Actress Jane Russell, a Hollywood sex kitten

LOS ANGELES - Jane Russell, the busty brunette who shot to fame as the sexy star of Howard Hughes' 1941 Western "The Outlaw," died yesterday of respiratory failure, her family said. She was 89.

Although Russell largely retired from Hollywood after her final film, 1970's "Darker Than Amber," she had remained active until her health began to decline just a couple of weeks ago, said her daughter-in-law, Etta Waterfield. She died at her home in Santa Maria.

Hughes, the eccentric billionaire, put her onto the path to stardom when he cast her in "The Outlaw," a film he fought with censors for nearly a decade to get into wide release.

With her sultry look and glowing sexuality, Russell became a star before she was ever seen by a wide movie audience. The Hughes publicity mill ground out photos of the beauty in low-cut costumes and swimsuits, and she became a pinup for World War II GIs.

Then in 1948 she starred opposite Bob Hope in the box-office hit "The Paleface," a comedy-Western in which Russell was tough-but-sexy Calamity Jane to Hope's cowardly dentist.

During her Hollywood career she was married to star UCLA and pro-football quarterback Bob Waterfield.

"The Outlaw," although it established her reputation, was beset with trouble from the beginning. Director Howard Hawks, one of Hollywood's most eminent and autocratic filmmakers, rankled under producer Hughes' constant suggestions and finally walked out.

Hughes made sure no one overlooked his No. 1 star. The designer of the famous "Spruce Goose" airplane used his engineering skills to make Russell a special bra (which she said she never wore) and he bought the ailing RKO film studio to turn it into a vehicle for her.

Wisely, he also loaned her to Paramount to make "The Paleface," because at RKO she starred in a series of potboilers such as "His Kind of Woman" (with Robert Mitchum), "Double Dynamite" (Frank Sinatra, Groucho Marx), "The Las Vegas Story" (Victor Mature) and "Macao" (Mitchum again).

Her only other notable film was "Gentlemen Prefer Blondes," a 1953 musical based on the novel by Anita Loos. She and Monroe teamed up to sing "Two Little Girls From Little Rock" and seek romance in Paris.

"Why did I quit movies?" she remarked in 1999. "Because I was getting too old! You couldn't go on acting in those years if you were an actress over 30."

She was born Ernestine Jane Geraldine Russell on June 21, 1921, in Bemidji, Minn., and the family later moved to the San Fernando Valley in Los Angeles. Her mother was a lay preacher, and she encouraged the family to build a chapel in their back yard.

Despite her mother's Christian preachings, young Jane had a wild side. She wrote in her 1985 autobiography, My Paths and Detours, that during high school she had a back-alley abortion, which may have rendered her unable to bear children.

After experiencing problems in adopting her three children, she founded World Adoption International Agency, which has helped facilitate adoptions of more than 40,000 children from overseas.