The Broadway and TV star was among the actresses considered to voice the role of Ursula the sea witch.

Auditioned to play "Lois Lane."

Among the actors considered by Warner Bros. to play "Rick."

Raft was offered the role of Walter Neff and turned it down.

Raft, questionable in his judgment of good movie roles, turned down a whopper by spurning the chance to play "Roy 'Mad Dog' Earle" in what became a classic thriller.

Raft turned down the part of Sam Spade because he did not feel it was an "important picture." Oops!

Aishwarya Rai turned down a role in the film.

According to IMDB, Aishwarya Rai was the first actress to be considered for the role of "Jane," but turned it down becuase of filming conflicts.

Aishwarya Rai turned down the role of Helen in the film Troy.

Before his success with Spider-man, Sam Raimi offered to direct Batman Forever when Tim Burton stepped down.

The leading female role of a singer was originally intended for Oscar-winner Rainer.

Luise Rainer was offered a part in Fellini's movie, but she didn't like the improvisatory nature of the script.

Raines dropped out of the film at the last moment. She would have played "Joan Raymond."

The great Rains declined the role of a hypocritical judge very much in favor of the death penalty.

Ramirez was originally cast as Eva Kendall-Lucas but the project was shelved for a time and when it finally got off the ground again, the role was recast.

Harold Ramis was reportedly the original choice for the role of Verne.

Was considered by great director Sam Peckinpah to star in his disturbing film about a man of wife subjected to brutal violence in rural England.

Originally, Tony Randall was hired to voice Templeton. When Randall used his "sophisticated" voice, the director said he wanted something more nasal. Randall suggested Paul Lynde.

Was considered for the role of the conceited, phony, skirt-chasing pianist.

Randall had been cast as a brash playboy in the WW II drama featuring Marlon Brando and Montgomery Clift but was shoved aside through the manipulations of a powerful talent agency.

Rathbone screentested for the role of the renegade monk in producer David O. Selznick's romantic desert epic.

Margret Mitchell was quoted as saying Basil Rathbone was her ideal choice for the role of Rhett Butler.

Originally, Brett Ratner was going to direct the remake of Ocean's Eleven and he wanted Sean Penn to be in it, but eventually, Ratner had to move on to another project, and Soderbergh took over.

Director writer Albert Brooks offered the former First Lady the role of a monstrous, overbearing mom.

Ronald Reagan was approached for the role of "Mortimer".

Before the film was released, Ronald Reagan was being advertised as having the lead. Some speculate that it was a studio publicity stunt.

At one point, Warner Bros thought they would have to film without Cooper so they screen tested Ronald Reagan for the role of Sergeant York.

Ronald Reagan was offered the part of Curtin by director John Huston, but Warner Brothers refused to let the actor get out of The Voice of the Turtle, which was scheduled to be made at the same time.

At one time, both Robert Redford and Emma Thompson were to play the leads that Michael Douglas and Annette Bening eventually played. This is when the film was due to be a more political film.

Redford was considered for a role in the film - rumored to be either Willard or Kurtz.

According to Variety, Redford was at one time interested in this project.

Kubrick was told that in order to get funding from Warner's, he had to cast one of the "top 10" current actors. Ryan O'Neal, coming off the success of Love Story, was #2. Redford was #4. Kubrick wisely chose Redford, but Redford turned down the role in preference for George Roy Hill's unremarkable the Great Waldo Pepper. Ryan O'Neal did get the role of Barry Lyndon. Kubrick was reportedly pacing the set his first day on camera, saying, "OMG, he really can't act!"

Robert Redford was considered to direct the film but could not fit it in his schedule.

Turned down the lead role in what turned out to be a smash hit, sexy and controversial Paul Mazursky-directed comedy.

Redford was Considereed for the role of Clyde Barrow.

Redford was considered for the role of real-life psychopathic killer Albert DeSalvo.

Robert Redford turned down for the lead role of Sam Bowden

The studio wanted Redford for the role of Michael Corleone.

Robert Redford turned Down The Lead Role Admitting Later That He Head No Regrets.

Robert Redford was attached to the film at one time.

Robert Redford was considered for a role.

Was considered for Jim Garrison.

Robert Redford was going to play Junuh, before deciding to cast a younger star in the role.

Redford was considered for the role of James Bond.

Robert Redford turned down the lead role.

In the early stages of pre-production, Robert Redford was in talks with Streisand to play Tom Wingo. Altough the two wanted to work together again since THE WAY WE WERE, scheduling conflicts interfered and Nick Nolte won the Oscar nominated role.

