Before Billy Crudup brought Stillwater singer Russell Hammond to life in the 2000 music drama, director Cameron Crowe had his eye on Pitt, who was “just starting out” in his now-legendary career. “He just really had something,” Crowe gushed during the premiere episode of the “Origins: Almost Famous Turns Twenty” podcast in July 2020.
Casting director Gail Levin agreed, noting that the Ad Astra star was clearly the team’s “first choice” for the character. “We loved that idea and he was Brad Pitt,” Levin explained on the podcast. “I mean, he was funny and handsome and talented. … That kind of charisma and screen presence would’ve been really, really great for that part.”
While Pitt nailed his audition — and had Crowe “rolling on the floor” in laughter — it just wasn’t the perfect fit for that moment. Crowe even admitted that he “wept” when the Fight Club star pulled out of the project.
“But I think in the back of my brain, I knew that he had never fully fallen in love with the character,” Crowe said. “He had fallen in love with the idea of the character. But, maybe there just wasn’t enough on the page.”
The Once Upon a Time in Hollywood actor isn’t the only one who turned down the opportunity to take a soon-to-be iconic role. In 2015, Paltrow admitted that she could have starred in 1997’s box office hit, Titanic.
“I look back at the choices I’ve made and think, ‘Why the hell did I say yes to that and no to that?'” she told Howard Stern at the time. “And you know, you look at the big picture and think, ‘There’s a universal lesson here. What good is it to hold onto roles?'”
The Country Strong actress went on to joke that her mother, actress Blythe Danner, wouldn’t be proud of her for spilling industry secrets. “My mother will kill me that I’m talking about turning down movie roles,” she teased. “She says it’s not ladylike.”
Scroll down to find out which stars almost played some of the most iconic roles in film and TV!
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Ray Liotta: Ralphie Cifaretto in 'The Sopranos'
The Goodfellas star said rumors he was up for James Gandolfini's role of Tony Soprano on the HBO drama are false. However, he'd been approached to play another character on the hit.
“David [Chase, creator of ‘The Sopranos’] once talked to me about playing Ralphie [eventually played by Joe Pantoliano]. But never Tony," Liotta told The Guardian in September 2021.
While promoting his film The Many Saints of Newark, a prequel to The Sopranos, Liotta explained that he turned down the role in the original series. “I didn’t want to do another mafia thing, and I was shooting 'Hannibal.' It just didn’t feel right at the time," he said.
Credit: Evan Agostini/Invision/AP/Shutterstock; Barry Wetcher/Hbo/Kobal/Shutterstock
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Jessica Chastain: Rosalyn in ‘American Hustle’
The Zero Dark Thirty actress revealed that she turned down the role due to scheduling conflicts. "I love [director] David O. Russell … love, love, love, and I've always wanted to work with him. And I got offered American Hustle, the Jennifer Lawrence part," Chastain revealed on the “Happy, Sad, Confused” podcast in September 2021. “I wanted to do it. It conflicted with [director] Liv Ullmann and Miss Julie. I had been attached to that for a long time and I worship Liv Ullmann, so I had to say, like, 'Sorry, there's conflict'. And it didn't work out.”
Chastain has no regrets, despite Lawrence’s Oscar nomination. “Everything happens for a reason because Jennifer was also way better than I ever would've been in that part," she added.
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Rachel Leigh Cook: Rogue in ‘X-Men’
Anna Paquin played Rogue in the X-Men franchise, but the role was first offered to Cook. The She's All That actress revealed in an August 2021 interview with the New York Times that she thought she should avoid shooting on a green screen and wanted to work on several smaller films instead.
She knew it was a "huge misstep" when she saw the marketing campaign for the blockbuster. “As soon as I saw the posters for it, I knew that I’d made a mistake," she recalled.
Credit: Moviestore/Shutterstock; Richard Shotwell/Invision/AP/Shutterstock
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Pedro Pascal: Marcel in ‘The Vampire Diaries’
Before Charles Michael Davis joined TVD as Originals vampire Marcel, he had some competition for the part. Show creator Julie Plec told Entertainment Weekly in August 2021 that they also considered the Mandalorian star for the part.
