Here she plays a sexy psycho vampire chick in one of two Casper Van Dien movies to make the list. She can suck me anytime, as long as she doesnt bring that freakish little girl from "The 4400" with her to predict how fast I'll blow my load.

Alex P. Keaton would burn his red power ties if he saw Justine Bateman flashing a desperate housewife with her walleyed pingers.

While Kirsten Dunst doesnt actually get naked, she shows enough rock hard nipple through tank top and camel toe-through panties to get this movie banned in any Muslim country. Much hotter than the 69 kiss from Spider-Man. This movie only qualified because of the brief nipple slip in the Mexican street fair scene.

This is as good as it really gets. Helen Hunt exposes the goods while scrumping that kid from Mask. Now you wont have to keep freeze-framing that brief tub shot or her wet t-shirt scene with Jack Nicholsons bald noggin in the shot.

Claire Danes whips her tits out for a painter to prove she is a women. The scene is brief, but if I didnt tell you about it: what are the chances you would have ever watched a movie about a gay man who plays all of the female parts in Shakespeare plays?

Law and Order CIs Kathryn Erbe doesnt keep any degrees of separation between her and Kevin's Bacon in this flick. Make sure to revisit "OZ" on DVD if youd like to get a look at her bearded axe wound.

Features the infamous scene of Sandra Bullock having hot jungle love sex in her only nude scene ever, though I have probably beat off to her more from watching her in those poured on pants in Demolition Man.

This movie still lives up to its name, even though it was not the Seymore Butts film I was anticipating. The high point is definitely seeing Ainsley Hayes (Emily Proctor) whip out her calcium carriers for Davids Schwimmers.

Legally Blond star Reese Witherspoon comes out of her shell and her top in her only known nude scene. Too bad she still has a face like a smashed grapefruit.

Crazy white chicks getting naked and chasing each other around? Fuck yeah! Jennifer Jason Leigh really isnt much to look at, but throw in some Bridget Fonda butt cheeks and the fact that any bare breast is a good bare breast, and youve got yourself a darn fine movie.

The only time Gillian Anderson ever released her sand dollar nips. Too bad Mulder never got her to do a guest spot on "Red Shoe Diaries".

Juliette Lewis, former President of the Itty Bitty Tittie Committee, shows us how she got elected. I tried to toss one off as she stripped and oiled up her twelve-year old boy's body. It was like trying to jerk off to Dudley with his shirt off in that child-molester episode of "Diff'rent Strokes", so I pressed stop, grabbed my trusty copy of Savage Beach and did some diff'rent stroking of my own.

Id be much happier to see the Underworld hotty naked now, pealing off that sexy pleather suit, but this clip from early in her career proves why Kate Beckinsale still deserves her 15 minutes of fame. Good thing she got rid of the awful bob hair cut, though.

Newcummer Joanna Pages naked stand-in scenes with Arthur Dent top the list of reasons to see this sappy Hugh Grant snoozer. A couple of bonus tits thrown in by Laurey Linney also help. If they could have gotten Kiera Knightley (who got her break as Natalie Portmans doppelganger in Star Wars: Episode One) to bare boobies like she did as an 18-year old in The Hole, then this movie would be five times more likely to bend my Beckham.

Fuck Dina Meyers- who is that hot black chick in the shower with the perfect ass? And why did I have to wait for two years after this movie to finally see Denise Richards get naked in Wild Things, which did not make the list because of her awful boob job? This movie, however, was her Demolition Man with those tight pants

Selma Blair, the skinny chick who locked tongues with Freddie Princes girlfriend in Cruel Intentions, gets split in half by some big black dong in a scene that re-defines Jungle Fever.

Minnie Driver pops out some nip in this period piece. If you want to see her in her full un-bulimic glory exposing the bush, youll have to get an import a VHS of Mr. Wroes Virgins from the UK.

Alex Kingston of "ER" fame shows the world what she is made of; a hot British accent and curves like the Fuji track on Pole Position. Between Alex and Ally McBeal's roommate, Daryl, from "ER", had a nose for child-carriers as well as child-feeders.

Kim Catralls howl is priceless in this movie. She's also hot dry-humping her bike in the original Police Academy, and in Big Trouble in Little China.But by the time she got to her over-sexed role in "Sex and the City" you'd need a bottle of Southern Comfort or a time machine to get a boner looking at her.

Sean Young shows the world why everyone loves a crazy girl from Cleveland who hates Kevin Costner. Sadly, shell never take Halles crown though.

Kate Capshaw, Mrs. Spielberg, gets in on with Elle MacPherson; nuff said. Though it was hard to include this one over Elles numerous nude moments in Sirens. I think her sister Mimi would have knocked Elle off the list altogether if her little home movie featuring her rubbing her crotch before getting decimated, praying mantis-style, had gotten a theatrical release.

