Reese Witherspoon, Ellen DeGeneres, Steve Carell Do Battle at Password (Video)

You'll be in awe by how they described the word "booty."
'Tonight Show'

You do not want to challenge Ellen DeGeneres to a round of Password.

The daytime TV personality joined current Oscar nominees Reese Witherspoon and Steve Carell on Tuesday's Tonight Show, where they all took part in the game.

See more From Ellen DeGeneres to Eddie Murphy, the Top-Grossing Stand-Ups at the Box Office

Fallon and DeGeneres were on one team, with Witherspoon and Carell on the other. The words got a bit racy, including "joint" and "booty."

"No way!" Carell exclaimed when the other team nailed a surprisingly tough word. "No, no, no, no, no way. Are you kidding me?"

Watch more Benedict Cumberbatch and Reese Witherspoon Kiss for 'NYT'

To see what got him so upset, watch the full segment.

Twitter: @_RyanGajewski