"Creative differences" with star Lucille Ball shoved the great Kahn out of the made-to-order role of "Anges Gooch."

Kahn was fired after the first script reading because of a heated disagreement with Lucille Ball.

Brad Kane was originally hired to be BOTH the speaking and singing voice of Aladdin, but at the last moment they gave the speaking voice to Scott Weinger.

Slatted to play Kane's father Jim Kane, but opted to appear in the 1941 Broadway revival of George Bernard Shaw's "The Doctor's Dilemma."

Kanew was originally set to direct, but decided to drop out of the project to work on Troop Beverly Hills instead.

Kaplan was considered to direct but left to do Project X with Matthew Broderick.

Refused to parody his beloved role as the Frankenstein monster.

The studio's first choice got passed over by director James Whale who preferred an actor with a more intellectual, refined speaking voice and manner.

The lead role was intended for Karloff, but it was rushed into production with Henry Hull while Boris filming "Bride of Frankenstein"

Universal had originally intended Karloff to star as Larry Talbot, the aristocrat attacked by a wolf when he returns to his family homestead.

Morris Karnovsky originally considered for the father role.

Lawrence Kasdan was originally set to direct this project.

William Katt (The Greatest American Hero) auditioned to play Luke Skywalker.

Director Paul Mazursky offered the role of the elderly man on a last odyssey with his cat to Broadway, TV and movie star Kaye.

Singing star Howard Keel said that Kaye, not he, was among MGM's first choices to play the conceited actor starring with his ex-wife in a new play.

Considered to play chimney sweep Bert.

Thorsten Kaye auditioned for the role of Maximus.

Some say that Elia Kazan was Francis Ford Coppola's first choice for the role of Hyman Roth. Other reports say that Paramount was considering Kazan to replace Copolla as director.

The great director did a screen test for the role of Greek cafe owner "Nick Papadakis" in this movie version of James L. Cain's classic and sexy thriller.

Got replaced by director Mike Nichols who felt he was too young to play Colonel Cathcart.

The comedy genius was the first choice to play sweet, gallant "Otto Kringelein."

Originally, Buster Keaton had the role of Smiler Gorgan. When the role was reassigned to Jimmy Durante, they gave him a different role.

Buster Keaton was cast in a supporting role that was ultimately cut - with the exception of a handful of scenes.

After the success of "The First Wives Club," Midler, Keaton and Hawn were going to make another film together. The premise was about women who sell beauty products in the jungle. The film never got made.

Keaton turned down the lead role.

Keaton was turned down for the role of Frances Farmer. Jessica Lange won the part.

Diane Keaton was considered to star as photographer Diane Arbus in the biopic based on a book by Patricia Bosworth, at one point.

Diane Keaton turned down the lead female role because, like Jane Fonda, she didn't like the script.

At one point Diane Keaton and Jack Nicholson were considered to play the leads.

Woody Allen wrote the part of Ariel for Diane Keaton, who was too busy to accept it. the casting of Mia Farrow began Woody's 13 year relationship with her.

Diane Keaton was the first choice to play Joanna in the original STEPFORD WIVES in 1975. At that time, Brian DePalma was attached to direct. Diane's therapist thought the role was 'not' the best idea and Katherine Ross won the role.

After originally accepting, Keaton decided not to do the third movie because he reportedly did not like Joel Schumacher's direction.

Considered for the role of Josh.

Keaton was considered to play Willy Wonka.

Keaton was turned down for the role of William.

Michael Keaton was considered for the role of Seth Brundle.

Keaton was Considered To Play Chili Palmer

Michael Keaton turned down the lead role of Doc McCoy.

Keaton was considered for the role of Kazinski.

Was considered for Jim Garrison.

Michael Keaton was considered to play the lead role.

Steve Martin took over the lead role after Michael Keaton quit.

Michael Keaton was considered for the lead role of Andrew Beckett.

Michael Keaton was considered for the Capt. Jack Sparrow role.

According to an article by Entertainment Weekly, Keaton was one of the actors considered for the lead.

Keaton was originally cast in the role of Tom Baxter but was replaced by Jeff Daniels.

Considered for the Jack Crawford role.

Michael Keaton turned down the lead that went to Tom Hanks.

Keaton was considered for the psychiatrist role.

Howard Keel was originally considered for the lead role when the movie was still in the developmental phase, and was about a singing cowboy who played bit parts in "B" movies.

Catherine Keener had a small role as Investigator Hal Slocumb's wife which was cut from the final film.

Harvey Keitel was actually cast as Willard but was fired 2 weeks into production.

Keitel auditioned for the part of Curly, but did not get it.

Harvey Keitel actually filmed some scenes as Victor Ziegler before he left the project.

