Katie Holmes: Inside Her Life

Peek into the world of the Batman Begins star as she falls in love, seduces the screen and grows up glam. By Emily Fromm

01 of 13

PRINCESS DIARIES

PRINCESS DIARIES
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Katie Holmes was best known as girl-next-door Joey Potter on the WB drama Dawson's Creek – that is, until Tom Cruise swept her off her feet. He "cast a spell on me," Holmes, 26, told Entertainment Tonight about the 42-year-old actor, who made his first public appearance with her in Rome in April.

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CRAZY IN LOVE

CRAZY IN LOVE
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Some observers have been skeptical about Holmes's new relationship with Cruise, pointing out that both actors (at the MTV Movie Awards on June 4) have movies opening soon: Her Batman Begins is due June 15; his War of the Worlds on June 29. But the actress is defiant: "If you're not on board, then fine," she told USA Today. "I truly feel like the luckiest woman in the world."

03 of 13

PLAYING DRESS-UP

PLAYING DRESS-UP
Frederic Nebinger-Bruno klein/ABACA; Brian Prahl/Splash; Jean Catuffe/Sipa

Although she's a jeans-and-flats girl by day, the 5'9" actress says, "If the company's worth impressing, I'll wear the heels." And she's dressed to impress on the red carpet in (from left) a couture gown at a fashion show in Paris last year, a boho-chic halter top at a benefit in New York City in April and a crimson cocktail dress in N.Y.C. last year.

04 of 13

IN THE DRIVER'S SEAT

IN THE DRIVER'S SEAT
Chris Polk/Filmmagic

After spending five years filming Dawson's Creek in Wilmington, N.C., where Holmes told PEOPLE she was "usually in bed by midnight," the actress has been enjoying her freedom. In February, she hit the Super Bowl in Jacksonville, Fla., where she partied with Ashton Kutcher and Johnny Knoxville and competed in a charity go-cart race (left) alongside celebs such as Owen Wilson.

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FAN FAVORITE

FAN FAVORITE
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In Batman Begins, Holmes (greeting admirers at the movie's Tokyo premiere on May 31) plays Rachel Dawes, the childhood friend and love interest of Bruce Wayne (Christian Bale). "I was excited to play such a strong female character," she says. "Rachel is tough – she's worked hard for everything that she's gotten."

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ALL IN THE FAMILY

ALL IN THE FAMILY
Janet Gough/Celebrity Photo

The youngest of five siblings, Toledo, Ohio, native Holmes is still close with her attorney father, Martin, 58, and homemaker mother Kathleen, 56 (in Hollywood at the premiere of Holmes's 2002 movie Abandon). Her mom, who read the part of Dawson in Holmes's videotaped Creek audition, still calls her daughter by her childhood nickname: Pumpkin. "I like it," says the actress.

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LOVE LOST

LOVE LOST
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Just weeks before she started seeing Cruise, Holmes and fiancé Chris Klein (at the First Daughter premiere in New York last year) ended their five-year relationship. Although she hasn't commented on the split, she told PEOPLE in 2003, "We're both busy. That's the nature of acting. It can be Monday at 3 and you're home, and then Monday at 6, you're suddenly on a flight somewhere."

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NICE GUY

NICE GUY
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Is Holmes – who dated her Creek costar Joshua Jackson before Klein – immune to the charms of Hollywood rogues? After costarring with Colin Farrell in 2003's Phone Booth, she told PEOPLE that the notorious bad-boy (at the movie's New York premiere) was "very nice, very polite, very professional." Coincidentally, Farrell appeared with Cruise in Minority Report the previous year.

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DARK SIDE

DARK SIDE
Everett Collection

"I'm not as sweet as you think I am," Holmes recently told Giant magazine – and her film roles have belied her good-girl image: She played a high-school misfit in the 1998 slasher flick Disturbing Behavior (left), a teen looking to score drugs in 1999's Go and a punk in 2003's Pieces of April. She recently wrapped a turn as a seductive reporter in the comedy Thank You for Smoking.

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CREEK CREW

CREEK CREW
Steve Sands/New York Newswire/Corbis

After starring on Dawson's Creek from 1998 to 2003, Holmes feels a bond with her costars, including Michelle Williams and James Van Der Beek (in New York in 2002). "I miss them very much," she says. "I'm starting to have a greater appreciation for the show and the whole experience. ... I see (my costars) every once in a while and we stay in touch."

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SCHOOL SPIRIT

SCHOOL SPIRIT
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A 1997 graduate of Toledo's Catholic, all-girl Notre Dame Academy, Holmes (in a yearbook photo) found an agent her senior year and won her first film role in 1997's The Ice Storm. The following year, she opted to take the Dawson's Creek role instead of heading to Columbia University. "If you're following your heart and doing the right things, you're going to be fine," she says.

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ANIMAL MAGNETISM

ANIMAL MAGNETISM
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Although Holmes has described herself as a loner, Batman Begins makeup supervisor Peter Robb-King disagrees. "She's gentle," he says of the actress (horsing around with a four-legged friend near New York City's Central Park in 2003). "She's not standoffish or anything. She's very friendly. ... She is quieter, she is certainly not loud and brash, but she is very lively and has a good spirit."

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FACING THE FUTURE

FACING THE FUTURE
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What's next for Holmes? For now it's learning more about Cruise's religion, Scientology ("I really like it," she told Access Hollywood), and fielding engagement rumors (asked by David Letterman if she and Cruise had discussed marriage, she said, "I'm smiling, aren't I?"). Says Creek executive producer Paul Stupin, "Frankly, I don't think there is anything she can't do."

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