Gweneth Paltrow bares all to make up for the unflattering nude rooftop paparazzi photos we were all forced to look at for years. Looking at her naked is greatly enhanced by hair, makeup, and an unhealthy dose of Vaseline on the lens.

Holly Hunter shows off her hard body and gets some from the disgusting Harvey Kietel. See number 87. Holly also gets props for super hot scenes in Crash and Thirteen, a movie about teenage girls kissing and Holly Hunter showing Billy from "Six Feet Under" all her milfy good bits.

Not to be confused with the Adam Horowitz classic Lost Angels, this flick features a nude scene from the super hot Allison Eastwood. Clints daughter also appears nude in Friends and Lovers, but the quality of this scene is much better.

I never knew Asian women could have gorgeous bright pink nipples until I saw the peppermints on Ariane. Of course, it is none other than Mickey Rourke on the receiving end of this rare gift. I think he is involved in more scenes on this list than any other actor.

Mia Sara is so hot that I know women who get hard when they watch this movie. Shit, Ive almost blown a load during movies where she keeps her clothes, on like Legend and Ferris Bueller's Day Off.

Dana Delany single-handedly re-popularized the triangle muff with her dominatrix role in this movie. Thank God her and Rosie ODonnell didnt switch parts; it would have instead re-popularized fat women with penises. For the record, rubbing a stick of butter on nipples is about as appetizing as putting Miracle Whip on an Oreo.

This is the pinnacle shot of bare breasts in a PG movie. Joyce Hysers tits will go down in history as the best in a long line of PG-rated boob shots.

Bo Derek covered in honey always reminds of the Ohio Players album cover for Honey. Any movie that reminds me of sexy seventies album covers has to be on the list.

I could have used Sheena, Beastmaster or Sins of Desire, but after years of searching, I found this shit-awful movie about a peeping Tom which contains Tanya Roberts' very best nude performance on film.

Thank God this movie isnt about that time of the month. Elizabeth McGovern is both cute and annoying in her nude scene. It happens early in the movie, so you can just watch something else when its done.

Rosanna Arquette may look like she could bite the head off of a large dog, but her tub scene is the only thing that I got a kick out of in this Jean-Claude Van Damme stinker.

Katie Holmes lets the puppies out to play just before Greg Kinnear chokes the poop out of her. She is yet another psycho bitch from Cleveland to make the list. Must be something in the water up there in Northeast Ohio... like flaming garbage.

Many people have seen Wedding Crashers' mean girl Rachel McAdams in her brief love scenes in The Notebook, but few know about this rare gem that features her topless skinny-dipping in good light. Now if only she could act.

Not only does this movie show in graphic detail Chloe Sevigny blowing Vincent Gallo, but she actually swallows, too! Thank Zeus a blowjob is the big pay off. With a name like The Brown Bunny, I was worried this might be some kind of German Scheie film.

Its not that Im such a perv that I like seeing 12-year old Brooke Shields run around as a naked pre-teen hooker so much as the fact that she is naked and the movie is good, so it deserves to be on the list. At least thats what I told the Feds when they tried to confiscate my copy. There is also plenty of Susan Sarandon nude in her prime to justify pulling out the jerk sock and some Lubriderm.

One of many Mickey Rourke entries on the list- this time featuring the modest mocha tits of Cosby Kid, Lisa Bonet, covered in sweat, blood pouring from the ceiling, and Mickey giving it to her like they're about to abolish the mercenary position. I wonder if shed like a lick of my Pudding Pop.

Piper Perabo gets lost in Jessica Pares gigantic tits while the OCs Misha Barton deliriously looks on. Then Piper kills herself. At least that should put an end to those rumors of a Coyote Ugly sequel.

Sherilyn Fenn has always been a crowd pleaser, but I was more stoked to see Kristy McNichols tits. I have had a thing for her since her puffy nips first pinged through a shirt in Little Darlings. Too bad she looks like she got smacked with a shovel now.

Patricia Arquette releases the fun bags in multiple scenes as both a blonde and a brunette. How did she know I liked role-playing?

Not quite as risqu now as it once was, but I can still remember seeing thirty feet of Sharon Stones labia when I saw this in the theater. Ill admit to having a crush on Sharon since her days in Allan Quattermain and the Lost City Of Gold, Police Academy 4, and her PG bare-boob shot in Irreconcilable Differences.

