10 Actors Who Passed on Iconic Movie Roles


Sometimes we can’t imagine another actor or actress in the starring role of our favorite films. Believe it or not, many of the most famous and beloved roles in some of the biggest movies belonged to another actor before they had to drop out or pass on the role. Some of these missed opportunities seem like good ideas, while others will make you cringe. Camera, Lights, List!

10. Will Smith – Neo, The Matrix

Will Smith passed on the role of Neo as did Ewan McGregor. Will Smith said, “You know, The Matrix is a difficult concept to pitch. 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. 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. Let the movie and the director tell the story, and don’t try and perform every moment.” Will Smith went on to star in I, Robot.

9. W.C. Fields – Wizard, The Wizard of Oz

Image result for W.C. Fields - Wizard, The Wizard of Oz

The part of the Wizard was written for W.C. Fields and it seems that it was perfect role, a traveling con man. He turned down the role for the most famous of reasons…money. He was only offered $75,000 by MGM but he wanted $100,000. Other sources say he turned it down to write You Can’t Cheat an Honest Man. The role went to Frank Morgan.

8. Cary Grant – James Bond

Cary Grant <3 lookin' all James Bond

The producers of the James Bond films originally approached Cary Grant about playing the role of Britain’s 007 agent. Cary declined the role because he didn’t want to be tied to a film series. The role went to Sean Connery starting with Dr. No in 1962. Fleming wasn’t entirely happy with the choice. “He’s not exactly what I had in mind,” said Fleming.

7. Bette Davis – Scarlett O’Hara, Gone with the Wind

Image result for Bette Davis - Scarlett O'Hara, Gone with the Wind

Bette Davis turned down the role of Scarlett O’Hara in Gone with the Wind. The role went to Vivien Leigh. Davis decided to pass on the role when she thought Errol Flynn would by playing the part of Rhett. She had refused to work with him earlier.

6. Sean Connery – Gandalf, Lord of the Ring Trilogy

Amazingly, Sean Connery turned down the role of Gandalf from J.R.R. Tolkien’s Lord of the Rings Trilogy. His reason for passing on the role was due to the length of time for filming – 18 months. Sir Ian McKellan won the role and everyone couldn’t be happier. Mr. Connery said he had never read Tolkein and when he read the script he referred to the hobbits as bobbits.

5. Daryl Hannah – Vivian, Pretty Woman

Image result for Daryl Hannah - Vivian, Pretty Woman

Daryl Hannah turned down the role of the hooker, Vivian, because she felt it was demeaning to women. Strangely, she later appeared in Dancing at the Blue Iguana in the role of a stripper. Even more unbelievable, Molly Ringwald also passed on the role of Vivian. Vivian’s role was soon nabbed by Julia Roberts.

4. Kevin Costner – Bill, Kill Bill Vol. 1 and Vol. 2

Mr. Costner turned down the role of Bill in Quentin Tarantino’s Kill Bill: Vol. 1 and Kill Bill: Vol. 2. He opted instead to direct Open Range in yet another poor career choice…cough, cough Water World.

3. John Cusack – John Bender, The Breakfast Club

I think John Cusack is one of the finest actors of my generation and I’m very disappointed that he didn’t get to be part of The Breakfast Club. Of course, he was a mainstay in the teenage angst movies of the 80s, so I’m happy. He was originally the actor chosen to play John Bender. Unfortunately he was unable to fit it into his schedule and Judd Nelson ended up in the role.

2. Bruce Willis – Sam Wheat, Ghost

Image result for Bruce Willis - Sam Wheat, Ghost

Bruce Willis turned down the role of Sam Wheat in Ghost “because he didn’t think the plot would work and that playing a ghost would be detrimental to his career”. Ironically, he played a ghost in The Sixth Sense and he would have played opposite his now ex-wife, Demi Moore.

1. Al Pacino – Han Solo, Star Wars

10 Actors who passed on fabulous film roles

Al Pacino, Nick Nolte and Christopher Walken were all considered for the role of Han Solo. Even harder to imagine, supposedly Burt Reynolds turned down the role. Harrison Ford took the part and the rest is box office history.

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  1. Wendy Louise Sells on

    with all of the Ghost ships I(WENDY SELLS) think that the Movies of the Ghost Ships would be a great movie to show to the Public for every-one to see from Wendy Sells

  2. IDK, I bet Burt Reynolds could have done well as Han Solo. Think “the Bandit” in space. Cool means of transport, cute chick by his side, a history of smuggling and evading the law, big ugly ass-kicking sidekick.