"One of the other people who read opposite Charles for that part was Pedro Pascal, who I loved," she recalled to the outlet at the time. "I was obsessed with him, but he was just on the older side."
It was the Younger alum who ultimately won the part, which the Legacies creator credited to Davis' "swagger.” Plec explained that Marcel needed swag to “operate and breathe in the same place as Klaus.”
Credit: The CW/Youtube; Shutterstock
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Beyoncé and Will Smith: Jackson "Jack" Maine and Ally Maine
Barbra Streisand revealed that she would have preferred to see Beyoncé and Will Smith appear as the main couple of 2018's A Star Is Born.
"At first, when I heard it was going to be done again, it was supposed to be Will Smith and Beyoncé, and I thought, that's interesting," Streisand told The Sunday Project in August 2021. "Really make it different again, different kind of music, integrated actors, I thought that was a great idea. So, I was surprised when I saw how alike it was to the version that I did in 1976."
Although the rumored casting wasn't meant to be, the singer admitted that her view of the remake was affected by Bradley Cooper and Lady Gaga taking over those roles.
"I don’t know. I thought it was the wrong idea," she added at the time. "But hey, look, it was a big success, and I can’t argue with success but I don't care about so much success as I do originality."
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Debra Winger: Dottie Hinson in A League of Their Own
The actress was cast as Dottie, the character ultimately played by Geena Davis, and she even spent three months training with the Chicago Cubs. However, she quit after Madonna was cast as Mae Mordabito, claiming the movie would be “an Elvis film.” She told The Telegraph she still got paid for the role.
“The studio agreed with me … because it was the only time I ever collected a pay-or-play on my contract. In other words, I collected my pay even though I did not play, and that’s very hard to get in a court,” she revealed.
Winger watched the final film, but she thought the cast was not convincing as “As entertaining as [the final film] was, you don’t walk away going ‘Wow, those women did that,’” she added. “You kind of go ‘Is that true?’”
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Alan Cumming: Gilderoy Lockhart in ‘Harry Potter and the Chamber of Secrets’
The Broadway alum almost played the Hogwarts professor in the 2002 sequel, but salary disputes took him out of the running.
“They wanted me and Rupert Everett to do a screen test, and they said they couldn’t pay me more than a certain sum, they just didn’t have any more money in the budget,” the Scottish actor told The Telegraph in August 2021. “And I had the same agent as Rupert, who of course, they were going to pay more. … I said, 'Tell them to f—k right off.' … And then they f—king gave it to Kenneth Branagh, came out of the shadows."
Credit: Marion Curtis/StarPix for AppleTV+/Shutterstock; Courtesy Wizarding World/YouTube
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Paul Bettany: Emmett Richmond in ‘Legally Blonde’
Reese Witherspoon’s love interest in 2001’s Legally Blonde could’ve been completely different. Paul Bettany, who is now best known as Vision in the Marvel Cinematic Universe, auditioned for the role. However, he lost the part once producers decided they needed an actor who was born in the states. “I loved Paul Bettany for the Luke role, but he was British, and they felt like it needed to be a real American,” casting director Joseph Middleton told the New York Times in July 2021. Eventually, producers realized the part they called “the Luke Wilson role” needed to be played by the Texas native.
Credit: Tracy Bennett/Mgm/Kobal/Shutterstock
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Jennifer Lawrence: Squeaky Fromme in ‘Once Upon a Time in Hollywood’
The Hunger Games star was in talks for Dakota Fanning’s role of Squeaky Fromme in the Oscar-winning drama, according to creator Quentin Tarantino. “Early on, in the pre-production of Once Upon A Time In Hollywood, I flirted around with the idea of — and [by the way], I couldn’t be happier with what Dakota Fanning did, it’s one of the best performances in the movie. She’s amazing as Squeaky Fromme,” Tarantino said on a June 2021 episode of Marc Maron’s “WTF” podcast. “She becomes [her]. But early on, I investigated the idea of Jennifer Lawrence playing Squeaky. She came down to the house to read the script cause I wasn’t letting it out. So, she came down to the house and I gave her the script and said, ‘Go in my living room or go outside by the pool and read it.’”
