Nude scenes. Some years ago, Entertainment Weekly did a story about the effect nude scenes had on a generation of young people growing up in the 80s. At its core was the idea that, unlike today, where you can just press a button and see boobs and butts any time you want, it used to be a lot harder to see that most 'holy of holies'.

There was a time when some of the scenes on this list were all that we had! As time has gone on, even with the proliferation of ways to see nudity, a really good nude scene still manages to get our hearts (and other things) racing. Even here in 2013.

So feast your eyes on (maybe not the best, or greatest but...) the Top 30 Most MEMORABLE Nude Scenes in motion picture history over the past couple of decades. Sorry ladies, this list is quite male specific...But we did throw in some guys just to make things interesting.

Are you ready? Set...Go!

1 Phoebe Cates in Fast Times at Ridgemont High

Phoebe Cates in Fast Times at Ridgemont High

These few minutes of celluloid glory are the cream of the crop. You had the beautiful Phoebe Cates, the stuck-up hottie who stole every scene she was in, baring her perfect breasts in a slow motion crawl out of a pool! Set to The Cars "Moving In Stereo", this stylized slice of cinematic gold ranks right up there with such famous paintings as Arthur Hacker's "A Female Nude" and Paul Cezanne's "A Modern Olympia." Why is it our number one pick? Cause 9 out of 10 times, when both girls and guys between the ages of 14 and 79 were polled, this moment was always mentioned first! Way to go, Phoebe. Your contribution to cinema will live longer than most others.

2 Sandahl Bergman in Conan The Barbarian

Sandahl Bergman in Conan

Okay, if you were at all aroused by the painted image of Bergman on the Conan The Barbarian poster, you more than got your money's worth when you saw this film. Lit in a gold-like orange that predominates the entire film, the scene where Mrs. Bergman disrobes has the same feeling as opening a treasure chest and seeing a glorious bounty. Considering how revealing her outfit was throughout the film, it was incredible to finally see everything she had been hiding, that is, if you're mom didn't reach from behind the seat and cover your eyes! This is definitely one for the older audience, but it remains a strong reminder of why nude scenes are so great!

3Heather Graham in Boogie Nights

Heather Graham in Boogie Nights

If you had been in love with Heather Graham since License to Drive and then followed her in interesting roles in mostly independent fare, it was something of a religious experience to see her undress in this film. Clad in nothing but socks and her roller skates, this lovely creature, on cue, bares it all. Having never seen her nude in a movie before this, it was almost like she was finally able to do something she always wanted to do and viewers always wanted to see.

4Halle Berry in Swordfish

Halle Berry in Swordfish

Yes, you can watch Monster's Ball and see more of Halle Berry's lovely boobs, but in Swordfish, this basically 'blink and you'll miss it' moment had gravitas. Swordfish was an $80 million film. It was an event movie with some of Hollywood's biggest and best. Amidst this high concept film, even more than the spectacular action sequences, the biggest thing people talked about were Berry's mammary glands. Why? First of all, it was the first film that Mrs. Berry did where she showed off this part of herself. Secondly, it didn't really have a point other than to drive interested parties (myself included) to the theater to see these things on the big screen. And third, no one at the time, or even now, would shut up about the extra cash she was paid to go topless.

5Angelina Jolie in Foxfire

Angelina Jolie in Foxfire

While she's disrobed in a number of films, the first is always the best! And there's nothing quite like watching the iconic Angelina rip off her shirt before giving real-life lesbian lover of the time Jenny Shimizu (also topless) a homemade tattoo. Maybe the film has fallen off the radar, but this all-girl romp finds four teenagers rebelling against the system to take a stand against the injustices of The Man. Its a feminist empowerment coming-of-age tale that still knows how to show a little skin, and it marked Jolie as someone who was willing to take risks and bare it all! Maybe we've forgotten about Foxfire here in 2013, but we'll never forget the moment this golden goddess ripped off her shirt for the first time, preserving her fine form in celluloid amber like a mosquito waiting to have its DNA extracted. Can you imagine a park full of nothing but naked Jolies? We sure can.