  3. a famous film role refusal..lee marvin was spielbergs first choice to play quint in Jaws, he turned the role down as he was already going on a fishing holiday..so robert shaw got the role..the rest is history!

  4. I’ve heard about Cary Grant considered for Bond, but the guy was nearing 60 when the film series started… Way too old for a character who was meant to be in his early 30s.

    Walken and Pacino would’ve been interesting Han Solos, but I think the only other guy ( besides Harrison Ford ) to play him would’ve been Kurt Russell.

    Maybe he was thought to be too young ( 25 at the time ) for the role.

  5. Speaking of “The Wizard Of Oz”, Judy Garland was the third pick. MGM originally wanted Shirley Temple as Dorothy, she refused. The second choice for the role of Dorothy was Deanna Durbin and she refused. So Judy Garland took the role and the rest as they say, is history……..

    • Good point. Garland was actually a little old to play Dorothy, but I can’t imagine an actress with a better voice for the part. IIRC, the studio thought she was too heavy & made her lose weight for the part. That’s the reason her clothes are particularly loose, because they thought she was too fat. I thought she was beautiful, but what do I know.

      • Hello Stephen. Thank You for responding and yes, I am familiar with the anecdote of her loose fitting clothes. She took “uppers” to lose the weight but then turned to Barbituates so she could get to sleep. It eventually led to her untimely death of an overdose in 1969. There was a made for TV movie entitled “Rainbow” which I believe came out in the late 70’s. The Broadway Star Andrea McArdle (of “Annie” fame) portrayed Judy and its very hard to find. The movie primarily focuses on her youth growing up. Her actual name was Frances Gumm.

  6. people only think these actors would have made things odd after the fact of seeing the roles already played. i would have liked to see will as neo..sophia stewart had a man of color in mind to play the lead role.

  7. Timothy Miller on

    There are six they have forgotten on hear, A. Tom Selleck was originally chosen as Indiana Jones but do to his Magnum P.I. Committment he declined. B. Clint Eastwood was considered for the part of Superman before Christopher Reeve. C. Richard Geere was considered to play John Macclain ( did I spell that right?) but the producers wanted a blue collar look. Here are two from The Rocky series: D. Stallone originally wanted James Caan to play Rocky not himself, what happens I am not sure… E. Stallone originally wanted Joe Frasier to play Clubber Lang in Rocky 3 but during a try Frasier gave him a head butt that split Stallone open and after Stallone chose Mr. T and the rest is history. Finally, Blazing Saddles: Mel Brooks originally wanted co-writer Richard Pryor to play Sheriff Bart, but Pryor said: ” No, I have good drugs and good women you have your movie, see ya.” That last part is an embellishment and I know it is a bit different but is a nice supplement….

  8. 1. Al Pacino – Han Solo, Star Wars


    Can you imagaine? There might have never been an Indiana Jones after that.

  9. Charles Diggie on

    Vivien Leigh ?? You mean Janet Leigh, don’t you ????

    On a related topic, why wasn’t/isn’t there a woman “Han Solo” considered?????

    Last, to me, Harrison Ford was/is the perfect person for the role of Mr’ Solo.

    And, I would’ve really loved it (the movie) if there was more romantic action in ‘the alien bar.’ Can be a same sex liaisons.

  10. Bette Davis didn’t turn down GWTW. She wanted it badly and made Jezebel as a kind of you know what to David Selnick when he didn’t cast her in the role. Paulette Goddard almost was cast and maybe would have played the part but Vivien Leigh came along. Selnick had issues with Goddard and her relationship with Charlie Chapman – also, in my opinion, her screen tests (that can be seen on the DVD special features) were just not quite right.

  11. Other worthies-

    Peter Boyle turning down the Oscar winning role of Popeye Doyle in the French Connection (he fired his agent after that).

    One of the strangest was Anthony LaPaglia turning down the role of Tony Soprano (yes I know it’s TV but stil it’s a biggie). Can’t imagine anyone but James Gandolfini in the role.