Even with plenty of Nicole Kidman and about 60 other naked chicks, this movie could still do without the awful one-note piano music and about 70 less minutes of Tom Cruise walking. There is more pointless walking in this movie than in Jackie Brown. The former Misses Cruise also gets honorable mention for Birthday Girl, and her two firecrotch-baring scenes in Billy Bathgate. Too bad her forehead is bigger than her ass these days.

As much as Natasha Henstridge will always give me wood, Marg Helgenbergers cock-starved eyes in her scene with Free Willys Michael Madsen might just take the cake.

Yes, Kim Basinger is the thing that hard-ons are made from. Im starting to wish I could just go back in time and be Mickey Rourke. Basinger almost made the list two more times for The Getaway, which also features a super-hot Jennifer Tilly scene, and for The Door in The Floor, where she gets nailed doggy-style by a teenage boy and Mimi Rogers shows every little bit of why she was too much woman for Tom Cruise.

Molly Ringwalds only nude scene. Now you can return Penis in Pink, because that one actually stars Holly Rimballs and not the natural red-headed beauty from Sixteen Candles and The Breakfast Club. However, her real best non-nude performance was of course in Spacehunter: Adventures in the Forbidden Zone. To bad that zone wasnt her Irish gobbler.

This movie would have completely sucked without the man-faced Rene Russos baby feeders. They should go back and re-shoot her tits into Freejackto make Emilio Estevez watchable.

Forget about Daryl Hannah and Jennifer Tilly; when Sandra "Oh Shit gets Sideways in this stripper flick, youll thank me for recommending this one. I can jerk off to "Oh My Lord " in "Arliss" if I remember this movie and think about painting her horn-rims with my little white infantrymen.

Just take those old records off the shelf, and see if Rebecca DeMornay can play them with her pingtastic nips. How can you not like a woman who opens her snack bar right on the Chicago El?

The first time I saw her nude was in Cyborg 2, then in Foxfire, and damn, was she hot in Hackers, even with her Romulan hairdo in that flick. But then Angelina Jolie got serious about her nudity and brought new meaning to "Its Not TV, its HB Oh damn she got some big ole titties!"

Amy Smarts boobage was the quintessential moment in modern day R-rated comedy flashes. I swear, I would suck that flat nose right off her sexy face! Beats all the nude scenes in Eurotrip combined, though, the second Harriet The Spy decides to get naked for real instead of some fake car flashing, my vote might just change.

Not the raciest nudity ever in a movie, but every shot of Ted Turner's ex in this movie is boner-fide sexy. This movie was so influential for adolescent males when it came out that Duran Duran took their name from it. For real, maggots.

Had to make the list, because it has turned into my favorite simple drinking game. Anytime there is a bare breast or bad dialogue, drink. I guarantee you have never been this fucked up in your life. Who ever thought theyd see one of the "Saved By The Bell Chicks" naked, especially Jessie Spano? Who else thought Jessie was the last fucking "SBTB" chick you wanted to see get naked?

Thora Birch is way hotter in this movie than in Patriot Games. I think I was way more disappointed than Kevin Spacey when Mena Suvari finally got naked. For a teenage girl, she looked a lot like a hungry, forty-year-old women with her shirt off.

Demi Moore could have made this list for any number of movies, but she only makes it on my list for the movie featuring her awesome natural body, not the one Bruce bought her later; although Ill admit, she did look pretty good in that shitty Striptease flick. Demetria, as her mother named her, also deserves credit for starting an entire fetish genre based on pregnant women from her 1991 Vanity Fair cover. You know you wacked off to it, you sick fucks.

The Movie that officially made Helen Mirren the first GILF on film. Shes always been a hot piece of ass, from her bush-baring breakthrough in Age of Innocence all the way to her most recent boob shot in Calendar Girls, but nothing beats this landmark performance for a women her age. Keep 'em swinging, grandma!

Look ma, kids having sex. Lots of sex. Lots of hot sweaty kid sex. And then they kill someone. Good movie. Do yourself a favor and check out some of director Larry Clarks other teens-humping-teens classics like Ken Park, Teenage Caveman, and of course, Kids. Bully, however, has by far the most nudity of all of his films.

Phoebe Cates popping her top by the pool is the McDonald's of jerk-off scenes, with over 7 billion hard-ons served.

Julianne Moore airs out her crotch for the duration of a scene in this Robert Altman drama. You almost want her to put the damn thing away by the time the shot finally ends. Personally, I have to admit to enjoying Frances McDormands nude scene as well, though I would have gladly given it up to have not seen Huey Lewis purple robe. It beats her tit flash in Laurel Canyon. This tit-tastic classic also features nude scenes from Madeline Stowe, Anne Archer, and the funniest actor in Footloose, Lori Singer.