6Shannon Elizabeth in American Pie

Shannon Elizabeth in American Pie

Before American Pie, there were a spate of teen movies from the 1990s that were just too nice. They'd be filled with hot girls and guys, yet we rarely got to see any skin. When we did, it was usually not of the person we most wanted to see. In many ways, American Pie broke all those rules when it showed the statuesque Elizabeth in all her glory. This film suddenly rose to a whole other level. Add to that, that this movie showcased the idea of a woman unknowingly pleasuring herself on a webcam, and American Pie can be seen as the film that touched off the current webcam porn environment currently thriving on this here internet.

7Sharon Stone in Basic Instinct

Sharon Stone in Basic Instinct

Basic Instinct is a like a smorgasbord of Sharon Stone nude scenes. Take your pick? The opening shot where she, completely naked, straddles an unsuspecting man before killing him? (Okay, it may have been a double, but so what!) Or, the most scandalous scene of all, the quick moment where, under interrogation, Stone's Catherine Tramell character bares her honey pot? Its the most paused moment in cinematic history! Yet, the list of great nude scenes in this movie just goes on and on. Basic Instinct's brilliance is how it took a completely softcore, Cinemax-type premise and, through some well placed nudity that completely served the story, elevated it to high art.

8Michael Fassbender in Shame

Michael Fassbender in Shame

Women usually find themselves left out of all the nudey fun when they go to the cinema. Not in Shame. Within the first few moments of this film about a sex addict (Fassbender), the silver screen is graced more than a few times with fairly long shots (no pun intended) of Fassbender's magic stick. This gets less overt as the film goes on, but no less important either.

9Maggie Gyllenhaal in Secretary

Maggie Gyllenhaal in Secretary

Exploring the relationship between a dominant boss (James Spader) and his submissive assistant (Gyllenhaal), Secretary, like Basic Instinct, has quite a few juicy scenes to choose from. Do you prefer the spanking scene in the boss's office? Gyllenhaall, exposed rumpus in the air, being fondled by Spader? Or, the scene where he bathes her? Whatever your proclivities, Secretary really examined the primal human need to see, feel and savor another human being, whatever the cost.

10Sherilyn Fenn in Boxing Helena

Sherilyn Fenn in Boxing Helena

It is a testament to the loveliness of Sherilyn Fenn that despite being on screen as an amputee, we can't resist any and all chances to see her naked. Like the late Chris Penn in no_movie|The Wild Life (he tries to get Fenn to undress in that film), we are able to block out the situation at hand, focusing instead on when and where she might undress. Fenn was known for not being shy in front of the camera, which made Boxing Helena, despite it's quirky premise, a film we all had to see at some point.

11Charlize Theron in 2 Days In The Valley

Charlize Theron in 2 Days in the Valley

Alright, Charlize is pretty much a perfect, physical specimen. She's tall, has angelic facial features, and physical looks like something Da Vinci would have painted. Which is what makes this nude scene so incredible. Shot like something in one of those softcore Playboy films, not only does Charlize give us the goods, it is stylized to maximize every moment of this religious experience. Also, it was her thearical debut, so she couldn't have been introduced in a better way to millions of moviegoers who would instantly fall in love with her.

12Olivia Wilde in Drinking Buddies

Olivia Wilde in Drinking Buddies

Skinny dipping scenes are usually devices to show us a good looking girl in the nude before she gets killed. In the case of Olivia Wilde's interlude with the nude, she is trying to get Jake Johnson to swim with her in this boozy indie. Sure, it would have been nice to have had a little more style (ie. lingering) with regards to camera movements, but Wilde is one of the best looking people in the world, so we'll take what we can get.

