Katie Holmes faced off against Jimmy Fallon at a game of Pictionary last night -- and lost!

Tom Cruise's wife, who was on "Late Night" to promote "Don't Be Afraid of the Dark," showed off her artistic skills ... or lack thereof ... during a friendly match against the talk show host -- and while her drawings were actually pretty good, her team failed to guess correctly.

Check out Katie trying to draw Harry Potter and an iPad!

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