Looks like Jimmy Fallon got quite the um, makeover, last night. 

The funnyman found himself in the middle of a crazed-out makeup session when Drew Barrymore swung by Late Night Thursday to hawk her new cosmetics line, Flower.

And, in true Fallon style, the host didn't just settle for the same-old shop talk: He pulled out all the stops by challenging the 38-year-old actress to a mock game-show throwdown called Russian Rougette, in which the two tried to out-paint each other's faces with products from her line.

Yep, Jimmy literally drew on Drew.

The sidesplitting result? Barrymore got purple eye shadow smeared all over, Fallon picked up some creative lipstick tips, and, well...let's just say that the host might need a quick tutorial on how to properly use a lip liner.

It was a lightheaded change of pace for Fallon, who's been at the center of rampant speculation that he's being eyed to take over Jay Leno's perch at the Tonight Show beginning in the fall of 2014.

Guess Fallon could be getting a makeover in more ways than one.

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