Martin Scorsese wanted Keitel to play Travis Bickle.

Keith was one of several actors in the running for the part of Sam Loomis.

Universal Studios executives thought Bela Lugosi was dead, so they had Keith in mind to play Dracula. Keith had been the orginal choice to play Dracula in 1931.

When Lon Chaney died, Keith became one of the first actors considered to replace him as the vampire count.

Cecil Kellaway scenes were eliminated from the film, though his name remained in the credits.

Sally Kellerman reportedly turned the role of Linda Rogo down.

Turned down the chance to direct the movie version of the Kander-Ebb musical set in Berlin.

Was scheduled to play the leading role but broke his ankle playing touch football.

Kelly was envisioned as one of four stars of this MGM musical directed by Stanley Donen after "Singin' In the Rain."

Campaigned hard to play the dynamic, sexy role of gambler "Sky Masterson."

Kelly was promised the title role in the movie version of the hit musical in which he'd made a hit in 1940. It took so long to get the movie project going that Kelly was by then a star at MGM and lost the role.

MGM had promised him the role and cast Brando instead. This was the last straw for Kelly who left MGM soon after.

Grace Kelly was considered to play poetess Elizabeth Barrett Browning.

Grace Kelly was considered for the role of Maggie the Cat.

Originally meant to star in the romantic comedy as a fashion designer opposite James Stewart.

Alfred Hitchcock hoped to attract Grace Kelly to star in a John Buchan-esque adventure thriller set in Africa, He scouted locations, but budget and political issues derailed the project.

Before Elizabeth Taylor accepted it, the role of Leslie was offered to Grace Kelly.

Was the original choice to play Salvation Army do-gooder "Sarah Brown" in the movie version of the Broadway musical smash hit.

Alfred Hitchock had hoped to team James Stewart with Kelly in the suspense classic as the parents of a boy kidnapped in Morocco.

Grace Kelly was director Alfred Hitchcock's first choice and was to be her comeback film but was busy being the princess of Monaco.

In the 1950s, Alfred Hitchcock tried to launch Kelly in a movie version of the haunting Sir James Barrie play about a young woman who mysteriously disappears twice on a Scottish island.

Director Alfred Hitchcock tried to bring his favorite leading lady back to the screen after she became the Princess of Monaco.

Grace Kelly rejected the role of Edie Doyle to star in Rear Window (1954).

Director Alfred Hitchcock wanted to pair his new favorite leading lady with William Holden in the dark comedy about a corpse that won't stay buried.

Turned down the role because she was Princess of Monaco and had run into difficulties with her subjects earlier when Alfred Hitchcock and she had planned to do "Marnie" together.

According to IMDB.com, Moira Kelly was originally cast as Polly Pry but was replaced by Toddy Walters.

Fantastic commedienne Kendall was almost cast in this movie as Ann Kay, but Chaplin saw her hit movie Genevieve and did not think she was funny. He re-cast the role with Dawn Addams.

George Kennedy was furious that he missed the chance to spoof himself in this movie. He would later get that opportunity in the Naked Gun series.

Kerr had hoped to play the role of Rose Sawyer, but MGM knew another studio had the property and did not encourage her to be cast.

Kerr was thought to play the title role in the George Bernard Shaw play in the 1940's, but the movie was not made.

She had to refuse Hitchcock offer because she whas already too busy.

Kerr was offered the role of spy Joanna Grey and declined it.

Kerr was offered the part of Jerusha Bromley in the late 1950's but declined it.

Kerr was initially one of Cary Grant's considerations for his next co-star. Eventually Ingrid Bergman would become his only choice for the lead.

Kerr was supposed to co-star with Stewart Granger, Michael Wilding, and Greer Garson in this historical film in 1952, but the film was not made.

Kerr was in the running to make this dramatic film version of the life of Gertrude Lawrence. But it was made 16 years later as a musical with Julie Andrews.

Kerr was thought of for the role of Augusta Bertram but was not cast.

Kerr wanted to play the title character for many years, but felt it was not made due to the downbeat nature of the story (an alcoholic spinster). It was made 20 years later with Maggie Smith.

John Kerr turned down the role, as he was opposed to the politics of Charles Lindburgh.

Read for Alfred Hitchcock for the role of "I."

Alicia Keys was considered for the role of Naturelle.

Talks of remaking A STAR IS BORN circled Hollywood for years. Will Smith and Alicia Keys were attached at one point. Project never got off the ground.

Kibbee was the original choice to play the role of Friar Tuck.

Cast by her "Moulin Rouge" director Baz Luhrmann in the role of the hero's extraordinary mother, "Olympia." The rival Oliver Stone movie of Alexander's life contributed to the derailment of Luhrmann's long-planned epic.