    Another winner – Jack Lord as James Bond. He had the role but had to bow out because he was already in contract for Hawaii 5-0 so he took a smaller role in the movie Dr. No

  12. Kevin Costner made a poor choice to direct, “Open Range”, instead of taking the role of Bill in “Kill Bill”?
    Are you serious? “Open Range’ is a great film and one of Costner’s BEST. Things worked out perfectly….and NO, Costner did not make a poor choice!!!!

  13. What about Back to the Future.
    Well I guess Eric Stolz actually didn’t pass on the roll, but just think of how different the movie would have been without Mchael J Fox!

  14. Regarding Kevin Costner — OPEN RANGE is very highly regarded as one of the great Westerns made in the last 20 years. The fact that it didn't fit your criteria does not make it a bad career choice….now WATERWORLD, on the other hand, would have been a bad choice for Flipper…

  15. Ronald Mcdouchebag on

    no one, and i mean NO ONE can play John Bender like Judd Nelson did. Dont get me wrong, Cusack is one of my favorite actors, but, Judd was born to play Bender

  16. i like what will smith said about playing neo in the matrix. much as i love him, he would never have been able to pull it off. keanu does a fantastic job!!

  17. Charles Grodin turning down Dustin Hoffman's role in 'The Graduate' over money. Bad as Costner's boner decision.

  18. Let's not forget that the lead role for the Indiana Jones series was supposed to be for Tom Selleck but he was already committed to Magnum P.I. so the role went to Harrison Ford instead.

  19. "He opted instead to direct Open Range in yet another poor career choice…cough, cough Water World."


    Was there something wrong with Open Range?

    Its 78% approval rating on RottenTomatoes is more than adequate; its 7.5/10 rating on IMDB is on the verge of being in the Top 250 (which extends to films with a rating of 8.0); it received moderate critical acclaim–Roger Ebert gave it 3.5/4 stars. While Open Range was not a "smash" hit at the Box Office, the film did take in nearly $70m in worldwide gross, compared to a $20m production budget.

    Now, one may say that Kill Bill would have been a BETTER career choice … but I hardly think that Costner's decision to direct Robert Duvall (you know, Gus from Lonesome Dove?) and Annette Benning in a classic, Biblical Western was a "poor" choice.

    Food for thought.

    • Amen. great movie. Waterworld is one of those movies that gets better with age , as well.

      • Charley Waite on

        Open Range is 100x better than either Kill Bill. Poor career choice? More like poor job of writing this article full of nonsense.

        • I agree, Open Range is a great film. Perhaps in the few years after it was made people didn’t recognize it for the film it was. That tends to happen. And, Costner has always been “cool” to bash on, in the movie geek sense, while completely ignoring his excellent contributions to American cinema. Costner makes classic career choices. Kill Bill was passable, and I have no intention of decrying Tarantino’s efforts too hard, but it is his second weakest picture — Deathproof being the worst. Open Range just so happens to be Kevin Costner’s third best western. I’d say “well done, Mr. Costner.”

  20. If it was possible I think it would have been cool if Will Smith played Han Solo, Then he could pimp Princess Leah like nobodys business!

  21. The SNL skit(s) based on Star Wars' casting couch is/are hilarious. Kevin Spacey plays Walken reading for Han Solo in the Kessel Run speech. Priceless. True or not, I laughed. This list just goes to show you how delicate a movie's chemistry can be. The characters are memorable "as cast" and there's no guarantee that different actors would have had the same effect. What if Keanu Reeves had never done "Bill and Ted"? How could he play the exact same character in every role since then…? Think about it.

  22. Lol Danny, I was just thinking that.

    Good list, I like it, and you did a good job with the photoshopping of the pictures. Hell I hardly ever leave comments on anything too lol.

  23. You're totally missing one of the most important roles that was passed on…

    Tom Selleck as Indiana Jones!

    Steven Spielberg wanted him to play Indiana Jones in Raiders of the Lost Ark (1981), but he was still under contract for the "Magnum, P.I." (1980) TV-series, so he had to pass on the role.

  24. Oh and the Hans Solo thing is a famous for being true people, Lucus ended up going with unknowns because he quit the Directors guild and at the time the Screen Actors Guild wouldn't let its memebers work with no guild directors

    • George Lucas did not leave the Screen Actors Guild until after The Empire Strikes Back

    • Harrison Ford was one of the carpenters on the set; £ucas asked him to stand in for a test to read lines because the other dude didn’t show… bonus features on da dvd

  25. No major picking, just that in countless interviews tarentino points out that he wrote Bill with David Carridine in mind so i very much doubt it was offered to Costner

  26. I think you might be confusing the SNL skit with the actual actors who auditioned for Han Solo. Sir Alec Guiness was the only seasoned actor that Lucas wanted in the film. Every one else was to be unknowns.

