 -- Katie Holmes is making her directorial debut with the upcoming film "All We Had."

The actress also appears in the drama, based on the novel by Annie Weatherwax. Holmes plays a struggling mother who's trying to start a new life with her teenager in a small Midwestern town.

"They're survivors on the road," she said on "GMA." "Sometimes Ruthie's the mom and Rita's the daughter, and they're like sisters sometimes, and there was this 'Thelma and Louise' quality to them, and I felt like it was just a story about humanity, healing and hopefully something that a lot of people can relate to."

"It was very exciting and powerful and challenging," Holmes said of directing and acting in the film. "I started prepping about a year before we started shooting and just compiling a lot of inspiration photos, watching a lot of movies ... and assembling my team around me ... The whole process was just very positive and really rewarding, and I worked with people that I love."

In the movie's credits, Holmes mentions her daughter, Suri, who she said influenced her during the making of the film.

"My daughter is an incredible little girl, and she was with me every step of the way, and I would be watching movies and taking pictures of the screen for inspiration for composition shots, and she would pause it and take some herself," Holmes said. "She means everything to me and ... you just want to make sure your child knows how special they are ... Years from now, I think it will probably mean more to her."

Discussing "Dawson's Creek" and her character in it, Joey Potter, Holmes credited creator Kevin Williamson for the show's still affecting viewers.

"He created this world and these characters that really made teenagers feel heard because he had all of us talking these big words and these thoughts and really expressing ourselves, and I think that it's really a testament to him," she said. "I just feel lucky that I got to play her."

"All We Had" hits theaters Dec. 9.