Nicole Kidman was considered for the role of Emma Peel.

Nicole Kidman was considered to play the part of Katharine Hepburn.

Nicole Kidman was considered for the leading role, but she turned it down.

Nicole Kidman was actually cast but had to leave the project.

Nicole Kidman was considered for the role of Ginger.

Kidman was considered for the title role.

Nicole Kidman turned down the Part of Roxie.

Director Fernando Meirelles thought she was too old for the part.

Crowe & Kidman were supposed to star in this low-budget Aussie pic but the project was postponed due to script problems.

Nicole Kidman was looking to star in another suspense film after THE OTHERS, yet Julianne Moore got the part.

According to a 1995 interview, Nicole Kidman refused a screen test for the role of Jenny.

Kidman auditioned for the role of Molly.

Did not play "Dawn Campbell" because of scheduling difficulties. Her close friend, and the director's first choice, Naomi Watts instead did the role.

Having developed the project with Jane Campion, Nicole Kidman pulled out of the lead role of Frannie because she was going through her famous divorce. She kept a producer credit.

Nicole Kidman turned down the lead role of Diana, which was supposedly written with her in mind.

Nicole Kidman was Barry Sonnenfeld's choice for the role of Jane Jetson when he was considering filming the project in the mid '90s.

Nicole Kidman was cast but had to back out of the project.

Nicole Kidman turned down the role of Bitsey Bloom.

Kidman was actually cast in the lead role of Jane Smith but dropped out.

Nicole Kidman was set to play the lead but had to drop out because of an injury from Moulin Rouge.

Announced to play the curvaceous secretary/actress and Swede "Ulla," she dropped out due to scheduling conflicts.

Nicole Kidman turned it down.

Nicole Kidman was reportedly considered to play Lucy.

Val Kilmer was reportedly offered a leading role in the film, but had previous contractual obligations. Kilmer did fly in to Pittsburgh for a single day to film a cameo instead.

Val Kilmer signed on to play the character Lance Stone in the Warwick Davis production but had to drop out secondary to sustained production delays.

Before being cast as King Philip, Stone was considering him for the lead.

Val Kilmer and Johnny Depp were attached to the film at various times.

Val Kilmer was rumored to have been offered the cameo as Goldmember at the end of the film.

Val Kilmer turned down the lead role.

Val Kilmer was initially considered for a prominent role but backed out due to scheduling conflicts.

Val Kilmer declined to return due to creative differences with Joel Schumacher.

Val Kilmer turned down the lead role of Jeffrey.

Val Kilmer was originally offered the headlining role but respectfully declined. Willem Dafoe and Benicio del Toro were then considered for the role of Mike Blueberry, but director Jan Kounen remembered conversations he had about shamanism with his friend Vincent Cassel and chose him instead.

Val Kilmer was considered for the title character.

Backed out after being cast as Detective Fanning.

Val Kilmer turned down the lead role.

Val Kilmer was offered a prominent role but declined due to sceduling conflicts.

Val Kilmer turned down the lead role.

Val Kilmer turned down a role in the film.

Val Kilmer turned down the role of Detective Kirkpatrick.

Tom Cruise and Val Kilmer were rumored to be headlining this World War Two epic. the production was later abandoned.

Val Kilmer turned down the lead role.

Val Kilmer was considered as a secondary option to play Argentine revolutionary Che Guevara if Benicio Del Toro were not available.

Val Kilmer was considered to play Frank Horrigan.

Val Kilmer was considered for the role of David Murphy.

Val Kilmer was considered for the role of Jeffrey Wigand.

Val Kilmer turned down the lead role of Louis.

Val Kilmer was going to star, but dropped out when he was offered the role of Batman in Batman Forever.

Val Kilmer was offered the lead role in the New Line Cinema production, but Kilmer later dropped out due to scheduling conflicts with Red Planet and the Salton Sea. The film was later abandoned by New Line.

Steve Buscemi, Frank Vincent, William Hurt and Val Kilmer were attached to star in this film concerning the mafia. the production was initially delayed and then ultimately cancelled when the production company failed to secure financing.

Val Kilmer not only turned down the part of Neo, but also Morpheus.

According to an interview with Matrix composer Don Davis, the studio wanted Brad Pitt or Val Kilmer for the lead role.

In 2001, Dennis Hopper and Val Kilmer were attached to play a corrupt cop and an ex-con on parole. The film was never made.

Kilmer turned down the role of Ponyboy because of previous commitment.

Val Kilmer auditioned for the part of Elias, but ultimately didn't get the role.

Val Kilmer was considered to play Johnny Utah.

Val Kilmer was initially offered the headlining role as a private eye. Due to scheduling conflicts Kilmer was forced to decline.

