Number 1: Beyonce
Where you know her from: Music, movies, awards shows.... where haven't you seen her? She's a new mom of her daughter Blue Ivy and the wife of rap star Jay-Z. She was also given the title as People's 2012 World's Most Beautiful Woman.
Number 2: Scarlett Johansson
Why you know her: She broke big with Lost in Translation and hasn't slowed down since. Why we love her: She's a star who doesn't starve herself, doesn't advertise her personal business, and stays out of the tabloids. Plus, she's about to kick Iron Man's butt as the Black Widow!
Number 3: Adriana Lima
Why you know her: She's one of the hottest Victoria's Secret angels Why we love her: She's one of the hottest Victoria's Secret angels... and so much more! She's deeply committed to her Catholic faith, often bringing a bible to read backstage at fashion shows.
Number 4: Megan Fox
Why you know her: She's the go-to geek-bait hot babe, and has appeared on countless magazine covers
Number 5: Salma Hayek
Where you know her from: Plenty of roles on screens both big and small Why we love her: She's not only gorgeous, but she's funny as hell (did you catch her on 30 Rock?), passionate about improving lives (she's an anti-domestic violence advocate), and smart as a whip.
Number 6: Jessica Alba
Where you've seen her: All over movie screens Why we love her: Ever since "Dark Angel," she's known how to kick ass and take names. Plus she's committed to her charity work, even offering to work for free if producer Bob Weinstein would make a hefty donation to Amfar.
Number 7: Rihanna
Why you know her: She's all over the radio, the fashion pages and the news. And who else can manage to set trends with that bright red hair from her "Loud" CD cover? Why we love her: Not only is her music unstoppable, but her spirit is unquenchable
Number 8: Angelina Jolie
Where you've seen her: You either laugh, cheer her on or both while watching her as Mrs. Smith on "Mr.and Mrs. Smith" Why we love her: As much as she loves kids, we should love her for that alone. She's the right-hand woman of actor Brad Pitt, but she is a business woman and philanthropist
Number 9: Shakira
Why you know her: Her hips don't lie -- and neither do her multiple music awards Why we love her: Her music alone would be enough to make us happy. Add in her tireless work for children's welfare and education and we're smitten.
No. 10: Charlize Theron
Why you know her: She's an Academy-Award-winning actress. Why we love her: Her Oscar-winning performance in "Monster" was called "one of the greatest performances in the history of the cinema" by critic Roger Ebert.
Number 11: Eva Mendes
Why we love her: She's a gorgeous woman who refuses to fix what others may see as flaws — "I have the hugest overbite. It's so big, my older brothers and sisters used to call me "Bugs.
Number 12: Bar Refaeli
Where you've seen her: On countless magazine covers — including the Sports Illustrated Swimsuit issue. Why we love her: The leggy beauty was the first Israeli model to appear in the Sports Illustrated Swimsuit issue, and she's been on covers ever since.
Number 13: Tyra Banks
Where you've seen her: She's been on countless runways, was a Victoria's Secret model and is the producer of "America's Next Top Model" Why we love her: She knows all things fierce. She's tapped into every form of entertainment there is, from acting ("Higher Learning" and "Love & Basketball")
Number 14: Mila Kunis
Where you've seen her: On "That 70s Show," "Forgetting Sarah Marshall" and as the funny but heart-on-her-sleeve love interest in "Friends With Benefits"
Number 15: Malin Akerman
Where you've seen her: Dr. Valarie Flame on "General Hospital"Why we love her: She's been in a comics-based action flick ("Watchmen"), a comedy ("Couples Retreat") and a rom-com ("The Proposal").
Number 16: Penelope CruzWhere you've seen her: On the silver screen, including an Oscar-winning turn in "Vicky Cristina Barcelona" and Anna in "To Rome With Love" Why we love her: Have you seen Vicky Cristina Barcelona? How about all her roles in Pedro Almodóvar's films?
Number 17: Heidi KlumWhere you've seen her: On runways, in magazines and hosting "Project Runway" Why we love her: Klum has been stalking the catwalk since 1992, but she's hardly just a pretty face (and smokin' bod). She won a Peabody award for Project Runway, for which she is host and executive producer.
