The Sin City star was knocked out by the stunner's perfect body and can't get the image out of her mind.

The actress tells Playboy, "I did a photo shoot for her, and she suddenly took off her T-shirt to change into another and I was like, 'Damn!'

"She was so beautiful, elegant, classy and timeless, and there was something really exotic about it.

"Very few human beings have been that sexy and desirable. I wanted to say, 'You are sculpted by God.' I was like, wow."