Katie Holmes Makeover: Fab Or Fail?

Playing the sweet and shy Joey Potter on Dawson’s Creek turned Katie Holmes into every adolescent boy’s dream girlfriend: cute, virginal, and totally gorgeous. Off-camera the actress was an even dowdier version of her on-camera persona, dressing like she was still stuck in her Ohio hometown.

But after Tom Cruise swept her off her feet and into his crazy arms, Katie ditched her Midwestern wardrobe for an haute couture closet. She shed a few pounds (after popping out Suri, natch), chopped her lengthy locks and trotted out the trendy boyfriend jeans that everyone is sure to be wearing this summer. The former frumpy starlet now tops every best-dressed list, while still remaining as cute as always.