Writer Ben Trebilcook's second choice was Val Kilmer for the role of SAS Commando Randolph Herz, a character that Jason Statham was originally set to play.

Kilmer was considered for the lead role.

Val Kilmer was offered an unspecified part in this film but later declined.

Seriously considered for the lead role of Jake Brigance (Matt McConaughey).

Val Kilmer wanted to play Clarence, according to director Tony Scott.

Colin Farrell, Val Kilmer, Robert Downy Jr. were all originally attached. Val Kilmer's production company Blessed Films was also originally set to produce the film after Kiss Kiss Bang Bang wrapped, but a production delay forced all three to drop out along with Blessed Films. the production re-emerged under the direction of Mars Callahan.

George Lucas and Ron Howard originally planned on making at least one sequel to Willow. Scheduling problems with the Star Wars films, Indiana Jones films and Willow's lower than expected domestic box office receipts prompted George Lucas to expand upon Willow's story in books rather than in movie sequels. the sequel was abandoned.

Jamie King was considered for the role of Tina.

Considered for the role of Han Solo. Not cast in the movie, but played the role in the radio adaptation.

King was also considerd to play the youngest sister Bird.

Ben Kingsley turned down a role due to prior commitment.

Ben Kingsley had meetings to play a villain named The Vulture, but the final script cut that character and used Topher Grace as the villainous Venom instead.

Producers originally thought of Kinison for the role of Beetlejuice, but Kinison's agent never told him of the project.

Kinison was dating Penny Marshall at the time she was getting ready to direct Jumpin' Jack Flash, and Marshall offered him an important supporting role in the film, but Whoopi Goldberg canned the idea.

According to an early 80's interview with Letterman, Nastassja expressed dissapointment about not getting Foreman's 'Ragtime.'

Kirby won audience and critical acclaim for playing "Ed Furrillo" in the big hit "City Slickers." But Billy Crystal and he had a falling out, so the scene-stealing Kirby got quietly replaced in the so-so sequel.

Auditioned for the role of "John Connor."

Kline was attached to the film in early stages.

Kevin Kline was considered to play Batman.

Was pursued for the role of the shady, horndog Florida lawyer.

Kevin Kline was originally cast as Ernest Menville. Bruce Willis replaced him.

Kline was considered for the lead role but opted to do A Fish Called Wanda.

Kline was actually cast as Peter Pan but backed out because of an over-extended commitment to the film Soapdish.

Kline was turned down for the role of Hooper.

Kevin Kline turned down the lead role.

Had been mentioned to play the bumbling, conceited Inspector Clouseau but may have been considered less 'bankable' than other stars.

Kevin Kline was one of many actors considered for this film.

The two-time Oscar nominee, Shirley Knight, was considered for the role of Kay but was eventually cast as Polly.

Keira Knightley admitted that the audition was embarrassing saying "I knew I couldn't sing it."

Keira Knightley got so far as to film screentests with Brad Pitt, but ultimately lost out to Rose Byrne.

At one point, Beyonce was supposedly considered to play Mimi.

Knowles was considered for the role of Lois Lane.

Knoxville was actually cast as the San Francisco Hobo, but could not accept due to conflicting schedules.

Had been set to play the son who arrives home for the holidays with his uptight girlfriend.

Knoxville was going to play Harry Lockhart before being replaced by Robert Downey Jr. prior to filming.

Kovacs was set to play "Melville Crump," but was killed in an automobile accident.

Lenny Kravitz was considered for the role of Ruby Rhod and was considered a source of inspiration for the character.

Nicolette Krebitz auditioned for the role of Christa.

Tested for the part of Superman.

In the '90s, the great director dreamed of doing a film based on the superb thriller novel, but moved on to other projects.

Several sources reported that Tom Shadyac was considering Lisa Kudrow for the role of Evan's wife in Evan Almighty.

American studio bosses lured the Japanese master director to the epic about Pearl Harbor by telling him that British master director David Lean would direct the American section of the film. Kurosawa, learning this was a lie, did all he could to get himself fired. And succeeded.

Ashton Kutcher was originally supposed to play Eric in 40 Days and 40 Nights.

Ashton Kutcher was turned down for the role of Batman.

Ashton Kutcher was considered for a role in the Dukes of Hazzard movie.

Ashton Kutcher was cast as Drew but was let go. Director Cameron Crowe then signed his first choice - Orlando Bloom.

Cast as empty young business whiz "Carter Duryea" but left the project due to "creative differences."

Ashton Kutcher was considered for, but did not get, the lead role of Danny Walker.

Ashton Kutcher was considered for the role of Superman.

Ashton Kutcher turned down the role of Noah due to scheduling conflicts.

Nancy Kwan turned down a role in this film due to disagreements with the script.