The studio tossed Redford's name around for the role of Rocky.

Robert Redford was considered for the lead role but opted to do Downhill Racer.

The lead roles were envisioned as a reteaming of Redford and Paul Newman, but Redford agent told the producers he "does not play old."

Considered acting in and possibly directing the comedy drama about a newly-widowed dad and teacher finding a new love.

Redford was considered for the role of Superman.

Turned down the role of the husband, Edward.

Redford was considered for the role of Frank Galvin but he was uncomfortable with the character.

Warner Bros. studio boss Jack Warner had Redford in mind first to play "Mike Talman" in this suspense thriller.

Robert Redford was considered for the role of Eddie Valiant.

Robert Redford turned down the role of Nick.

Alfred Hitchcock considered Redgrave for the role of the likeable, doomed barmaid who helps the man wrongly accused of being a London serial killer.

Redgrave was signed for the part until pregnancy caused her to drop out.

The stage and film icon was considered for the role of "The Captain" in director Francois Truffaut's film of Ray Bradbury's futuristic novel.

Considered for the role of Henry Higgins.

At the last minute, the great actress and beauty backed out playing a homely girl who is pursued by her father's boss.

Donna Reed was considered for the role of Eve Harrington.

Reed was offered the part of Princess Aouda and rejected it, as she had just played another "exotic" role as Sacajawea in The Far Horizons.

Reed was announced for the role of Mrs. Romberg in the biographic film of Sigmund Romberg, but her involvement in other films that year prevented her from making it.

Reed was tested for the role of Orchid Tan, but even with make up did not look believable enough to be an Oriental character in this Pear S. Buck story.

The role of Bandit was originally written for Jerry Reed. But after Burt Reynolds agreed to do it, Reed shifted over to play Cletus, Bandit's sidekick.

Reed was supposed to have a cameo in Cutthroat Island but was replaced by George Murcell.

Reed died during filming and his scenes as Proximo were completed with the use of a double and re-editing.

Reed was considered for the role of Lonnegan.

The director of "Bring It On" and "down With Love" was attached to direct the superhero epic.

At one point, Robin was written into the original movie and was offered to a relatively unknown actor named Ricky Reed.

Reedus turned down the role of "George Lutz" in the 2005 remake of the 1979 ghost tale.

The adult film star was scheduled to play "Coach Calhoun" but got cold feet.

Christopher Reeve turned down the lead role.

Christopher Reeve turned down the role.

Turned down the role of Fletcher Christian.

Christopher Reeve turned down the role of Verger.

Reeve was offered the part of Andrew Beckett but declined writing in a letter to producers that the role was to depressing.

Christopher Reeve was considered to play the lead role of Edward.

Christopher Reeve turned down the lead role of Jack Colton.

Christopher Reeve was originally considered for the lead role.

Christopher Reeve was considered to play Quaid.

Keanu Reeves passed on the role of Ramsey (Eddie Murphy).

Reeves was turned down for lead the role of William.

Keanu turned down the lead in this sequel. The part eventually went to Eric Stoltz.

Reeves was given the part of Chris Shiherlis before it went to Val Kilmer.

Keanu told Australian-based RipItUp magazine that he wanted to play the part of Aragorn.

At one time, the film was to be made with Uma Thurman and Keanu Reeves in the lead roles.

Reeves was offered the part of Pvt. Chris Taylor before it went to Charlie Sheen.

Reeves was turned down for the role of Charlie.

Keanu Reeves was named as the lead (Bob Lee Swagger) but at that time the movie was stalled.

Dropped out of the sequel after agreeing to play the role of Jack.

In 2005, Reeves was actually mentioned to play the sexy, opportunistic lowlife who was involved with film star Lana Turner.

Considered for the role of Wolverine.

Steve Reeves the body builder was offered the role of James Bond for $100,000 but turned it down because he was making $250,000 for his Hercules films.

Steve Reeves, the body builder, turned down the role of the gunfighter with no name that Clint Eastwood rode to fame.

Reid auditioned for the part of Mary Jane.

During the original casting process, Tara Reid was cast as Dorothy Wheeler.

John C. Reilly was the first choice to play sports commentator Champ Kind. (He co-starred in Will Ferrell and Adam McKay's next movie, "Talladega Nights").

Rob Reiner reportedly offered to buy the rights to the script so he could direct.