The Pulp Fiction director recalled Lawrence being “interested” in the role after she read the script but noted that “something didn’t work out” when it came to final casting decisions. “She’s a very nice person, and I respect her as an actress,” he added.
Credit: Shutterstock; YouTube
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Rachel McAdams: Andy Sachs in ‘The Devil Wears Prada’
“We offered it to Rachel McAdams three times. The studio was determined to have her, and she was determined not to do it,” director David Frankel explained to Entertainment Weekly in June 2021. After back-to-back hits with The Notebook and Mean Girls, the actress wanted to focus on less mainstream films, clearing the way for Anne Hathaway to play the part in the 2006 film.
Credit: Christopher Smith/Admedia/Sipa/Shutterstock; Barry Wetcher/20th Century Fox/Kobal/Shutterstock
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Tom Selleck: Indiana Jones in 'Raiders of the Lost Ark'
Harrison Ford took the lead role in the franchise as the archeologist, but it could've been Tom Selleck. Karen Allen, who played Marion Ravenwood opposite Ford as Indiana Jones, revealed the Friends alum's TV career forced him to turn down the gig. "Tom Selleck had been cast, and then it turned out Magnum P.I. got picked up," she told Variety in June 2021. "They wouldn’t let him out of his contract, and so he was heartbroken. I only know that way after the fact because I sat with him many years later and he told me how heartbroken he was."
Allen also revealed that Sam Elliot, Jeff Bridges, Tim Matheson and John Shea auditioned for Steven Spielberg's 1981 hit.
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Viggo Mortensen: Wolverine in the 'X-Men' Franchise
During a conversation on the "Happy Sad Confused" podcast in February 2021, Mortensen recalled how his son, Henry, had a hand in his decision to give up the role of superhero Wolverine before Hugh Jackman ultimately secured the gig. "The thing that bothered me at the time was just the commitment of endless movies of that same character over and over. I was nervous about that," Mortensen recalled of early meetings with director Bryan Singer. "And also there were some things — I mean, they straightened most of them out, but I did take Henry to the meeting I had with the director as my sort of good luck charm and guide. In the back of my mind, I was thinking he could learn something, too, because I did let Henry read the script and he goes, 'This is wrong. That's not how it is.'"
Henry had strong feelings about the way Wolverine would be portrayed on the big screen. "All of a sudden, the director is falling all over himself and then the rest of the meeting was him explaining in detail to Henry why he was taking certain liberties," the actor said. "We walked out of there and Henry asks if he will change the things he told him about, and I say, 'I don't think so. I'm not going to do it anyway, because I'm not sure I want to be doing this for years. And then, a couple of years later, I'm doing three Lord of the Rings [movies]."
Credit: Marvel/20th Century Fox/Kobal/Shutterstock; Vianney Le Caer/Invision/AP/Shutterstock
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Rob Lowe: Dr. Derek Shepherd on ‘Grey’s Anatomy’
It’s hard to imagine anyone other than Patrick Dempsey portraying McDreamy on the ABC medical drama, but the part nearly went to the Parks and Recreation alum. “This is what longevity, experience and recovery give you. There are no accidents,” Lowe said to Variety in February 2021 of passing on Grey’s Anatomy for the short-lived series Dr. Vegas. “Whatever decision you come to, if you come to it from the right place, it's never wrong.”
The 9-1-1: Lone Star actor added, “Me in that part isn't as interesting as Patrick in that part. If it’d been me, [the fans] wouldn’t have called me ‘McDreamy,’ they would have called me Rob Lowe.”
Credit: ABC; Inset: Shutterstock
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Michelle Pfeiffer: Clarice Starling in ‘The Silence of the Lambs’
The Maleficent: Mistress of Evil actress was initially offered to play FBI agent Clarice Starling in The Silence of the Lambs before Jodie Foster signed on for the 1991 film, which went on to win five Oscars. “With The Silence of the Lambs, I was trepidatious,” Pfeiffer told The New Yorker in January 2021. “There was such evil in that film. The thing I most regret is missing the opportunity to do another film with [director Jonathan Demme]. It was that evil won in the end, that at the end of that film evil ruled out. I was uncomfortable with that ending. I didn't want to put that out into the world.”