  27. I second the lies about the Han Solo casting. The only other "famous person" who was auditioned was Kurt Russel. They were going for unknown actors.

  28. I have heard that Cary Grant was considered for James Bond . But the Al Pacino one is really hard to believe. They could have used his eyebrows to make the Chewbacca suit maybe?

  29. Are these photos REALLY photoshopped!!!! i am in disbelieve!!! who would have even known… thank you soooo much for pointing that out!

  30. Jacko, Thanks for the defense of this site's ads. I don't have any plans for getting assimilated but you never know. I am trying to keep the ads to a minimum and make the less intrusive, but I do have bills to pay, so some ads will always be a part of this site.

  31. Bette Davis did not turn down Gone With the Wind. She was very bitter that she wasn't cast as Scarlett. (And I think she would have been magnificent) She made Jezebel as a sort of consolation prize, or so the story goes …

  32. Jacko Crackso on

    "thumbs down for the pop-up"

    Don, perhaps you'd prefer that we go back to web 1.0 and make people pay to read content again. If you expect content to be free online, don't complain about ads. Don't EVER.

    You see Don, one day a pretty little lady is come around here with a big bag of cash and say, we wanna take this site to the next level. We wanna give you $2 million in venture capital so that you can become the next Boing Boing. Or, hey, we're Gawker media, and we wanna assimilate you. But that ain't gonna happen if the site isn't turning any profit. And it sure as biscuits isn't gonna happen if the users complain about ads.

  33. Don't forget Jet Li, who turned down Chow Yun Fat's role in Crouching Tiger, Hidden Dragon. Li's wife was pregnant and he wanted to be there for her.

  34. FranklyMyDear on

    Actually…….Being a major GWTW fan. Bette Davis wanted the part desperately, but was never offered it.

    • FranklyMyDear, you beat me to it! You are correct. In fact, Davis wanted the role of Scarlett so bad that – after she lost it – she made the movie Jezebel which is almost a farce of GWTW. IIRC, she was widely critized for doing so. The actress who came closest to getting the Scarlett role was Paulette Goddard, at least until Vivien Leigh showed up – thank God!

  35. Hi, Jay. Wow, I'm not sure how you came up with the idea that most of the lists are lies. Most of the lists are opinions and can be subjective and are for entertainment purposes. Sorry you aren't entertained.

    As to the validity of the Han Solo role being offered to Al Pacino, I guess only he and his agent know for sure. But I did verify with several sources, here are just two:

    http://en.wikipedia.org/wiki/Al_Pacino http://www.mania.com/al-pacino-speaks-for-all-man

    And I don't delete any comments unless they are vulgar or hostile. Honest opinions are always welcome when stated in a non-hostile manner. Calling the writers of this site liars is obviously hostile and it should be deleted, but I wanted to personally respond to your attack, so I have left the comment as originally posted. Further attacks on the writers or this site will not be tolerated and will be deleted. If you wish to make a counter comment to this without resorting to an uninformed opinion I will gladly allow it.

    I wonder why you would continue to read this site when you consider it such a pit of lies? Maybe you do realize this site is only for entertainment after all?

  36. Al Pacino, Nick Nolte, Christopher Walken and Burt Reynolds as Han Solo?


    they wanted a cast of unknowns for starwars, and reluctantly chose Harrison Ford, as he had already been in American Graffiti before hand

    this list, like most of your lists are lies!

    (i bet that you'll delete this comment too)

      • McDouche…..man, I am still laughing. Thank you so much for your post. It is hilarious. Still laughing……….thank you……aAHAHRHAHRhahrharharhahrahrhar….

    • Doug E. Doug on

      Al Pacino…never heard that…I don't know what you think you know, but it was actually Kurt Russell who tried out for the part, along with Harrison Ford. Are you just pulling names out of a hat? Damn stop wasting our time.

      • Perhaps you should take the time to read the other comments first – two links were posted to sources to back this up (see August 1, 2008 – TopTenz Master) below.

  37. Demetria Dixon on

    I can't imagine any of these people in these roles. I think things worked out the way they were supposed to