MEGAN DOESN'T WANT TO BARE ALL!

You’ve seen her showing skin on mag covers everywhere, but the stunning new contender for ANGELINA JOLIE’s “Hottest Babe on Planet Earth” title -- pouty-lipped MEGAN FOX, who's taken a page out of Angie’s lesbian-chic playbook by admitting a fling with a Russian stripper -- got so shy about stripping to bra and panties in her new movie that she literally burst into tears.

ROBERT B. WEIDE, director of the hilarious “How to Lose Friends & Alienate People,” told pals he rushed to Megan’s trailer, found her crying, and made this gallant offer: “If it makes you feel better, I can direct the scene in my underwear.”

Shocked out of her tears, Foxy Megan took one look at his scrawny bod, admits Weide, and told him: “No, that’s okay!”