Number 18: Stacy KeiblerWhere you know her from: The competitive arenas of wrestling and dance Why we love her: It takes guts to leap into the wrestling ring — and then leap onto the dance floor of "Dancing with the Stars." Plus, there are her nicknames: "The legs of the WWE" and "The Weapon of Mass Seduction"
Number 19: Sienna MillerWhere you've seen her: On movie screens (most recently in "G.I. Joe: The Rise of Cobra") and in tabloid shots Why we love her: She's unafraid of fashion risks, she seems nearly unflappable, and... well, she looks like Sienna Miller!
Number 20: Keira KnightleyWhere you've seen her: Movie screens, red carpets, magazine covers, you name it. Why we love her: "Bend It Like Beckham." "Pirates of the Caribbean." "Love Actually." "Atonement." "The Duchess." Is there any role Keira can't play?
Number 21: Paulina RubioWhy you know her: She's all over the Billboard Latin charts Why we love her: We defy you to try to stop dancing to any of her hits.
Number 22: Rachel McAdamsWhy you know her: She stole the hearts of both Ryan Gosling and Owen Wilson in "The Notebook" and "Wedding Crashers," respectively. Why we love her: Have you seen her smile? It's dazzling. We can't wait to see her got toe-to-toe with Robert Downey Jr. in "Sherlock Holmes."
Number 23: Zhang ZiyiWhere you've seen her: On the big screen Why we love her: She kicked butt in "Crouching Tiger, Hidden Dragon," enchanted in "Memoirs of a Geisha," showed off her tap-dancing skills (no, really!) in "Princess Raccoon," and was the youngest person ever to sit on the jury of the Cannes Film...
Number 24: Alicia KeysWhy you know her: You've heard one of her many Grammy-winning hits on the radio. She's also the wife of hip-hop producer Swizz Beatz. Why we love her: For all those hits, for piano playing, and most of all, for Keep a Child Alive -- a charity she co-founded that provides medicines to families...
Number 25: January JonesWhere you've seen her: On "Mad Men" and on the red carpet Why we love her: She's Betty Draper.
Number 26: Miranda KerrWhere you've seen her: As a Victoria's Secret Angel Why we love her: She was the first Aussie model to be offered a contract with Victoria's Secret, and she hasn't slowed down since. Plus, she got naked to protect the cuddly Koala — who wouldn't respect that?
Number 27: Christina RicciWhere you've seen her: On movie screens since 1990 Why we love her: Ricci is fearless about taking oddball roles -- witness Wednesday Addams in "The Addams Family" and Rae in "Black Snake Moan." Plus she embraced her amine eyes as Trixie in "Speed Racer."
Number 28: Tricia HelferWhere you've seen her: The SyFy series Battlestar Galactica Why we love her: This statuesque stunner made the idea of humanity being overtaken by robots bent on our destruction sound... not so bad, actually.
Number 29: Kate BeckinsaleWhere you've seen her: On the big screen Why we love her: "Underworld." You think "Twilight" has sexy vampires? Just wait til you see Kate as Selene fighting vamps, werewolves and anything else that gets in her way.
Number 30: Taylor SwiftWhere you know her from: Every single radio ever Why we love her: She's cute as a button and she weathered many a storm this year. Some girls grow resentful of the ex-boyfriend but Taylor gets rich off of breakups.
Number 31: FLOTUS Michelle ObamaWhere you've seen her: On the arm of President Barack H. Obama and in just about every fashion magazine and blog there is Why we love her: We haven't seen this much fashion sense since Jackie Kennedy Onassis. FLOTUS has not only been a fashion icon but she's the brains behind the Let's Move...
Number 32: Gabrielle UnionWhere you've seen her: On screens both big and small ranging from "Think Like a Man," Tyler Perry's "Daddy's Little Girls" and "Bring It On" Why we love her: We've adored Gabrielle since "Bring It On," but our respect for her skyrocketed when she testified to the Senate Judiciary Committee,...
Number 33: Kaley CuocoWhere you've seen her: On TV's "The Big Bang Theory" Why we love her: Cuoco's sweet Penny on Big Bang is the quintessential girl-next-store who sparks a million geekish fantasies.
Number 34: Camilla BelleWhere you've seen her: On the big screen and on the red carpet -- on a Jonas Brother's arm Why we love her: She managed to make prehistoric humanity look pretty darn hot in "10,000 BC."
