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Victoria Beckham, Flinch, James Corden

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Victoria Beckham couldn't keep a straight face this time. 

The fashionista joined fellow female stars Lisa Kudrow and Jessica Chastain for a round of "Flinch" with James Corden Wednesday night. Let's just say no one was a champion, including the former Spice Girl who's synonymous with her poker face.

The game, albeit somewhat jarring, is rather simple. A star stands behind a wall of plexiglass while the late-night host puts a fruit in a cannon and launches it at them. The challenge? Don't flinch

It was mostly impossible for Beckham, who admitted she's terrified of tomatoes. When Corden launched one at her, her jaw literally dropped. "That is not fun and it is loud back there," she scolded Corden playfully. 

Next, it was Chastain's turn, though she faced her fears head on. "Bring it on," the Oscar nominee told Corden as he launched a red apple at her face. She was startled, but laughed it off. 

However. Kudrow was far less thrilled to step behind the glass. "This is my nightmare," she told the audience, fearing the noise of the cannon more than anything else. 

"If I say bad words, you can't use it, right?" she asked. "I don't like it."

To make everything move faster, she turned her back to the cannon and waved her arms, so that she wouldn't be as shocked when Corden finally pressed the button. 

However, that didn't stop her from screaming when a lemon finally came her way. 

Let's just say Kudrow probably won't want to see another fruit anytime soon.