Like all ordinary people, actors experience regret. They might rue taking on a specific role if the part hampers their career in some way — the cast of 2019’s “Cats” must’ve collectively wished they had said no after viewing the kitty litter-infested final product. But other times, performers may look back at parts they turned down for whatever reason and deeply question, “Why didn’t I just say yes?”
These regrettably rejected roles open up an alternate universe of possibilities, where fans question if they could have done a better job than who was eventually cast. Would Burt Reynolds have made a suave James Bond? Perhaps Arnold Schwarzenegger might have added more muscle and star power to “The Rock?” And did Ethan Hawke have what it took to be a good and brooding Batman? No one will ever know the definitive answers here (yes to all three examples listed though), but that won’t stop the debates from continuing for the rest of eternity.
It’s time we take a journey down memory lane to discover some of the biggest what-ifs in casting history. Here are the actors who rejected major roles and later regretted their decision.
Will Smith rejected the role of Neo in The Matrix for a soon-to-be box office flop
One of the actors almost cast as Neo in “The Matrix” was the Fresh Prince himself, Will Smith. Appearing on the “Sway in the Morning” show in 2025, Smith disclosed that he turned down the film because he didn’t understand the Wachowskis’ pitch.
“This is what they said to me, ‘Bro, so, we’re going to invent these cameras, right? And what’s going to happen is you’ll be able to jump but, like, freeze. And then the camera goes around while you’re jumping frozen, and then you’ll move again. It’s gonna be crazy,'” Smith said. “I was, like, I’m making ‘Wild Wild West.'” Recalling the experience of finally seeing the groundbreaking sci-fi blockbuster, Smith exclaimed, “And then I saw [‘The Matrix’], and I was, like, you jump and you freeze! It was like that was the right pitch!”
To rub further salt into the wound, Smith turned down “The Matrix” for “Wild Wild West,” which was both a box office flop and is often viewed as one of the worst movies in his entire filmography. While he views “The Matrix” as his biggest miss to date, Smith considers the final cast to be what made the film special, pointing out that Val Kilmer was set to be Morpheus prior to Laurence Fishburne’s casting. Eh, it’s tough to argue with that sentiment.
Ethan Hawke thinks that Batman Forever could’ve opened some new doors
Tim Burton and Michael Keaton turned into a dynamic duo with their beloved “Batman” duology. However, Warner Bros. wanted to peddle more merchandise and Happy Meals, so the studio demanded a more family friendly affair for what would become “Batman Forever.” Burton departed the project as a director and Keaton followed him out the lot soon afterward. Numerous actors were mooted as the next Caped Crusader before Val Kilmer fitted on the cape and cowl in Joel Schumacher’s 1995 nippled blockbuster.
In the years since then, it’s been revealed that “Batman Forever” is the superhero film that Ethan Hawke regrets passing on. Speaking to Details Magazine (via Comic Book Movie) in 2011, Hawke discussed how he was offered the part but turned it down. “This was after Tim Burton’s [Batman films], before the bad period,” he said. “I just didn’t want to go to the Knicks game and have everybody go, ‘Wow, you were a great Batman!'”
While Hawke didn’t want to be solely recognized for playing the Dark Knight, he harbors some level of regret in hindsight. “Now I wish I’d done it, because I could have used it to do other things,” he said. Years later, the universe balanced itself out, as Hawke finally played Batman — but not in a movie. He voiced the hero in the animated series “Meet the Batwheels.”
Denzel Washington didn’t feel comfortable playing David Mills in Seven
Along with making it fun to scream “What’s in the box?!” to strangers walking out of a bakery, David Fincher’s “Seven” remains the gold standard for psychological thrillers. The chemistry between Morgan Freeman’s William Somerset and Brad Pitt’s David Mills is off the charts, but another famous actor almost stepped into the latter role.
While interviewing Denzel Washington on Thrillist in 2018, Jamie Foxx asked the “Malcolm X” and “Training Day” star if there was a role he declined but wished he had accepted. Washington paused for a brief moment and mentioned “Seven” off the top of his head. “They wanted me to play the Brad Pitt part,” the Oscar winner elaborated. “I thought the script was too demonic. Then I saw the movie. I was, like, ‘Oh, man, I blew it.’ But it worked out all right.”
To be fair, “Seven” isn’t the kind of script that gives the warm fuzzies after reading it. Without a master filmmaker like Fincher behind it, it could have easily turned into a dreary piece dripping in nihilism and apathy for the sake of it, making Washington’s apprehension at the time reasonable.
Matt Damon said no to Jake Sully in Avatar (and a big payday to boot)
James Cameron’s “Avatar” made more money than the combined number of people reading this will see in their lifetime. Heading the film is Jake Sully (played by Sam Worthington), a former Marine who joins the Avatar program and learns the way of the Na’vi. While it’s difficult to imagine anyone else but Worthington’s Sully fighting alongside the Na’vi now, those big blue shoes were almost going to be filled by a much bigger star at the time, Matt Damon.
