Susan Sarandon is to blame for the fact that Geena Davis didn't take off her top in the 1991 tough-girl flick Thelma & Louise.

Davis says Thelma & Louise director Ridley Scott (Blade Runner, Alien) got the idea midway through production that the buxom actress should whip off her top as she and Sarandon barreled down the open highway in their T-bird convertible.

"I thought this was a bad idea but I didn't say so," recalls Davis on Bravo's Inside the Actors Studio (April 9, 8 pm/ET). "We broke for lunch and I ran over to Susan and said, 'What am I going to do? Ridley wants me to take my shirt off in this scene!' "

Sarandon, no shrinking violet she, put a stop to the plan ? pronto. "She said, 'Oh, for heaven's sake, Ridley! Geena's not going to take her shirt off in this scene.' " And that was that. "He was like, 'OK! OK!' "

The former model and Oscar-winning actress (The Accidental Tourist) also shares with host James Lipton her secret disdain for rehearsals. Says Davis: "I deliberately sort of suck during rehearsals... even when we're rehearsing on the set before the camera's rolling, because I want to be fresh."