A disturbed, pantsless man was caught flashing women and children outside the H&M store on 43rd Street and Fifth Avenue in Midtown yesterday, cops said.

Thomas Buckley, 61, of Morristown, NJ, allegedly did the dirty deed while wearing nothing but a polo shirt, penny loafers and green socks.

“I turned around and he was exposing himself and being very open about it,” a female witness told Fox 5 News. “I was grossed out.”

Buckley, who was charged with public lewdness and taken to Bellevue Hospital, has a previous bust for exposing himself to minors, according to records.