Credit: Jordan Strauss/Invision/AP/Shutterstock; Orion/Kobal/Shutterstock
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James Marsden: Stripper in ‘Magic Mike’
The Notebook star revealed in January 2021 that he passed on a role in 2012’s Magic Mike because he had a “fear I would be edited out of the movie.” Marsden told James Corden that he was nervous that “all my lines would be cut out and I’d be an extra just rushing around in a G-string, so I think it was a lack of courage on my part.” Ultimately, the actor doesn’t regret playing one of the strippers in the franchise, which stars Channing Tatum, Matthew McConaughey, Alex Pettyfer and Joe Manganiello. “I could have jumped in and had fun with that,” Marsden added, noting his friends and family, however, “didn’t want to see me like that.”
Credit: Warner Bros/Kobal/Shutterstock; Inset: Matt Baron/Shutterstock
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The Final Destination star revealed in December 2020 that there's one role he didn't claim that still leaves him feeling "heartbroken:" Anakin Skywalker in the Star Wars prequel trilogy. "There were five of us going for it, and then they ended up going with Hayden Christensen from Vancouver," Sawa told Entertainment Tonight at the time. "Especially as a kid, to think, to play young Darth Vader in what was going to be the biggest thing ever ... nobody knew what those films were going to be, but it was, like, everybody wanted those parts and I want to say I came close."
Credit: Richard Shotwell/Invision/AP/Shutterstock; Lucasfilm/Fox/Kobal/Shutterstock
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Amanda Seyfried: Gamora in ‘Guardians of the Galaxy’
The Mamma Mia! star worried that the 2014 Marvel flick would bomb at the box office, so she passed on the role of Gamora, which ultimately went to Zoe Saldana. “I said, ‘Who wants to see a movie about a talking tree and a raccoon?’ Which, clearly, I was very wrong,” she said on The Hollywood Reporter’s “Awards Chatter” podcast in December 2020.
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George Clooney: Noah Calhoun in 'The Notebook'
In October 2020, George Clooney revealed that he and Paul Newman were originally going to play the young and old Noah, respectively, in the 2004 adaptation of The Notebook, but he felt too intimidated. “He’s one of the handsomest guys you’ve ever seen. We met up [again] and I said, ‘I can’t play you. I don’t look anything like you. This is insane,’” the actor said during the 64th BFI London Film Festival. "We just wanted to do it because we wanted to work together, [but] it ended up being not the right thing for us to do."
The roles ultimately went to Ryan Gosling and James Garner.
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Gloria Estefan: Daisy Arujo in 'Mystic Pizza'
Estefan revealed that she was initially offered the leading role in the 1988 film Mystic Pizza, which ultimately went to Julia Roberts. During a September 2020 appearance on Watch What Happens Live With Andy Cohen, she was asked whether she’s turned down songs that later became huge hits. “Not a song because I usually write most of my songs and I recorded most of them, but I will tell you a movie role I passed on — Mystic Pizza,” the “Get on Your Feet” singer said.
“I had that role. I didn’t even have to audition for it, but at the time I felt like I was not a good enough actor and I wanted to cement my career in music,” she continued. “I thought, one day I will do acting, but I’m not going to throw myself into this and not be good at it.”
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Brad Pitt: Russell Hammond in 'Almost Famous'
He could have been a "golden God!" Director Cameron Crowe revealed that the Oklahoma native was at the top of his mind while "in the early stages" of casting the beloved 2000 film. "I had a really good meeting with him around the time of Say Anything," Crowe explained during a July 2020 episode of the "Origins: Almost Famous Turns Twenty" podcast. "And he was just starting out, and he just really had something." Pitt read for the role of Russell Hammond, which later went to Billy Crudup, with early Penny Lane favorite Natalie Portman (the role eventually went to Kate Hudson). Ultimately, both Crowe and Pitt realized it wasn't the right fit. "I think in the back of my brain, I knew that he had never fully fallen in love with the character," the director said. "He had fallen in love with the idea of the character. But, maybe there just wasn't enough on the page."
