It's amazing what a difference a make-up artist and a designer frock makes - as Katie Holmes demonstrated when she stepped out in New York looking more bag lady than Hollywood A-lister.
The actress embraced her inner scruff whilst on location in the Big Apple for new movie The Extra Man.
Katie was almost unrecognisable as she walked to her trailer wearing baggie pants and Ugg boats, with her lank hair stuck to her face.
Katie looking dowdy in New York (left) and groomed to perfection on the red carpet (right)
Katie - who skipped Sunday's Oscars ceremony - looked a world away from normally glamorous self.
See Katie looking a little on the rough side below
















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