Number 35: Blake LivelyWhy you know her: She's the leggy blond on "Gossip Girl" and nearly every red carpet Why we love her: Her Serena van der Woodsen is the resident wild child on the CW's publicity-bait show, and she never fails to rise to the occasion.
Number 36: Lucy LiuWhere you've seen her: Don't pronounce Ling with a hard "L" on "Ally McBeal" or she will give you the stink eye. Or, maybe you recognize her as Dr. Joan Watson on "Elementary," Viper on "Kung Fu Panda" and Officer Jessica Tang on "Southland" Why we love her: She always makes being a rebel sexy....
Number 37: Zoe SaldanaWhere you've seen her: She was in the underrated film "Losers," but she's clearly no loser. You may know her from the bridge of the starship Enterprise in the new "Star Trek" reboot. Why we love her: She's Lt. Uhura 2.0! We're geek enough to find that unbearably hot.
Number 38: Freida PintoWhere you've seen her: On the big screen in "Slumdog Millionaire" Why we love her: Pinto burst onto the scene with "Slumdog Millionaire," her first feature film. People magazine placed her on their "Most Beautiful People List" and "List of the World's best Dressed Women." We couldn't agree more...
Number 39: Katy PerryWhy you know her: She kissed a girl, liked it and she sang about it Why we love her: The cheeky singer and songwriter knows how to make a splash, both with her music and on the red carpet.
Number 40: Meagan GoodWhy you know her: You may remember her as the kid actor starring alongside Samuel L. Jackson in "Eve's Bayou" or her later work in "Think Like a Man," "Waist Deep" and TV show "Deception" Why we love her: She's clearly drinking from the fountain of youth and can easily play the college...
Number 41: Leona LewisWhy you know her: She went from a singing competition to musical stardom Why we love her: After winning "X-Factor" (the British equivalent of "American Idol"), Lewis proved her singing and songwriting chops with the albums Spirit and Echo. Even famously grumpy Simon Cowell is a fan!
Number 42: Kim KardashianWhere you've seen her: On her reality shows "Keeping Up With the Kardashians" and "Kim and Kourtney Take Miami," and at every red carpet known to man Why we love her: She's a woman who knows what she wants (endless attention), and knows how to get it. She's also rapper Kanye West's better half....
Number 43: Danica PatrickWhere you've seen her: Going very, very fast around a racetrack Why we love her: Patrick may be the best-known female auto racer in the world, and has the record high finish for a woman at the Indianapolis 500.
Number 44: Jada Pinkett Smith
Why you know her: Fans of the Bill Cosby spinoff show will remember her as Lena James on "A Different World," but she's also known for the voice of Gloria on "Madagascar," Niobe on "The Matrix Revolution" and her TV show "Hawthorne" Why we love her: She's married to rapper/actor Will Smith
Number 45: Holly Madison
Where you've seen her: On Hugh Hefner's arm on the reality TV show "The Girls Next Door" Why we love her: Hef's former "Number 1 girlfriend" has survived her breakup with Mr Playboy himself -- no mean feat in Hollywood!
Number 46: Ashley Greene
Where you've seen her: On the big screen as a good vamp in the Twilight series Why we love her: She's the bubbly, optimistic vamp in the Twilight series -- which is a nice change from the angst-fest we get from the rest of the fanged ones!
Number 47: Taraji P. Henson
Where you've seen her: She played Brad Pitt's mother in "The Curious Case of Benjamin Button," Tyrese's wacky love interest in "Baby Boy" and the independent woman in "Think Like a Man" Why we love her: She's beautiful but her talent has earned many awards and award nominations for an Oscar
Number 48: Olivia Wilde
Where you've seen her: She was Dr. Remy Hadley on the eight-season TV show "House," but you probably know her as Thirteen Why we love her: She's a pretty face on television, but she's also known for her charity work with Artists for Peace and Justice, Doctors Without Borders
Number 49: Anna Ivanovic
Where you've seen her: On the tennis courts Why we love her: There are plenty of beautiful tennis players out there, but she's the rare woman who combines athleticism with her looks. She won the French Open in 2008.
Number 50: Maggie Q
Why you know her: She's appeared in everything from action blockbusters (Live Free or Die Hard) to art-house fare ( New York, I Love You) Why we love her: She's passionate about PETA and was even responsible for making sure no real fur snuck onto the costumes for the Chinese film