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Claire Danes: Rose Dewitt Bukater in ‘Titanic’
The Homeland star revealed in a January 2020 episode of the podcast “Armchair Expert” that she had “zero” regrets about not starring in the blockbuster 1997 romance alongside her Romeo + Juliet costar Leonardo DiCaprio. “There was strong interest, but honestly, I’d just made this romantic epic with Leo in Mexico City, which is where they were going to shoot Titanic, and I just didn’t have it in me. … I was just feeling eager to have different creative experiences. That felt like a repeat.”
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Brad Pitt: Neo in 'The Matrix'
During an appearance at the 2020 Santa Barbara International Film Festival, Pitt revealed that he turned down the opportunity to appear in The Matrix. “I really believe it was never mine. It’s not mine. It’s someone else’s and they go and make it. I really do believe in that,” the Once Upon a Time in Hollywood actor said during a panel discussion. “I really do. But I did pass on the Matrix. I took the red pill.”
Keanu Reeves starred as Neo in The Matrix, which has spawned several sequels since the original film premiered in 1999.
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Woody Harrelson: Jerry Maguire in ‘Jerry Maguire’
It’s hard to imagine anyone other than American treasure Tom Cruise portraying the titular role in Jerry Maguire, but equally celebrated actor Woody Harrelson revealed that the part nearly went to him. “I was offered Jerry Maguire, and I said to Jim [producer James L. Brooks], ‘Nobody is going to give a s--t about an agent,’” the Cheers alum told Esquire for its September 2019 cover story. However, Harrelson could not have been more wrong about the 1996 film, which went on to earn favorable reviews from critics and drummed up $273.5 million at the global box office.
Credit: Moviestore/Shutterstock; Inset: Dan Wooller/Shutterstock
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Anna Nicole Smith: Tina Carlyle in ‘The Mask’
It’s no secret that Cameron Diaz made her star turn as Jim Carrey love interest Tina Carlyle in The Mask, but the part was nearly played by a very different blonde actress. Ahead of the film’s 25th anniversary, director Chuck Russell revealed to Variety on July 28 that he initially wanted Smith for the role. “Anna was charming and bubbling, but did not have other qualities needed for the role,” he told the publication of the late actress. “I never took the next step to run scenes with her.” Although Diaz had no prior acting credits, Russell wound up asking her to come read for the part after coming across her 8x10 photo on the casting deck. Now, the rest is history!
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Brendan Fraser: Clark Kent/Superman in ‘Superman’ Franchise
Audiences have seen Fraser dabble within the superhero genre before, starring as Cliff Steele/Robotman in Doom Patrol. His resume is also stacked with action movie credits, largely due to his involvement in the Mummy franchise. However, he revealed to Yahoo! Entertainment in June 2019 that he nearly donned a cape to play the Kryptonian hero, which he, literally, tried on for size. “You feel kind of invincible, [like] ‘I can fly,’” he said, describing his experience wearing the iconic Superman suit. “The cape actually makes you think you have the power of flight even though you know you don’t.”
Credit: Getty Images (2)
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Sandra Bullock: Neo in ‘The Matrix’
The Oscar winner was offered the role of Neo before Keanu Reeves landed the gig. “We went out to so many people I don’t remember. We were getting desperate,” producer Lorenzo di Bonaventura told The Wrap in March 2019 ahead of the film’s 20th anniversary. “We went to Sandy Bullock and said, ‘We’ll change Neo to a girl.’ [Producer] Joel Silver and I worked with Sandy on Demolition Man and she was and continues to be a very good friend of mine. It was pretty simple. We sent her the script to see if she was interested in it. And if she was interested in it, we would try to make the change.”
However, Bullock wasn’t interested. “It just wasn’t something for her at the time,” di Bonaventura explained. “So really, it didn’t go anywhere.”
Credit: Ilya S. Savenok/Getty Images for Netflix; Ronald Siemoneit/Sygma via Getty Images
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Katie Holmes: Kat Stratford in ’10 Things I Hate About You’
Julia Stiles’ iconic role almost went to Katie Holmes! Casting director Marica Ross told The New York Times in March 2019 that Holmes was in talks for the part, but “she was about to get Dawson’s Creek and we had to make a decision really fast.”