According to Damon’s comments at the 2021 Cannes Film Festival (via Deadline), Cameron offered him 10% of the box office proceeds of the film to sweeten the deal. Considering the blockbuster grossed over $2.7 billion worldwide, it’s fair to say that Damon missed out on a meaty payday. Damon didn’t take the offer, choosing instead to stay loyal to the Jason Bourne franchise.
When Entertainment Tonight reminded Matt Damon of the gargantuan proposal in 2023, he quipped, “It’s the dumbest thing an actor ever did in the history of acting.” There’s no denying that Cameron’s ambitious sci-fi passion project was a risky move and few could have imagined it would turn into a multibillion dollar franchise. Many weren’t sure if “Avatar” would be little more than a live-action “Smurfs” movie leading up to its release, but even the most positive predictions couldn’t have foreseen it becoming the highest-grossing film of all time.
Christina Applegate thinks turning down Legally Blonde was a mistake
Think “Legally Blonde,” and it’s impossible to imagine anyone else but Reese Witherspoon as Elle Woods, chattering away and dressed for success in her brightest pink outfits. She’s become synonymous with the role to the point that one could argue that the “Legally Blonde” films are the highlight of her career.
Yet, there could have been another famous performer as Elle had the stars aligned differently. In 2023, Christina Applegate spoke to Vanity Fair about the one role she regretted turning down. “I wouldn’t toy with the idea of ‘Legally Blonde’ because it felt too fresh getting out of ‘Married… with Children,'” she said. “It was very similar on paper. I started to read it and I remember calling them and going, ‘Oh, it’s too similar. Can’t do it.'”
Applegate called it a “mistake,” joking that she could have had “Witherspoon money.” However, she added that only Witherspoon could have portrayed that specific character, believing she might have ruined it otherwise. Let’s agree to disagree on this point, because Applegate is supremely talented in her own right. Maybe she wouldn’t have played Elle the same way, but she could have brought a unique nuance to the character all her own.
Burt Reynolds had a righteous reason for refusing Diamonds Are Forever
James Bond is one of those roles that every actor dreams about at some point in their career — and who wouldn’t? The filmmakers kit a performer out in an expensive suit, let them speed around in fast cars, and sip martinis — shaken, not stirred, of course. One performer who was offered the chance to play 007 early on in his career was the late Burt Reynolds.
The opportunity arose in the early ’70s, as the Bond films found themselves in a precarious situation. Sean Connery had departed the franchise, and George Lazenby starred as James Bond in a single movie, so there was room for a new actor to play the famous spy in “Diamonds Are Forever.” At the time, Reynolds hadn’t achieved superstardom, being only a few years away from achieving screen immortality as Lewis Medlock in 1972’s “Deliverance.” Even so, Reynolds turned down the chance to play Bond for a noble reason.
In 2015, Reynolds sat down with “Good Morning America” and spoke about his decision. “I think I could have done it well,” he said. “In my stupidity, I said, ‘An American can’t play James Bond, it has to be an Englishman – Bond, James Bond. Nah, I can’t do it.’ Oops. Yeah, I could have done it.” Reynolds’ decision worked out well for Connery, who returned to the role and received a handsome and record-breaking fee for his troubles.
Halle Berry was almost Annie Porter in Speed
While audiences remember Keanu Reeves’ turn as LAPD officer Jack Traven in Jan de Bont’s “Speed,” Sandra Bullock’s Annie Porter is of equal significance to the film and its enduring popularity. Without her excellent driving skills, it’s safe to say that Jack would be waiting in the afterlife for John Wick. Needless to say, “Speed” succeeds largely due to its two sensational leads.
In 2019, Halle Berry told Entertainment Tonight that she was almost the one making the wheels on the bus go round and round. “I don’t know if you know this, but I was offered ‘Speed’ before Sandra Bullock,” the Oscar winner stated. “I stupidly said no. But in my defense, when I read the script the bus didn’t leave the parking lot. I was like no, no, no, no. Then I see the movie and I’m, like, argh.”
To be fair, it’s hard to imagine anyone finding the version of the story that Berry received all that exciting. It’s understandable why she turned down a movie called “Speed” where she wouldn’t even get into first gear. She would eventually receive the opportunity to work with Reeves on another action franchise years later, as they paired up for “John Wick: Chapter 3 — Parabellum.”
Emily Blunt was contractually obligated to turn down Black Widow in Iron Man 2
Scarlett Johansson’s take on Black Widow in the Marvel Cinematic Universe has etched her name into the character’s history. Before securing the gig in “Iron Man 2,” Emily Blunt turned down the iconic MCU role. It’s a fascinating proposition, as Blunt is no slouch in the acting department either and could have made a terrific Black Widow.
Appearing on “The Howard Stern Show” in 2021, Blunt was asked if she turned down the role because of scheduling conflicts with 2010’s “Gulliver’s Travels,” where she appeared alongside Jack Black. The actress was quick to point out that she only did “Gulliver’s Travels” out of contractual obligations, rather than any desire to do it. “It was a bit of a heartbreaker for me because I take such pride in the decisions that I make, and they mean so much to me, the films that I do, so that was tough,” Blunt said.
