Conan O'Brien Stares At Nicole Scherzinger's Cleavage: Conan Takes A Peek

The steamy "X Factor" judge, Nicole Scherzinger, visited Conan O'Brien Monday night to clear up any confusion about Simon Cowell's new show and explain why he's so irresistible to women.

But they ended up talking about boobs.

While the judge was explaining how the "X Factor" is different from Simon's other shows (5 million dollar music contract, no age limit), Conan's eyes started drifting downward...and even though it seems like Scherzinger's dress was taken out of Christina Hendricks's closet, she snapped her fingers and told the late night host to "focus."

You could see it coming from a mile away--her cleavage, that is. And hey, Conan's only human, right? Right.

The boob-talk, somehow, became a perfect segue for the singer as she said that Simon's own secret for lady success was his "Moobs," which she described as "alive and alert."

And then she did a pretty spot on impression for Britney Spears. Good interview, Coco!

WATCH:

PHOTOS: Celebrity battle of the cleavage:

• Jennifer Love Hewitt

  (Getty)

• Reese Witherspoon

  (Getty)

• Hayden Panettiere

  (Getty)

• Halle Berry

  (Pacific Coast News)

• Rihanna

  (FilmMagic)

• Elizabeth Banks

  (Getty)

• Jennifer Lawrence

• Miley Cyrus

  (Getty)

• Rumer Willis

  (Getty)

• Rose McGowan

  (Getty)

• Reese Witherspoon

  (AP)

• Christina Hendricks

• Sofia Vergara

• Eva Longoria

  (Eva Longoria, Twitter)

• Kristin Chenoweth

• Jennifer Love Hewitt

• Jessica Simpson

• Nicole Scherzinger

• Scarlett Johansson

• Kim Zolciak

• Kendra Wilkinson

• Mariah Carey

• Heidi Montag

• Jennifer Lopez

• Jenny McCarthy

• Megan Fox

• Holly Madison

• Anna Kournikova

• Pamela Anderson

• Katy Perry

• Olivia Munn

• Christina Aguilera

• January Jones

• Halle Berry

• Kim Kardashian

• Carmen Electra

• Miley Cyrus

• Sofia Vergara

• Salma Hayek

• Beyonce

Comments

[John Di Saia]

10:42 AM on 09/26/2011

Well when she wears a top like that she wants you to look. That is the point.

[AlfredE69]

09:21 PM on 09/24/2011

I enjoy watching the X-files and have always had a crush on Gillian Anderson - who still looks hot.

[aleighcat]

05:09 PM on 09/24/2011

These women who all but fall out of their shirts, then get mad at a man for looking, slay me. Listen.........I am (always have been) very well endowed and even *I* know that if I knowingly wear something as revealing as this woman did, people are going to look. It's not like you can miss it. Nichole, you dressed for the attention, so don't get angry when you get the desired (predictable) response. Either cover up or shut up.

[ScottNY]

04:01 PM on 09/24/2011

Wow, Lewis Hamilton dumped that. Well in his defense, he is too young to settle down.
Live the life Lewis!

[Alex P Michaels]

02:47 PM on 09/24/2011

This is funny but why is it NEWS. She wore the dress to get attention and he gave it to her. It was probably all worked out in advance. It would have been hard for a blind man not to notice her outfit.

[darkmark]

02:42 PM on 09/24/2011

what is holding their boobs in place? i know they don't look anything like the structures under their dresses make them look like in the pictures. some of their faces are so coated with makeup it looks like a mask. i know its the business they're in but it must take a toll on their self esteem to be constantly evaluated on the size and shape of their breasts.

[Dede Eagleburger]

04:07 PM on 09/24/2011

I know, I can't imagine...

[CunningStunts]

04:36 PM on 09/24/2011

Of course you can.

[Jennifer Tipton-Frazier]

01:14 PM on 09/24/2011

I'm a straight woman and I couldn't help but find myself staring at them, I even tried to concentrate on her face.... The product placement makes them impossible to NOT look at.

[TetraPetra]

10:10 AM on 09/24/2011

work done?

[Hontas Farmer]

09:57 AM on 09/24/2011

At 2:46 it sounds like he's having a massive release over that woman. LOL

[JohnBryansFontaine]

08:26 AM on 09/24/2011

Celebrity battle of the cleavage:

Kat Dennings trumps all of them:

http://cdn04.cdn.thesuperficial.com/wp-content/uploads/2011/05/0503-kat-dennings-cleavage-thor-02-480x720.jpg

[adamsmith3]

02:18 AM on 09/24/2011

I liked her reason for Simon Cowell's success with women being his perky "moobs," especially since I think it has a lot more to do with his perky bank account. Then I got surprised to learn that I was actually listening to what she was saying.

[dannywanny]

08:59 PM on 09/23/2011

I dont blame him for looking. I would too, if I were in his position. In our culture female breasts are admired. She has them on display and she's obviously proud of them, just as she is proud of her facial features and her hair.

[KillerWolf777]

03:27 PM on 09/23/2011

Like a stripper demanding eye contact.

[Dede Eagleburger]

04:12 PM on 09/23/2011

umm, no, it isn't the same...

[CunningStunts]

01:00 AM on 09/24/2011

Of course it is. Nobody's interested in your eyes, or what's behind them.

[Doug Girard]

10:29 PM on 09/23/2011

Hmmm. I dont think I have ever seen a stripper get bent out of shape for no eye contact.

[USMAMule]

01:36 PM on 09/23/2011

News flash for all the women out there. The most secure, mature non-sexist, heterosexual men in the world who love the idea of equal rights and take action to secure them for all - have a tendency to look at breasts that are only covered by a thin sheet of skin tight material that starts just above the nipples. It's called biology. If you want men to NEVER look at your breasts - cover 'em up.

And no I am not advocating ogling, or touching or whistling or holding victims responsible for rape. I am talking about the natural reaction of every heterosexual man on the planet to just be interested in breasts that are almost bare.

[bobby2677]

02:35 PM on 09/23/2011

Well said.

[KillerWolf777]

03:27 PM on 09/23/2011

Thank you for the common sense responce

[emncaity]

11:45 AM on 09/23/2011

Kinda oddly overprocessed-looking, but this was funny anyhow. Sometimes Conan's really on his game.