Jane Russell, who shot to fame in the 1940s as a buxom pinup but maintained her stardom by tapping into her no-nonsense sensuality and deadpan humor, died Monday of respiratory failure in Santa Maria, Calif. She was 89.

She was discovered by Howard Hughes and cast in his 1941 Western “The Outlaw,” but made a splash even before it was officially released. The film was held up in wrangles with the Hays censorship office for several years, during which time Russell’s pouty good looks and ample cleavage — showcased in a shot of her staring at the camera from a haystack — kept her in the public eye. After brief theatrical runs in 1943 and 1946, the film was nationally released in 1950 and, despite terrible reviews, succeeded on its hype and controversy.

Though Russell made few films of distinction, she managed to overcome the fascination with her ample figure (Bob Hope once introduced her as “the two and only Miss Russell”) as a wisecracking, tough-as-nails dame in Hope’s “Paleface” and “Son of Paleface” and alongside Marilyn Monroe in the Howard Hawks-directed 1952 pic “Gentlemen Prefer Blondes.” Many of her films offered Russell an opportunity to sing, and she had a distinctive vocal style.

She made few films after the 1950s, but was on the boards in nightclubs and in regional theater, and replaced Elaine Stritch in 1971 on Broadway in Stephen Sondheim’s “Company.” Staunchly religious, she also recorded spiritual songs. Explaining her spiritual convictions, she was once quoted as saying, “God is a living doll.” In her later years, she was most prominent for her series of Playtex living bra commercials in the 1970s, touting the product for “full-figured” women, and occasional TV guest appearances on religious programs. She also designed apartment buildings.

Born Ernestine Jane Geraldine Russell in Bemidji, Minn., she moved with her family to California. Her original desire to be a dress designer was curtailed when her father died suddenly in 1937 and she had to go to work for $10 a week as a chiropodist’s receptionist. Occasional modeling assignments brought her to the attention of photographer Tom Kelley, later famous for his calendar photos of Marilyn Monroe.

She studied acting starting in 1940 at Max Reinhardt’s Theatrical Workshop and then with actress Maria Ouspenskaya. Screen tests for Fox and Warner Bros. did not pan out, but when agent Levis Green showed some of the Kelley photos to Hughes, she was brought in to test for “The Outlaw.” She and Jack Beutel made hay of the haystack fight scene for the movie and won out over dozens of other hopefuls.

But Russell’s pulchritude had made her a star, and she was a popular pinup girl during WWII. For a time, she turned her back on the hoopla and eloped with Cleveland Rams star quarterback Bob Waterfield.

Taking her career into her own hands, Russell began singing professionally in 1947, appearing on Kay Kyser’s radio program and recording two songs with his band for Columbia Records and a solo album called “Let’s Put Out the Lights.” Hope chose her as his co-star in the Western comedy “Paleface” in 1948 and they sang the film’s Oscar-winning “Buttons and Bows.” Other films during that period included “Double Dynamite” with Groucho Marx and Frank Sinatra and “Montana Belle.”

In the meantime, Russell had become a bona fide star, appearing with Hope in 1950 at New York’s Paramount Theater, where “The Outlaw” finally achieved national release. For a time she worked nonstop: “Son of Paleface,” recordings from her songs for that film and “His Kind of Woman.” Then came her biggest hit, an adaptation of the Broadway musical “Gentlemen Prefer Blondes.” Russell held her own opposite the fast-rising Monroe.

Her 1953 effort “The French Line” was refused the MPAA’s Production Code seal because of a musical sequence aptly entitled “Lookin for Trouble.” This time Russell let it be known that she objected to some of her costumes and some of the more risque camera angles. Released without the seal of approval in 1953, and slightly re-edited in 1954, the film was a flop both critically and financially. Her last film for Hughes was “Underwater!” released in 1955.

She went independent in 1954, forming a production company with her husband and recording religious songs to benefit the Women’s Adoption Intl. Fund, which helped couples adopt children from overseas. Russell and Waterfield adopted three children during their marriage, which ended in 1968.

Other films during the ’50s included “Foxfire,” “The Tall Men,” “Gentlemen Marry Brunettes,” “The Revolt of Mamie Stover” and “The Fuzzy Pink Nightgown.”

But by 1957, her film career was essentially over. She only made a handful of films after that, including 1964’s “Fate Is the Hunter” and, finally, “Darker Than Amber” in 1970.

She embarked on a second career as a performer in nightclubs and made numerous guest appearances on TV variety shows as well as 1958’s anthology drama “Ballad for a Bad Man,” 1983’s “The Yellow Rose” and a 1984 episode of “Hunter.” She also took to the stage, starting with “Janus” in 1959 in New England, “Skylark” and “The Bells Are Ringing.”

After divorcing Waterfield, she was married for only three months to Robert Burnett, who died suddenly in 1968. She then married real estate agent John Calvin Peoples, who died in 1999. Her autobiography “My Paths and Detours” was published in 1985.

Survivors include three children, six grandchildren and 10 great-grandchildren.