Credit: Noam Galai/Getty Images; Buena Vista/Getty Images
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Kate Hudson: Kat Stratford in ’10 Things I Hate About You’
Before Julia Stiles landed the gig, Kate Hudson was in consideration to play Heath Ledger’s love interest in the 1999 romantic comedy. Casting director Marcia Ross told The New York Times in March 2019 that she “loved” Hudson, but the actress’ mom, Goldie Hawn, “didn’t like the script for her, so she passed.”
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Rob Lowe: Dr. Derek 'McDreamy' Shepherd in 'Grey's Anatomy'
The Parks & Rec actor initially discussed how he turned down the major TV role in his 2011 memoir, Stories I Only Tell My Friends. Lowe divulged that he was already in contract negotiations to star on an upcoming CBS show called Dr. Vegas when he got a call from the ABC producers. "I agreed to meet with the people making Grey's Anatomy. I had read it and loved it — the writing was crisp, real and very entertaining — and it's always been a good idea to hear out talented people," he recalled. "'We would be thrilled if you would play Dr. Derek Shepherd,' they said right off the bat. I was torn. Grey's was a much better script; in fact, there was no comparison."
During a March 2019 podcast episode of "WTF With Marc Maron," the Californication actor brought it up again. “Dude, I turned down Grey's Anatomy ... to play McDreamy." He added, "That probably cost me $70 million dollars!” The About Last Night star explained, “But at the end of the day, I watched it when it came out, and when they started calling the handsome doctor 'McDreamy,' I said, 'Yeah, that’s not for me.'” The role eventually went to Patrick Dempsey, who played the heartthrob from 2005 to 2015.
Credit: Randy Holmes/ABC via Getty Images; Bob D'Amico/ABC via Getty Images
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Matthew McConaughey: Jack Dawson in 'Titanic'
The actor revealed in November 2018 that he auditioned for the role, which eventually went to Leonardo DiCaprio. "I wanted that," he said on The Hollywood Reporter's Awards Chatter podcast. "I auditioned with Kate Winslet. Had a good audition. Walked away from there pretty confident that I had it. I didn't get it. I never got offered that."
Credit: 20th Century-Fox/Getty Images; Stefanie Keenan/Getty Images (inset)
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Jonah Hill: Sean Parker in ‘The Social Network’
Hill almost took on Justin Timberlake’s role as Facebook’s first president in the hit 2010 flick. “Low-key, [director] David Fincher, or high-key, David Fincher didn’t want me in Social Network,” the actor claimed during his appearance on The Bill Simmons Podcast in October 2018. “It was between me and Justin Timberlake for that part. Obviously, [Fincher’s] the man, but he was not having me. The studio wanted me, I think, and then Justin Timberlake was amazing in it. Social Network is the one that I was actually, like, years later, was like, ‘F—k, like, I’m so bummed.’”
Credit: Taylor Hill/Getty Images: REX
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Charlie Hunnam: Christian Grey in ‘Fifty Shades of Grey’
Back in 2013, Hunnam was set to star in the erotica movie, but dropped out shortly filming began started due to scheduling conflicts. The Sons of Anarchy actor, who was replaced by Jamie Dornan, told Variety in September 2015 that leaving the role behind affected him. “Oh, it was the worst professional experience of my life,” he said. “It was the most emotionally destructive and difficult thing that I’ve ever had to deal with professionally.”
Credit: JB Lacroix/WireImage; REX
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Emma Watson: Mia in ‘La La Land’
The Harry Potter alum almost played the role that won Emma Stone a Best Actress Oscar in March 2017. During an interview with SiriusXM’s Town Hall that same month, Watson explained that she backed out of the project due to scheduling conflicts with Beauty and the Beast, a film she had been committed to for many years.
Credit: Taylor Hill/FilmMagic; REX
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Leonardo DiCaprio and Brad Pitt: Jack Twist and Ennis Del Mark in 'Brokeback Mountain'
Broken cast! “I was working on it, and I felt we needed a really strong cast, like a famous cast. That wasn’t working out. I asked the usual suspects: Leonardo DiCaprio, Brad Pitt, Matt Damon, Ryan Phillippe. They all said no,” original director Gus Van Sant told IndieWire. Jake Gyllenhaal and Heath Ledger later signed on for the roles under director Ang Lee.
