You'd think Katie Holmes wouldn't be scared of anything after filming the new horror movie Don’t Be Afraid of the Dark.

Turns out she does have one big fear ... raccoons!

While chatting with Jay Leno on The Tonight Show Tuesday, the Ohio native admitted that she barked like a dog when she came face-to-face with one of the rabid creatures recently.

"I'm staring at it and it's staring right back like he's going to kick my butt!" she told Jay.

Watch Katie explain that crazy logic, above. We have to admit, she's pretty much adorable throughout the entire sit down.

Want to see more of Suri's mom? See her full Tonight Show interview ... after the jump.

Lindsay's pre-taped interview with Jay Leno aired Tuesday night and she told Jay she "made a lot of poor decisions in the past and I'm dealing with the consequences of those decisions." She went on to say:

"There were times when I was concerned but I'm a fighter and I know that I have to work to gain the respect back and I'm willing to do the work that I have to do to pull through as an actress."

Great line, Lindsay! We wanna see you pull through! And apparently the audience does too ... they gave her a standing ovation!

Howard Stern wants to tell the world what he really thinks of Jay Leno, and the controversial radio host is definitely on team Coco.

The best-selling author sat down with Morgan for an interview airing Tuesday on his new CNN show Piers Morgan Tonight, and Stern basically ripped Leno a new one, according to the New York Post.

The Private Parts star revealed:

"Jay is insane. And Jay is a crook. He's not fit to scrub David Letterman's feet. I don't know how he's beaten David Letterman in the ratings. It's beyond my comprehension. America must be filled with morons who at night lay in bed ... the ones who are watching him, they must be in a coma. And the world knows exactly what he's up to. He steals a tremendous amount of material."

Stern goes on:

"This guy's ripped off like ten major things from my show. But the chicken thing we did for years."

Ouch. It's never a good idea to steal someone else's chicken.

Ouch! But Conan O'Brien is a funnyman, so we're assuming he was just joking around. Ish.

The 47-year-old talk show host, who debuts his new TBS shindig on Monday, gives a pretty frank interview with Playboy's December issue about, you guessed it, leaving NBC and rival Jay Leno:

"I have had too many good things happen in my career to end on any kind of bitter note. I'm just saying this to you; we're alone in this office, and I don’t have to say this: I am an incredibly fortunate person ... And as crazy as this sounds, my career with NBC was overwhelmingly positive until this ... The entertainment business has an amazing way of turning really lucky people into bitter, angry, rage-filled, jealous, resentful wretches who can’t believe they got screwed. Some things have worked out great for me, some things haven't. You keep going."

Someone's not holding back! And about Leno himself? "[Leno is] a guy you hear coming a long way off. There aren’t many three-cylinder engines in California that run on peat moss. And we hang out in different circles, so I don’t think we’ll be bumping into each other."

Conan adds that Jay Leno is welcome on his new show "as the musical guest." Why? "Because that I want to see," proclaims Conan. "No one knows he has an operatic range."

Jennifer Aniston stopped by The Tonight Show to talk about her new movie, The Switch co-starring Jason Bateman. The film is about a single woman who is looking for the right sperm donor in order to have a baby ... so, of course, Jay Leno couldn't pass up a good opportunity for some creative questioning.

Jay asked Miss Aniston, who was showing off her incredibly sexy legs, if she's ever considered getting a donation from a sperm bank? We're lovin' her reaction. Way to keep it cool, Jen!

Jay Leno's costly and embarrassing return to The Tonight Show was a gamble that hasn't paid off for NBC. Not only is he getting much lower ratings than he did before he briefly passed on the crown to Conan O'Brien, but he's getting lower ratings than Conan O'Brien did during his seven-month stint.

Although Jay routinely beats The Late Show With David Letterman, the new champion of late night is actually ABC's news magazine show Nightline.

Considering that Jay, who's got a two-year contract with Tonight, costs twice what Conan did, NBC may have the mind to terminate his run early (like they did with Conan) and go with a cheaper replacement.

But with Conan out, who would that leave? Jimmy Fallon?

Or would they try to pluck one of the other network's late night hosts, like Craig Ferguson or Chelsea Handler?

Goodbye, stranger! I wonder when we'll see Jay Leno on late night again? Oh, right... he's going back to The Tonight Show on March 1st. Ha.

Leno ended his five-month run on primetime last night - The Jay Leno Show is officially dunzo.

Jokingly, he asked the packed studio audience, "Where were you the last five months? That's what I want to know!" And when talking about what has changed during his primetime run, he merely said, "Heidi Montag." Okay, that was funny!

Check out a cute moment from the show above when the TV host got punk'd, sorta, by Ashton!

Naturally.

In an interview airing tomorrow, Jay Leno sits down with Oprah Winfrey to discuss the recent late night war with Conan O'Brien... and she definitely gives him a hard time!

Leno calls the whole situation "a mess" - now that's an understatement! - and admits: "I haven't talked to him [Conan] through all this. It didn't seem appropriate... I don't know. I think it-- let things cool down and maybe we'll talk, you know."

But Oprah played hardball, asking "Did you ever ask myself, 'Am I being selfish?'" Not to mention stating that "America has taken sides, and a lot of people are not on your side."

Ouch! Think Jay can handle the heat?