The “Sicario” star explained that after having done “The Devil Wears Prada” for Fox, she was tied into a contract to do other films for the studio. Ultimately, this resulted in her missing out on several roles that she had interest in, including Black Widow. In the same interview, Blunt stated that, although she had yet to find a superhero movie script she was excited about, she desired to work with Robert Downey Jr., a dream that finally came true in 2023’s “Oppenheimer.”
Leonardo DiCaprio wishes he had done Dirk Diggler in Boogie Nights
Leonardo DiCaprio is an actor with an enviable filmography. He’s done it all and worked with the greats in front of and behind the camera. Yet, even he holds a career regret. During a 2008 interview with GQ, DiCaprio was asked if he regretted turning down any role. He replied, “‘Boogie Nights’ is a movie I loved and I wish I would’ve done.”
DiCaprio was in the running for the lead part of Dirk Diggler, which his future “The Departed” co-star Mark Wahlberg ended up playing, turning it down in order to play Jack Dawson in “Titanic.” When GQ followed up the question by asking him if he would have chosen “Boogie Nights” in retrospect, DiCaprio pondered the thought for a while before answering, “I would have been happy to do them both. And the truth is, if I’d not done ‘Titanic,’ I wouldn’t be able to do the types of movies or have the career I have now, for sure.”
In 2025, DiCaprio echoed a similar sentiment to Esquire, stating that his “biggest regret is not doing ‘Boogie Nights,” despite stating that Wahlberg was perfect for the part. Fortunately, he received the opportunity to work with director Paul Thomas Anderson on 2025’s “One Battle After Another,” so all’s well that ends well.
A messy script left Arnold Schwarzenegger unenthused with The Rock
You’d think Arnold Schwarzenegger of all people wouldn’t have any regrets regarding action roles considering he starred in all-time classics like “Predator,” “Total Recall,” “Conan the Barbarian,” and “The Terminator.” But in fact, there is a hard-hitting part that the ’80s icon and former California governor wishes he could’ve taken.
Schwarzenegger told The Sun (via Daily Express) that he was in the running to be cast as Stanley Goodspeed in Michael Bay’s “The Rock.” However, the screenplay he received was not up to scratch. “Jerry Bruckheimer came to me with the script for ‘The Rock’ that Sean Connery and Nicolas Cage ended up doing,” Schwarzenegger said. “I was offered the Nicolas Cage part, but it was 80 pages, there were scribbles and hand-written stuff saying, ‘This is s***, let’s not do this page, let’s rewrite this.'”
According to Schwarzenegger, he returned the script and told the producer to come back when it was right. Ultimately, Bruckheimer and the team went to Cage with the offer, and the rest is history. Schwarzenegger admitted that “The Rock” turned out great, crediting Cage for his outstanding performance, but still regretted turning down the part, stating, “I don’t know if I’d be able to do as good a job as he did, but I was mad that I turned down that role because it was really a great role.”
Madonna could have been Catwoman in Batman Returns
One of the most intriguing behind-the-scenes secrets of “Batman Returns” was that a different actor almost threw on the skin tight rubber suit to embody the seductive Selina Kyle, aka Catwoman. Appearing on “The Tonight Show Starring Jimmy Fallon” in 2021, pop icon Madonna addressed a long-standing rumor, confirming that she had been approached to play Catwoman in “Batman Returns,” as well as Nomi Malone in “Showgirls.”
“I regret that I turned down Catwoman,” Madonna said. “That was very fierce. ‘Showgirls,’ no.” Concluding this trifecta, Madonna informed Fallon that she said ixnay to a part in “The Matrix” as well. She didn’t reveal what role it was, but that she regretted walking away from it, referring to “The Matrix” as “one of the best movies ever.” While it would have been interesting to see Madonna’s interpretation of Catwoman, there’s no disputing that Michelle Pfeiffer made the role her own. In terms of “Showgirls,” let’s pretend it’s like the first rule of Fight Club and never talk about it again. Thankfully, Madonna seems to have landed on her feet without these roles.
A major change in Uma Thurman’s life meant turning down Eowyn in The Lord of the Rings
Fans of “The Lord of the Rings” know Mirando Otto as Eowyn in the film trilogy, but the original plan would’ve seen Uma Thurman hanging around Middle-earth. The reason for turning down such a juicy role in the legendary fantasy franchise? During a 2017 appearance on “The Late Show with Stephen Colbert,” Thurman revealed that the decision was due to a major change in her personal life. “It was a very long time ago,” she said. “And I do consider it one of the worst decisions ever made, but I had just had my first child, and I was — I don’t know — a little housebound.”
Given that the Peter Jackson-directed trilogy was being shot back to back for an extensive period of time in New Zealand, Thurman discussed that it wouldn’t have been feasible to take the newborn Maya Hawke with her. Understandably, motherhood was all new to Thurman, so she would have wanted to be closer to home. Having said that, the “Pulp Fiction” and “Kill Bill” star expressed regret that this is the part that got away.