13Alyssa Milano in Embrace of the Vampire

Alyssa Milano in Embrace of the Vampire

Before it was cool to start hugging on vampires, Alyssa Milano got to snacking down on some hotness in this 1995 cheapie that finally gave a million drooling Who's the Boss? fanboys what they'd been waiting ten years to see. The first time America's sweetheart disrobes in this jolly little thriller is wroth all that pent-up anticipation, and its few selected scenes of nudity have probably been enjoyed a million times more than the movie itself. While Alyssa Milano is still quite the looker, we'll never forget the first time she gave us a little more of herself, even if she was surrounded by a bunch of fangy douches.

14Anne Hathaway in Brokeback Mountain

Anne Hathaway in Brokeback Mountain

Before Brokeback, Anne Hathaway was seen as a "good girl." She had been a Disney darling, doing movies like The Princess Diaries and Ella Enchanted (basically a Disney film). So imagine our surprise when we went to see the self-proclaimed "gayest" film of the year, only to witness Hathaway pulling her top off in the back seat of a car! Direct and to the point, her moment in the buff was everything a nude scene needs to be memorable.

15Linnea Quigley in The Return of the Living Dead

Linnea Quigley in Return of the Living Dead

When we think of places we want to see a strip tease, a graveyard certainly has its merits. Clad in strawberry red hair and all manners of 1980s clothing, Quigley bounces onto the screen and allows viewers to revel in all of her naked magnificence. You've gotta respect a woman who can do a full nude review not only among the dead, but also with an audience wielding flares. Add to this that we know a zombie attack is looming, and this scene might just be the best one on the list. At least for some of us (yes, I'm looking at you).

16Reese Witherspoon in Twilight

Reese Witherspoon in Twilight

Reese, like Hathaway, was always seen as a good girl. Someone who was making movies to save the world and uplift humanity. Then the opening scenes of the real Twilight started and we saw our beloved Reese traipsing across the screen revealing her ample bosom! And even stranger...This girl, who we have thought of as being a little girl, shows us just how grown up she is by remaining topless for quite a bit of time. Some may disagree, but I believe this scene did more for her career than turns in Freeway and Legally Blonde combined!

17Jessica Biel in Powder Blue

Jessica Beil in Powder Blue

One has to give Jessica Biel a lot of credit...She knows how to pick her nude scenes. Yes, we loved seeing Halle and Olivia show their goodies, but those scenes were mere blips on the screen compared to what Biel provides for us here. Playing the stripper Rose-Johnny, Biel seduces us every second of the way as she dances across that stage. Considering the erotic nature of this otherwise serious storyline, it is a testament to Jessica Biel's persona that this scene resonates the way it does, even after some years have passed by. And, hey, its Jessica Biel.

18Meg Ryan in In The Cut

Meg Ryan in the Cut

This movie came at an interesting time for Meg Ryan. Up until to this point in her career, I believe the only skin we'd seen from Ms. Ryan was a single boob in The Doors. Well, that came out in 1991 and In The Cut hit theaters in 2003. One almost gets the sense that Ryan had, no pun intended, played things too close to the vest and was trying to make up for lost time with her fairly graphic nude interlude with the Hulk (Mark Ruffalo). Or, after going through a rough divorce with Dennis Quaid, maybe this scene was a way of paying him back in some way? we'll never quite now, but we're happy she did it here, before she got any further along in her career.

19Sarah Silverman in Take This Waltz

Sarah Silverman in Take This Walts

Added Bonus: Michelle Williams

Alright, so this scene of Sarah Silverman and Michelle Williams in the shower isn't some stylized piece of Zalman King produced brilliance. Would we expect anything else from a film by Sarah Polley? However, nude scenes with people like Sarah Silverman and Michelle Williams don't grow on trees so...Lets just take what we can get and appreciate being handed two for the price of one!