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Christina Applegate: Elle Woods in 'Legally Blonde'
The Bad Moms actress talked about turning down Reese Witherspoon’s star-making role in the 2001 comedy in an interview with Entertainment Tonight. "The script came along my way and it was right after I had just finished Married [With… Children] and it was, you know, a blonde who was, in that first script, dim-witted but ends up going to Harvard," she said in July 2015. "It was just, I got scared. I got scared of kind of repeating myself."
Credit: MGM/courtesy Everett Collection; Todd Williamson/Getty Images
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Hugh Jackman: James Bond in 'Casino Royale'
"I thought it would box me in too much," the Aussie actor told The Hollywood Reporter in February 2013. "My natural instinct is to keep as many doors open as possible." Previously portrayed by stars such as Sean Connery and Pierce Brosnan, the 007 role would later go to Daniel Craig.
Credit: Sony Pictures/courtesy Everett Collection; D Dipasupil/FilmMagic
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Emily Blunt: Black Widow in the Marvel franchise
Scarlett Johansson stepped in! The British actress passed on playing superhero Black Widow in 2010’s Iron Man 2. "It was never the right time, really, and it just didn’t work out scheduling-wise," she told Vulture in December 2014.
Credit: Walt Disney Studios Motion Pictures/courtesy Everett Collection; Michael Stewart/FilmMagic
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Lindsay Lohan: Jade in 'The Hangover'
Us Weekly revealed in July 2009 that the controversial former child star was originally asked to be in the smash 2009 comedy. She thought the screenplay "had no potential," a source said. "The agent tried to get [director Todd Phillips] to consider her, and when he finally agreed, Lindsay said she didn’t like the script!" Heather Graham signed on instead.
Credit: Warner Bros/Courtesy Everett Collection; Pablo Cuadra/Getty Images
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Matt Damon: Matt Murdock in 'Daredevil'
The Oscar winner was actually offered the 2003 drama (that turned out to be a box-office bomb) before his BFF Ben Affleck was cast. "That's the comic we read when we were kids," Damon told the New York Daily News in September 2015. "But when that one came along (in 2003), I chickened out, because I couldn't tell. I hadn't seen the director's (Mark Steven Johnson) work and I didn't know. So I just said no. Ben was like, 'I gotta do it.'" Affleck’s love interest in the film was his future wife, Jennifer Garner. The couple announced in summer 2015 that they were ending their 10-year marriage.
Credit: ©20thCentFox/Courtesy Everett Collection; Cindy Ord/Getty Images for SiriusXM
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Julia Roberts: Leigh Anne Tuohy in 'The Blind Side'
What could have been! Roberts reportedly declined to star in the 2009 football drama. Sandra Bullock took over and won an Oscar in the best actress category for her work in 2010.
Credit: Warner Bros/Courtesy Everett Collection; Tony Barson/FilmMagic
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Sarah Michelle Gellar: Cher in 'Clueless'
Like, as if! The Buffy the Vampire Slayer alumna had to pass on the 1995 classic comedy due to scheduling conflicts. She was playing Kendall Hart at the time in the TV soap All My Children.
Credit: Paramount/Courtesy Everett Collection; Tibrina Hobson/Getty Images
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Molly Ringwald: Vivian Ward in 'Pretty Woman'
Another redhead! The '80s teen queen was reportedly close to playing then-unknown Julia Roberts’ role in the 1990 classic. "Julia Roberts is what makes that movie. It was her part," Ringwald said during a Reddit Q&A in April 2012. "Every actor hopes for a part that lets them shine like that."
Credit: Buena Vista Pictures/Courtesy Everett Collection; Jim Spellman/WireImage
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Tom Hanks: Jerry Maguire in 'Jerry Maguire'
Another Tom! "I took so long doing the script that Hanks was no longer a 35-year-old man. By the time he got [the script] he was almost 40 and had two Academy Awards and wanted to direct,” writer-director Cameron Crowe explained to Empire magazine in 1997. Tom Cruise later signed on.
