
Hollywood is very much about glitz, show, and a large dose of “what ifs.” For every legendary act that we are aware of today, there is a different version of the past where another actor might have been the one to play the role. Negative responses were at times caused by scared reactions, difficulties in arrangements of hours, or simply bad decisions. And in some cases… certainly, the remorse is genuine. These are the ten most insane occasions when renowned actors declined the characters that later became the most famous ones.

10. Christina Applegate Turned Down Legally Blonde
Christina Applegate gets the first crack at making Elle Woods iconic before Reese Witherspoon swoops in. Afraid it was too similar to her Married… with Children persona, she declined. Applegate later confessed it was a “big f-cking mistake,” although she politely followed up that Reese was just right for it. Try your hand at imagining Elle Woods uttering “Whoa, Bundy” instead of “What, like it’s hard?”

9. Michelle Pfeiffer Turned Down Clarice Starling
Director Jonathan Demme originally wanted Michelle Pfeiffer to play The Silence of the Lambs. But Pfeiffer was wary of how dark the tale was, confessing she didn’t approve of “evil triumphing.” Jodie Foster took over, won an Oscar, and gave a career-defining performance.

8. Josh Hartnett Spurned Batman
Christopher Nolan invited Josh Hartnett to don the cape and cowl for Batman Begins. Hartnett feared it would pigeonhole him, explaining he didn’t want to be “pigeonholed.” That choice cost him not only Batman but a long-term creative relationship with Nolan. Christian Bale ended up taking the role, and the rest is Gotham history.

7. The Matrix Almost Had a Totally Different Cast
It’s difficult to imagine anyone else but Keanu Reeves and Carrie-Anne Moss in The Matrix, yet several A-listers turned it down. Will Smith famously rejected Neo, subsequently admitting he “probably would’ve messed it up.” Brad Pitt turned it down as well, and Madonna admitted to regretting turning down a part, presumably Trinity. Luckily for us, Keanu and Carrie-Anne made it unforgettable.

6. Matt Damon Walked Away from Avatar (and $200 Million)
James Cameron made Matt Damon a 10% offer of the film’s gross for the lead role in Avatar. Damon turned it down because of scheduling conflicts and subsequently referred to it as “the dumbest decision an actor ever made.” The movie turned out to be the highest-grossing film ever, and Damon lost out on $200 million.

5. Jack Nicholson Passed on The Godfather
Jack Nicholson was approached to play Michael Corleone but refused, stating, “Italians should play Italians.” Instead, Al Pacino was cast and became the embodiment of the Corleone name. Nicholson later confessed Pacino was Michael Corleon, something nobody could contradict.

4. Viggo Mortensen’s Son Spooked Him Out of Wolverine
Before Hugh Jackman’s iconic tenure as Wolverine, the role was offered to Viggo Mortensen. He even brought his son Henry, a comic book enthusiast, in to meet director Bryan Singer. Henry raised issues with the script, and Viggo declined. Jackman’s claws, sideburns, and “snikt!” would go on to become the standard for decades.

3. Halle Berry Turned Down Speed
Before Sandra Bullock became famous behind the wheel of a runaway bus, Halle Berry was approached to play Annie. She rejected it, joking that the script she read “never left the parking lot.” Berry came clean later that she regretted turning down the role after she saw how gigantic the movie grew. Bullock, on the other hand, floored it in her career.

2. Leonardo DiCaprio Skipped Boogie Nights
Leo almost played Dirk Diggler in Boogie Nights, but ended up doing Titanic instead. He went back and said he regretted not doing both, referring to Boogie Nights as “a movie I loved.” Mark Wahlberg got the part and earned his career break, while Leo set sail into box office history.

1. Denzel Washington Passed on Se7en
Denzel Washington was approached for a role in David Fincher’s Se7en but rejected it, not wanting to take a chance with a first-time director. He later regretted it, particularly after realizing how marvelous the movie turned out to be. Brad Pitt took his place, and Se7en proved to be a genre-defining thriller of the ’90s.

Hollywood’s past is replete with these almosts, roles that might have remade careers, redefined franchises, or altered the course of movie history. And though the stars who didn’t make it on went on to do great things anyway, fans find themselves asking: what if?