20Ken Jeong in The Hangover

Ken Joeng in The Hangover

Admit it, this moment is seared into your brain tissue. When Ken Jeong's Mr. Chow bursts out of the trunk of tha car he's been stuffed in, we notice first that he's been in the trunk the whole movie...Then we notice that he's nude! I'm not sure what this says about this scene, Jeong's anatomy, or anything else for that matter. One thing is for sure, when this happens, it's a surprise. And that might be all that is needed to make this list. Also, come on, mentioning it now, you can see it all too vividly, can't you?

21Katie Holmes in The Gift

Katie Holmes in The Gift

Okay, while Holmes hadn't been doing the same types of movies that Anne Hathaway and Witherspoon did before she first exposed her breasts, she was widely known as Joey Potter on Dawson's Creek. While the hit status of that show was in many ways a blessing, the curse comes in an actress like Holmes only being seen as that single character. So imagine how great it was to see Katie break a little bad and show off her rather sizable hooters in this cool, southern gothic tale. One thing is for sure, after seeing this movie, you will never look at Katie Holmes the same way again. And you'll forgive Tom Cruise for all that couch jumping.

22Kathy Bates in About Schmidt

Kathy Bates

We love, appreciate, respect, and as movie watchers, will always support older women. However, there are older women that we would rather not see naked. Kathy Bates is one of them, which is why, when she bares it all for her spa scene with Jack Nicholson, we were a little taken aback. Or, rather, completely shocked! This moment didn't appear without a lot of media hype, and the fact that, after all that, it was still reeling to see her bare all really says something about the power of people like Kathy Bates going nude. You know you remember it, probably more than any other moment on this list!

23 Erika Eleniak in Under Siege

Erika Eleniak in Under Siege

The great thing about Under Siege is that, despite the fact that former Playboy model Erika Eleniak displays her cans, this is still a really fun action movie. The moment we see Eleniak's character, we have a pretty good idea that at some point, she is going to be naked. The only question is how and when. However, this movie is so well done that when it finally happens, we actually forgot that we were waiting for it, so it turns out to be an even bigger (again, no pun intended) surprise!

24P.J. Soles in Halloween

P.J. Soles in Halloween

One great thing about seeing nude women in the films of the 1970s was that it wasn't a big deal. I say this because not only do we see P.J. Soles exposed in a love scene, we see her nude after the scene, before she gets killed and then when she gets killed. Sure, these are fleeting moments, but if you add them all up, that is quite a lot of screen time...And still one very memorable scene, all told.

[25] Bo Derek in Bolero

Bo Derek as Bolero

There were a lot of gloriously nude women in the 1980s. Many of them were incredible to see. Some of them were not that great. Bo Derek was always a looker and the image of her perfectly nude body sitting atop that black stallion, still resonates as one of the most arousing scenes to ever be lensed. Sure, we could have went with her scenes in 10, but the most iconic one finds her in a bathing suit. All in all, in terms of nudity, Bolero remains much more memorable.

26Richard Gere in American Gigolo

Richard Gere in American Gigolo

Like Michael Fassbender in Shame, Richard Gere "struts his stuff" throughout most of this film, and has no shyness about it. Nor should he. Heck, if I looked that good I might write stories in the nude, too. As it is, for me, the more the layers the better!

27Christina Ricci in Bel Ami

Christina Ricci in Bel Ami

Sprawled out on a bed like a famous painting that never was, Christina Ricci appears to be cashing in on her promissory note of hotness from 2006's Black Snake Moan. While I don't personally go for films that take place in the time period of Bel Ami, one cannot deny the sizzle that Ricci brings to the screen. As a woman of means with a lot to offer, she isn't shy about revealing her most valuable assets here, and its something we've waited a long time to see.

28Gemma Arterton in The Disappearance of Alice Creed

Gemma Arterton

I hate to say it, but this is one of the few nude scenes that you might feel bad about enjoying. Which is precisely what makes it memorable enough to be on this list! Gemma Arterton is tied up, and at the same time, she's a willing participant in this bondage scene that only leaves a few things to the viewer's imagination. You wanted to Gemma nude? You got it! Just be careful what you ask for next time.