Lucy Liu strips down to the bone and gets boned while suffering multiple snakebites. Believe me, I cant make this shit up.

The movie is crap, but Christina Ricci finally gives you something to look at on-screen besides her giant forehead. Who knew she was hiding that awesome bod! I had really figured her for future porker status after seeing Casper.

Joan Chen and Anne One Flew Over The Cuckoo Heche rub the shit out of each others twizzers in the un-rated director's version of this flick. Probably the best girl-on-girl scene in a non-porno, ever. Not to mention the fact that you get to see Christopher Walken threaten to steal the manhood of Manny from Scarface.

The word itself has come to epitomize the entire genre of soft core with a million non-related sequels and rip offs. No Krista Allen clone version can top the pure sexual exploration of Sylvia Kristel's original though.

Spy Mom Carla Gugino has a body to sin for. Id stump her even if she was missing all her limbs. Big surprise; Mickey Rourke makes his movie comeback in this scene. I think Wild Orchid is his only movie containing nudity that didnt make this list.

Praise black baby Jesus. Stacy Dash finally gets naked in a movie. My life is complete. Anyone wanna buy a copy of Clueless, Renaissance Man, or Mo Money? I wont be needing them anymore.

I almost walked out of the theater when I realized that Laura Harrings snatch had been air brushed out of her nude scene, not to mention the fact that I had about as much of a chance of understanding this movie as I do of teaching Gary Coleman how to dunk. I called off the hit on David Lynch after Naomi Watts unleashed her perfect hardbody, rubbed her pink taco, and then made out with another chick. Good save, David, but next time dont leave the hot shit until the movie is almost over. Especially when it involves Tank Girls sexy sidekick, who also deserves to be mentioned for 21 Grams. The plot of that flick may also make you want to shoot yourself, but Sean Penn sucking the pink right off of Naomi Watts nipples will make you want to shoot a load almost as much as the girl on girl in this flick.

A naked chick with a gun will always do the trick for this horny old vet, even if Amada Peet does occasionally look like a cross-eyed wombat.

A young Jennifer Connelly getting her nude beach on. Thank God she waxed her highly visible unibrow from Career Opportunities. Connelly also receives high marks for Inventing The Abbots, Mullholland Falls, Some Girls, House of Sand and Fog, Of Love and Shadows, and especially for her bush-baring scene in Requiem For A Dream which was the only thing that kept me awake through that film. Id love to get lost in that Labyrinth. Shit Ill even watch Higher Learning from time to time, just to see her tongue Kristy Swanson. But even with my great admiration, I couldnt let her dominate the whole list, so she only gets this one entry.

You would expect a movie about the porn business to make this list. You would also expect that after seeing Mr. Funky Bunch bed down Heather Goddamn Graham over 100 times that I would stop getting a raging boner each time. But I dont. Heather Grahams tits are the alpha and omega of the movie breast universe in Killing Me Softly too, but thats just not as good a movie. Shit Ill still watch old episodes of "Scrubs" or "Twin Peaks" just for the chance to look at her. I wonder if that show was named after her?

You dont know shit about naked women in movies until you've seen Angie Dickinson in this bootlegging and bank robbing classic. Shit, Captain Kirk even has trouble handling that much woman in this flick.

Lea Thompson was even hot in a t-shirt and panties in Howard the Duck, but here she gives mis-cast high school gridder Tom Cruise the ultimate reason to never use anti-depressants- hair pie.

Not only does Liv Tyler whip out her left boob, but The Mummys Rachel Weisz spends some time sunning her cooch by the pool. Finally seeing Liv naked makes up for all the teasing in Empire Records and One Night at McCools, but she still owes my at least 13% of my admission fee for Armageddon. I plan on getting the other 87% by slowly puncturing Afflecks aorta with my knee.

Pam Grier, all tied up with no place to go! Fuck yeah! Many a white man wanted a taste of Coffy after seeing this Blaxploitation classic.

Thank god Nicole Eggert did this flick after "Charles in Charge" and before her "Baywatch" boob job. I truly believe this was the last watchable film featuring both Corey Haim and Corey Feldman, and by watchable, I mean fast forwarding to the multiple scenes of Nicole Eggert getting her axe wound invaded by one of the Coreys.

She first shocked me with her uber-hot boob shot in the otherwise mediocre Swordfish, which at least was better than her brief flash in Introducing Dorothy Dandridge. Monster's Ball however contains a sex scene with Mr. Slingblade that is so awesome it won a fucking Academy Award, in spite of the fact that Puff Daddy had a part in the film. Make me feel good; you're goddamn right I will. Any time, any place Halle. You just let me know. But Ill do the driving, because psycho chicks from Cleveland should not be behind the wheel.