According to Entertainment Weekly, Reinhold was considered for the lead.

Paul Reiser and Kelly McGillis were originally cast as the leads in the film. Within the first week of shooting, the studio replaced them with Tom Hanks and Tawny Kitean.

Remar was originally cast as Cpl. Hicks but was fired by James Cameron shortly after shooting began.

Remick was cast to star opposite Richard Burton, who was eventually replaced by Peter O'Toole. MGM, after deciding that this musical remake needed am accomplished singer, dropped Remick in favor of Petula Clark.

The beautiful, talented actress was suggested to director Alfred Hitchcock when his original star Grace Kelly withdrew from the project.

Lee Remick was one of the original stars pursued in Robert Redford's ORDINARY PEOPLE. Mary Tyler Moore eventually won the Oscar nominated role.

Lee Remick was hired to replace Marilyn Monroe after she was fired off the picture. Dean Martin refused to do the film with anyone but Marilyn.

Considered by director Elia Kazan for the role of "Deanie."

Acording to the DVD commentary, Fox contract player Michael Rennie turned down the male lead.

Reno turned down the role of Agent Smith to do Godzilla instead.

Paul Reubens (PeeWee Herman) was going to play the part of Gozer, but then turned it down.

The Oscar-winning character star started filming as Ma Baxter, but problems with the production closed it down and the part was recast when it was resumed.

According to The Rough Guide To Cult Movies, Reynolds was considered for the role of Jack Cates.

Burt Reynolds was considered for the role of Astronaut Brent.

Burt Reynolds turned down the lead role.

Alfred Hitchcock wanted him to play the suave, devious kidnapper.

Reynolds was considered to play Michael Corleone. Some people say he was actually cast but Marlon Brando wouldn't act along side him.

THE GOODBYE GIRL was originally titled BOGART SLEPT HERE. Neil Simon took the story in a more comical direction and Richard Dreyfuss eventually replaced De Niro. Burt Reynolds was also attached at one point.

Reynolds was considered for the role of James Bond.

Burt Reynolds declined to play Frank T.J. Mackey in Paul Thomas Anderson's Magnolia, because he was still upset with Anderson about Boogie Nights publicity.

Reynolds turned down the role of Trapper John McIntyre.

Burt Reynolds was considered for the role of McMurphy.

Burt Reynolds was the first choice to play the successful, driven political consultant in director Sidney Lumet's 1986 drama.

Burt Reynolds was considered to play Rocky Balboa.

Turned down the lead role of Guy Woodhouse.

Reynolds turned down the Kevin Kline role.

Reynolds was considered for the role of Han Solo.

The studio considered Reynolds to play Superman.

The character of Garrett Breedlove was created for Reynolds by writer/director James L. Brooks. Reynolds was already committed to star in "Stroker Ace."

Seriously considered for a major role.

Burt Reynolds turned down the lead due to illness.

Debbie was held up on production of Give a Girl a break and could not make this movie.

Reynolds was offered the lead role in this film but declined it.

Debbie wanted to play the part of Doris Mann, because it was based on her, in Carrie Fisher's thinly- veiled real life story, but director Mike Nichols chose MacLaine instead.

Considered for the role of "I."

Rhames was considered to play Julian Washington.

Ving Rhames turned the villainous role down before it was offered to Kurt Russell.

James Earl Jones was considered to do the voice of Manny the mammoth.

John Rhys-Davies originally auditioned for Denethor. He was cast instead as Gimli.

Christina Ricci auditioned for the role of "Jenny."

Christina Ricci was reportedly attached to play the lead in Ghost World, but had moved on to other projects by the time it actually filmed.

Christina Ricci turned down the roll of Ronna due to scheduling conflicts.

One of the movies she lost out to Kristen Dunst for in 1994.

Christina Ricci read for the part of Lex Murphy.

Another movie she lost out to Kristen Dunst in 1994.

Christina Ricci tried out for the part of Lolita.

Christina Ricci was originally cast as Desi Brable but dropped out because of scheduling conflicts.

Ricci auditioned for the role of Juliet.

Christina Ricci turned down the role of Lauren Hynde.

Christina was considered for the role of Velma.

Richards auditioned for the role of Beth.

Turned it down because of too much nudity. Richards told director Paul Verhoven to "keep her in mind" for other roles. He cast her in his next film "Starship Troopers."

Denise Richards was considered for the role of "Cassie's Aunt" before Heather Graham was cast in the role.

