PHOTO CALL: Laura Benanti, Rory O'Malley, Andrew Keenan-Bolger, Morgan James, Alison Fraser and More Strip Down with The Skivvies

Tony Award winner Laura Benanti, Rory O'Malley, Andrew Keenan-Bolger and Morgan James joined the Skivvies for their June 10 engagement at 54 Below.

Featuring actor-musicians Lauren Molina ( Sweeney Todd, Marry Me a Little) and Nick Cearley ( All Shook Up), the Skivvies are known for their acoustic performances of pop songs, wearing nothing but their underwear. The duo and their guests play instruments ranging from the cello, ukulele, guitar and glockenspiel to the melodica.

In addition to Benanti ( Gypsy), O'Malley ( The Book of Mormon), Keenan-Bolger ( Newsies) and James ( Motown), the 9:30 PM concert featured Alison Fraser ( The Secret Garden), Wesley Taylor ("Smash") and Leslie McDonel ( American Idiot).

Highlights included: a beach-themed surfing medley from O'Malley, Taylor delivering TLC's "Unpretty" peppered with readings of recent Amanda Bynes Tweets, James wowing the crowd with "Do Right Woman" and "Maneater," a wig-clad McDonel belting a "Crazy" medley and Keenan-Bolger stripping to a mashup of "It's a Small World" and Lily Allen's "F*** You."

Audiences were also treated to such Skivvies favorites as "We Found Love," "Pumped Up Kicks," "Umbrella," "Video Killed the Radio Star" and "The Hardbody Hoedown."

They were joined by Shannon Ford ( Next to Normal) on drums and Katrina Yaukey ( War Horse, Billy Elliott) on saxophone/accordion.