Credit: TriStar Pictures/Courtesy Everett Collection; Bertrand Rindoff Petroff/Getty Images
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Will Smith: Neo in 'The Matrix'
Wild, wild casting! The Fresh Prince of Bel-Air star had the chance to play Keanu Reeves' part in the franchise. "In the pitch, I just didn't see it. I watched Keanu's performance — and very rarely do I say this — but I would have messed it up. I would have absolutely messed up The Matrix," he told Wired. "At that point I wasn't smart enough as an actor to let the movie be. Whereas Keanu was smart enough to just let it be."
Credit: Warner Bros/Courtesy Everett Collection; Luca Teuchmann/WireImage
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Charlie Hunnam: Christian Grey in 'Fifty Shades of Grey'
What a tease! The Sons of Anarchy hunk famously dropped out of the kinky NSFW movie in September 2013 and was replaced by Jamie Dornan. "It was a really, really difficult time in my life. I had already been attached to Crimson Peak for about 14 months, which I said I was going to do with Guillermo [del Toro]," he explained to Us Weekly in September 2015. "To fail on such a grand scale — because Fifty's going to be massive, it's going to be huge … I loved the character and I wanted to do it. I'm also a man of my word."
Credit: Focus Features/Courtesy Everett Collection; David Livingston/Getty Images
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Katie Holmes: Piper Chapman in 'Orange Is the New Black'
No prison jumpsuit for her! The Dawson's Creek alumna almost took on Taylor Schilling's role in the hugely successful Netflix series. "I met with her," creator Jenji Kohan told E! News. "She had other things to do. And also, in the beginning, no one knew what this was."
Credit: Netflix/Photofest; Jon Kopaloff/FilmMagic
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Paul Giamatti: Michael Scott in 'The Office'
Sorry, Scranton! In 2006, the New York Times reported that NBC executives wanted the Billions star to play the idiotic Dunder Mifflin manager in the American reboot of the British original. Steve Carell took the gig after Giamatti turned it down.
Credit: NBC/Getty Images; Gabriel Olsen/Getty Images
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Johnny Depp: Ferris Bueller in 'Ferris Bueller's Day Off'
Had the hair for it! The Pirates of the Caribbean actor was reportedly one of the actors considered for the role, which eventually went to Matthew Broderick. Other contenders included Rob Lowe, John Cusack, Robert Downey Jr. and Michael J. Fox.
Credit: Paramount/Courtesy Everett Collection; Jon Kopaloff/FilmMagic
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Anne Hathaway: Tiffany in 'Silver Linings Playbook'
Film exec Harvey Weinstein told Howard Stern that Hathaway dropped out of the drama that earned Jennifer Lawrence an Academy Award for Best Actress in 2013. "Silver Linings Playbook was originally going to be with Anne Hathaway and Mark Wahlberg … and then Anne wasn't doing it. And she's marvelous and wonderful and she was my choice, I love her," he said in January 2014. Turns out, everything worked out! At the same Oscars, Hathaway won in the best supporting actress category for her role in Les Misérables.
Credit: Weinstein Company/Courtesy Everett Collection; Axelle/Bauer-Griffin/FilmMagic
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Brad Pitt: Jason Bourne in 'The Bourne Identity'
Pitt, Russell Crowe and Sylvester Stallone were all reportedly offered the badass role before Matt Damon signed on the dotted line. Pitt and Damon previously worked together in Ocean's Eleven (2001) and Ocean's Twelve (2004).
Credit: Universal/Courtesy Everett Collection; Frank Trapper/Corbis via Getty Images
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Gwyneth Paltrow: Rose DeWitt Bukater in 'Titanic'
Bye, Jack Dawson! Paltrow almost starred in the 1997 box office smash — still one of the highest-grossing films of all time — over Kate Winslet. "I look back at the choices I've made and think, Why the hell did I say yes to that and no to that? And you know, you look at the big picture and think: There's a universal lesson here. What good is it to hold onto roles?" she told Howard Stern in January 2015. "My mother [Blythe Danner] will kill me that I'm talking about turning down movie roles. She says it's not ladylike."
Credit: Courtesy Everett Collection; David M. Benett/Dave Benett/Getty Images