Katie Holmes is among top sexiest women - ever. We've got a gallery.

For some reason, everyone seems surprised that Katie Holmes has been included in GQ's sexiest women - of the millennium (because they have risque photos of women from 1,000 years ago. Or they can see 987 years into the future). Was no one else turned on by her cowboy boots in Wonder Boys? They almost (almost) made up for the fact she talks like Popeye.

The 34-year-old Dead Accounts star - who split from Tom Cruise last June after six years of marriage and was awarded sole custody of their 6-year-old daughter, - came third (now that is surprising) in a new list compiled by GQ magazine who said she earned her place by appearing topless in the movie The Gift 13 years ago.

The brunette actress filmed her role in the cult film during a break from her first starring role as Joey Potter on the hit series Dawson's Creek.

Some hot-under-the-collar sort writing for GQ said: "She has the same Joey Potter tics: head tilts, shoulder shrugs up, lips chew down into a lopsided (Popeye) grin. But then she takes off her top..."

The mother-of-one was beaten to the top spot by Beyonce.

Other stunners on the list include 29-year-old Ted star Mila Kunis, 45-year-old Crazy, Stupid, Love actress Marisa Tomei, and Megan Fox, 26.

Others on the list include Britney Spears, Halle Berry, Jennifer Lawrence and Kate Upton.

Here is the top five, which is a bit confusing. Particularly the fifth spot.

1. Beyonce

2. The Jessicas (as in Alba, Simpson, Biel, Pare, and Tandy)

3. Katie Holmes

4. Zhang Ziyi (remember? Off Crouching Tiger Hidden Dragon)

5. Top 5 List Dictated by Girlfriends (Beyonce, Kristen Wiig, Michelle Obama, Adele, and Kate Middleton). Does that mean people your girlfriend wouldn't mind you sleeping with given the opportunity? Or a list of people your girlfriend would do if so inclined?

Anyway, you can see the entire list in the February issue of GQ, which hits newsstands on January 22.

Story by Sheena McGinley | 15:05 | Wednesday 16th January 2013 | Gossip

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