Kara DioGuardi Strips Down for Allure Mag

Credit: Norman Jean Roy for Allure

Kara DioGuardi poses in the buff for the May issue of Allure (on newsstands April 20).

"This shoot was less about beauty than about taking a risk and showing people a side of me they never have seen," says the 39-year-old American Idol judge, who famously posed in a bikini on last year's finale.

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DioGuardi struggled with binge eating and depression in her early 20s.

"Back then I was a size 6 or 8; now I'm more like a size 2," she says. "Food is not what I use to anesthetize myself anymore."

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To prep for the shoot, she didn't squeeze in extra workouts, but she did cut salt. "I can really retain water," she says.

Emmanuelle Chriqui, 32, also strips for the mag.

"Some women want bigger breasts," laments the Entourage star, "but [I wish] I could have had a dancer's body. I sometimes wear plunging necklines because they make me feel smaller."

Chriqui was on day four of a 10-day organic food cleanse for the photo shoot. "It's not about losing weight," she insists. "I didn't want to feel freaked out about today, so I consciously kept focusing on excitement."

Also nude: Grey's Anatomy star Jessica Capshaw, 33, who just announced she's pregnant with her second child.

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"I was never a rail-thin person," she says.