Oh, movie stars. Oftentimes, when we see them in public, they are always so stylish and glamorous. And if we do see them in a not so flattering light, it is usually in a role that is bound to get them nominated for an Oscar.

So, it is a breath of fresh air, when we see them acting silly in an interview and being just a little bit ‘not perfect’ in the looks department. What’s even better is when they are having fun with it and not minding how strange they look.

And this is exactly what happened to Katie Holmes when she was a guest of Jimmy Fallon’s in The Tonight Show last Thursday.

The talk show host challenged Holmes to a game of ‘Say Anything’.

Made popular by Youtube, this game calls on two people to take turns spouting random words at each other, without repeating a word that has been used before, they are also not allowed to stumble, pause or stutter. Sounds easy, right? It is actually harder than you think, as Katie found out.

She lost the game, three times and as a forfeit, clear tape was stuck in her face, distorting it many different ways with each loss.

But she was up for it, seeming more concerned with playing the game than minding how silly she looks.

Watch how it all went down in the video below: