Octomom Madonna Inspired Me to Go Topless

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We can all thank Madonna for Octomom's topless album cover ... because the mother of 14 says the pop icon inspired her to bare it all for her music.

As TMZ first reported, Octo is releasing a single with reality TV star Adam Barta -- but they've changed the title of the song from "Get on the Dance Floor" to "Sexy Party."

Sources close to Octo tell TMZ ... the cover art for "Sexy Party" is 100% Madonna inspired. We're told the pop singer's "Like a Virgin" style and need to sing about liberation struck a chord with Octo and she wanted to pay homage to that with her album art.

Sources tell us ... the crosses in the background, the rosary and even Octo baring her boobies (sans nipples) was all in honor of Madge.

Just in case you forgot, the single drops September 4... so there's still plenty of time to uninstall iTunes.

'Total Recall' Remake Full, Naked Triple Breasts DESPITE PG-13 Rating

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Millions of 13-year-old boys' dreams are about to come true -- TMZ has learned, the 3-boob'd lady in the new "Total Recall" movie WILL be showing FULL NIPPLES ... despite the film's PG-13 rating.

People have been speculating ever since news broke Sony was rebooting the classic R-rated 1990 flick, starring Arnold Schwarzenegger -- which features a 3-boob'd prostitute who proudly shows off three naked nipples.

Now, a rep for Sony tells us, the new movie won't disappoint when it premieres at midnight -- because the revamped 3-boob'd lady will ALSO be going fully topless ... sans the nipple strip she flaunted at Comic Con this year.

It's surprising ... considering the new movie's rated PG-13 -- and this kind of nudity is rare in PG-13 movies.

But it's not unheard of -- here's a list of other famous PG-13 movies with bare boobies ... "Titanic," "The Fifth Element," "Something's Gotta Give," "Forrest Gump," and "Splash."

As for the actress who played the original triple threat -- Lycia Naff -- she's pleased by the news, telling TMZ, it's pointless to go through hours of makeup and prosthetic attachment just to leave out the "best part" ... "those little chocolatey nuggets."

Um, what she said.

Bar Refaeli The Hottest Stocking Stuffer Ever!

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Leaving little to the imagination -- and looking ridiculously sexy -- in some sort of black lace body stocking thing, supermodel Bar Refaeli tweeted a pic of her gorgeous self on the set of her latest photo shoot in London on Monday.

This is definitely worthy of an Olympic gold medal.

'2 Broke Girls' Star Kat Dennings CLEAVAGE BATTLE with 'Mad Men' Chick

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"2 Broke Girls" star Kat Dennings ripped a page from the Christina Hendricks guide to the red carpet ... by squeezing her gals into a very cleavage-friendly blue dress this weekend.

Dennings was trying to generate interest in her show at a media event for the Television Critics Association in Beverly Hills. Mission accomplished.

Meanwhile, here's a shot of Christina at an event back in September 2011.

Naturally, we gotta ask ...

Rachel Uchitel My Baby Will Never Go Hungry

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Here is a photo of Rachel Uchitel and her bundle of joy ... along with her new daughter Wyatt.

Rachel gave birth to the kid back in May.

Motherhood never looked so perky.

Melanie Griffith Ready for Her Bikini Close-Up

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While snapping pics on the beach, Melanie Griffith flashed her soft porcelain lady curves in a tasteful black bikini in Hawaii on Tuesday.

The 54-year-old mother of three is camera ready from every angle.

Erin Andrews' Boobs Too Good to Be True?

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This photo of Erin Andrews in a bikini ignited another WAR in the TMZ newsroom ... after one staffer suggested parts of the ESPN reporter were simply too good to be true ... specifically, her massive boobs.

Erin took her gravity-defying twins out for a swim in Miami this weekend ... and while they're definitely spectacular, are they real??

We dug up another cleavage-baring pic from an event Erin attended in 2009 to compare ... and now we just gotta ask ...

Lindsay vs. Kate You Can't Look Away from BOUNCY Showdown

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Lindsay Lohan came out swinging to officially enter the Bounciest Boobs in Hollywood tournament -- and immediately faced the champ ... Kate Upton! Sports rule.

Check out TMZ on TV -- click here to see your local listings!

Audrina Patridge in a Bikini Ho-hum ... More Bikini Photos

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Former "Hills" star Audrina Patridge celebrated her 27th birthday at Wet Republic at the MGM Grand yesterday ... by donning her customary two piece outfit.

Like some parts of Audrina, seeing her in a bikini never gets old.

Audrina Patridge in a Bikini The Hills Are Back

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Former "The Hills" actress Audrina Patridge took time off from her busy schedule of wearing a bikini in L.A. ... to show off her slammin' body in a white hot bikini at the ME Cabo Hotel in Mexico yesterday.

Audrina is down in Cabo San Lucas celebrating her 27th birthday with her BMX boyfriend Corey Bohan and some family members.

All of Audrina has grown up quite nicely.

Wayne Gretzky's Daughter Sexy Side-Boob Rebellion

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Hockey legend Wayne Gretzky tried to stifle his daughter's sexiness -- but now she's taking it to another level by hitting the town in lingerie, and for that ... we salute you, Paulina Gretzky!

Check out TMZ on TV -- click here to see your local listings!

Audrina Patridge Still Not Pregnant ... Here's Proof

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It seems reality stars are getting knocked up left and right these days ... Snooki, Jessica Simpson, Kristin Cavallari, etc. ... but not Audrina Patridge ... at least judging from the way she looks in her bikini.

Congratulations.

Rihanna Seeing Through the Sheer Madness

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Rihanna's latest see-through top is an obvious cry for attention -- one that deserves an intense, thorough scientific investigation conducted by a qualified PhD. Yep, we have one of those!

Check out TMZ on TV -- click here to see your local listings!

Christina Hendricks My Phone Was HACKED ... But Those Boobs Aren't Mine!

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Busy day in the world of naked photo leaks ... just hours after Olivia Munn's allegedly naked body hit the web, a set of pics has surfaced online showing what appears to be a topless Christina Hendricks ... but Hendricks' rep insists, the breasts aren't hers.

Christina's rep tells TMZ, the "Mad Men" star's phone WAS indeed hacked recently ... and multiple self-shots were stolen -- including several showing a busty Hendricks barely dressed, without make-up, presumably at home.

But the rep insists, the one topless picture -- purportedly showing the actress' bare ample bosom -- is NOT Christina. It's an impostor.

Christina's rep tells TMZ, she doesn't know who hacked her phone -- but the proper authorities have been notified and an investigation is underway.

Victoria's Secret Angel Rock Hard Stomachs Herself

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Victoria's Secret model Doutzen Kroes in Miami Beach yesterday -- aka why God invented bikinis.

Game over.

Lindsay Lohan Arrives at Court I'm Leaving My Boobs in Playboy

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Newly-minted Playboy model Lindsay Lohan just arrived at court for her probation progress report -- and she means business ... dressed like a boob-shy librarian in a buttoned-up cardigan and slacks.

Behave.