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In their first sit-down conversation in three years, OPRAH WINFREY talks to TOM CRUISE at his sprawling Colorado home, where he opens up about everything from the rumors about SURI, his relationship with both wife KATIE HOLMES and ex-wife NICOLE KIDMAN, and of course, the couch incident.

"I just felt that way and I still feel that way about [Katie]," he says. "It just took on a whole other thing -- but then again I 'm a guy who dances in my underwear -- and you were egging me on!"

Soon after the couch episode came the infamous MATT LAUER interview, where the subject of post-partum depression and BROOKE SHIELDS came up. "I felt pressed and afterwards I felt like I could've handled it better," he said. "What I regret is that it came out wrong. I regret discussing her at all."

Tom also talked about the paparazzi and the tabloids, saying he knows it's part of the business, but said the line must be drawn when talking about the people closest to him. "When someone compares your daughter to Rosemary's Baby? It's one thing to say things about me but when it's about my children or my family -- that is off the charts."

And while he says his love for Katie is something he can't even put into words, he also says his relationship with ex Nicole is "good" and "easy," and that the rumors about Nicole being excluded from their children ISABELLA and CONNOR's lives are "ridiculous."

Meanwhile, Tom tells Oprah that he's always learning and that he now knows when and where to communicate.

"I just do the best I can!" he says.