Like a lot of men around the country, Regis Philbin has found himself rather taken with Maxim's most recent cover subject, Rosie Huntington-Whiteley. Tuesday on 'Live With Regis and Kelly' (weekdays, syndicated), Philbin openly ogled the photos in the magazine, and then got flustered when she came out on the set for an interview.

Kelly Ripa asked if Philbin thought Huntington-Whietley were looking at him in her pictures. "I don't think she's looking at me, but I know she's thinking of me," Philbin joked. Shortly thereafter, Ripa got to ask Huntington-Whiteley if she had, in fact, been thinking of Philbin. "That's what got me in the mood for all of this," she said. "I had some pictures in my dressing room of you."

That was apparently too much for Philbin to take, who momentarily lost his composure. "You look... pretty... just fine," he said. Ripa said she'd never seen Philbin like this, and Regis begged for a break, joking that he hadn't slept all night. Huntington-Whiteley probably should have taken the magazine with her when she left the studio, if only so Philbin could concentrate on the rest of the shows this week.