29Corey Haim in Blown Away

Corey Haim in Blown Away

Added Bonus: Nicole Eggert

What made the film Blown Away so incredible was that, aside from the copious amounts of nude scenes between Eggert and the late Haim, this movie was essentially a softcore porn for twenty-somethings and below. It appeared on cable TV late one night in 1993 and then it (once again, no pun intended) exploded! Everybody I know has seen this movie. This being the pre-everything's available on the internet days, tapes were passed around, and this movie was forever in perpetuity. It literally made no sense. How did a film like this exist? Was it even legal? I didn't know it was possible for child stars to have this much sex on screen. If you grew up in the 80s, you certainly never forgot it, and probably still dust off that old VHS copy and watch it.

30 Julia Montgomery in Revenge of the Nerds

Julia Montgomery in Revenge of the Nerds

So, the way those nerds got their photos was a bit questionable (panty raids would probably result in lawsuits nowadays), but they had to give the members of Pi Delta Psi some sort of comeuppance, right? Those moments where Lewis (Robert Carradine) managed to capture Betty (Julia Montgomery) in all her glory is a thing where legends are born, and for many growing up in this era, it was the first naked woman they ever saw. Of course it would be memorable.

31 BONUS: Julianne Moore in Short Cuts

Julianne Moore in Short Cuts

You've gotta hand it to the ageless Julianne Moore. Usually, women show their boldness by going topless or even full nude. Well, Moore completely flips the script on that by going bottomless in her scene. Even today, a woman showing the 'holiest of holies' is still fairly taboo. That Moore did it in Short Cuts (in 1993!), one of Robert Altman's best movies, a critically acclaimed tour de force no less, only further cements just how special Moore, and this scene, truly are.

32 BONUS: Madonna in Body of Evidence

Madonna in Body of Evidence

Your first thought might be "Yeah, duh," but one needs to remember when this movie came out. Her "Sex" book had hit shelves in 1992. This movie hit in 1993. Based on that book, there wasn't really too much left up to the imagination regarding Madonna's anatomy. That she was still able to arouse and shock with what is essentially a straight-to-VHS thriller, says a great deal about her star power and her erotically charged nude scenes. We'd seen her naked before, but we'll never forget her body in Body of Evidence.

[33] BONUS: Deborah Richter in Hot Moves

Debroah Richter Hot Moves

No list would be complete without mentioning this often forgotten hottie from the 1980s. What makes her scenes so spectacular is how understated they are when they occur. There's a scene on a nude beach where she's in the raw with all of her friends. Then there's the final scene where she goes topless. In fact that scene is almost anti-climatic. Why she makes the list is how great she looks with her clothes on. "Huh?" You say. Well, Deborah Richter manages to tease us in anticipation of how she might look with no clothes on, and she manages to weave that web so well, that when it finally happens, it's almost a let down. True story!

34 BONUS: Amanda Seyfried in Lovelace

Amanda Seyfried in Lovelace

Sure, the lilly white Seyfried is thought of as a mere girl on this list filled with woman, but what she manages to do in Lovelace all but erases such tripe as Mamma Mia! and Dear John. Yes, Seyfried looks great in the raw. However, the gimmick of her nudity isn't what holds our attention. At 27, she shows a poise beyond her years. Even more than that, she makes it known that among her peers, she's the one we should all be watching.

35 BONUS: Betsy Russell in Private School

Betsy Russell in Private School

Russell can best be described as a reluctant 80s hottie. Being a real mean girl way before it was in style, she dazzles here as the delicious Jordan Leigh-Jenson. Sadly, after this, she never really returned to this sort of role again. She opens the film in nothing but a towel (and shows her muff if you pause the scene once said towel is surreptitiously removed), and then pays homage to Bo Derek by riding topless on a horse for all to see. However, what ties all this together is the fact that the person singing the song "How Do I Let You Know" during this glorious scene, is none other than Phoebe Cates, who tops our list! See what we did? We brought it full circle!