Keith Richards (of the Rolling Stones) was supposed to do a cameo as Captain Jack's father. It was cancelled due to a conflict with his tour schedule. He does play the role however in the third film.

Miranda Richardson was considered for the role of Emma Peel.

Miranda was originally cast in the lead role but had to drop out because of scheduling conflicts.

Miranda Richardson was considered for the role of Sarah Miles until Julianne Moore wrote a letter to director asking for that part.

Miranda read for the role of Katharine Clifton.

Miranda Richardson turned down the lead role of Alex.

Turned down the lead role of Margaret, later to win Emma Thompson a Best Actress Oscar.

Miranda was cast as Mrs. Squeers but had to drop out because of scheduling conflicts with the film 'Spider.'

Jessica Lange replaced Miranda Richardson for the role of Mary MacGregor.

Richardson said she sent Bertolucci a long letter explaining why she wanted to play the female lead, but was turned down.

Among the actors considered when star Charles Laughton exited the project because he couldn't stand the weather in the Ceylon locations.

Don Rickles was originally cast as Fenderbaum.

Don Rickles reportedly really wanted a role, but was never offered one. Whenever Stanley Kramer came to one of his shows, Don would always give him trouble about it.

Alan Rickman turned down the role of Alec because he was tired of playing villains.

Diana Rigg was forced to turn down the role due to illness.

Considered by great director Sam Peckinpah to co-star in this violent, controversial work.

Pat Riley (then head coach of the Los Angeles Lakers) turned down the role of Nick.

Molly Ringwald turned down the role of Sandy, because her mother objected to the graphic content in the film.

Molly Ringwald really wanted to play Allison but Ally Sheedy had already been promised the part.

Ringwald auditioned for, but turned down the lead role in GHOST (1990). The role went to Demi Moore.

Had expected to star in the romantic comedy about a pair of friends who made a pact to leap off the Brooklyn Bridge if they hadn't found love by Lucy's 30th birthday.

Ringwald was considered to play the lead role.

Turned down the lead role because she didnt want to be playing a teen at 27.

Molly Ringwald turned down the role of Amanda Jones which did not make John Hughes happy.

Molly Ringwald was offered the part of Sally but could not fit in schedule.

Ritter was reportedle considered to play Bosley.

Considered for the role of "Sonny."

The beloved cowboy hero and western music artist auditioned for the role of "Sam the Lion."

Chita Rivera, who played "Anita" on Broadway, auditioned for the film version.

Robards had actually been filmed in the lead role during early production, before becoming ill and having to return to the United States.

Jason Robards was so distraught over not getting the role of Hickey, his signature role on stage, that he got drunk and crashed his car into a mountain, nearly dying in the process. His recovery included facial reconstructive surgery.

Jason Robards was considered for the role.

Was considered for the role of Rick Gassko.

Robbins was considered for Eddie Darko.

Robbins was considered to play Dr. Doom.

Tim Robbins was considered for the lead role of David Murphy.

Tim Robbins was considered for the role of Van Doren.

Julia Roberts turned down the female lead in Basic Instinct. The role went to Sharon Stone.

Julia was in the running for the role of Poison Ivy.

Julia Roberts turned down the role of Emma Brody.

Roberts was considered for the role of Ada.

Julia Roberts was close to star as Julie Hastings. After she won the role of Vivian in Pretty Woman she left the project.

Julia Roberts turned down the role of Mary Corleone due to scheduling conflicts.

Julia Roberts was the first choice to play Diana.

Julia Roberts was interested in the Harper Lee role, but she became pregnant before the start of production.

Julia Roberts turned down for the role of Marylin Rexroth.

Julia Roberts turned down the lead role.

Julia Roberts turned down the role of Annie.

Julia Roberts turned down the role of Lucy Moderatz.

Cliff Robertson was considered for the part of Sam Loomis.

Star Leslie Howard refused to do the movie version of the stage hit unless his Broadway co-star Bogart repeated his role.

The great star was the original choice to play "Dr. Zaius" and filmed a scene in makeup with Charlton Heston, but pulled out because he didn't feel his health was up to the rigors of performing daily under heavy ape makeup.

May Robson turned down the role of Emily Gale, better known as Auntie Em.

Chris Rock turned down the role of Dr. S, because he felt the script was horrible.

According to imdb, Rock was considered for the role of Huggy Bear.

According to a movie fan magazine, Rock was considered for the role of Jimmy Olsen when Burton was prepping in the mid-90s.

The Rock turned down the lead role. He thought the role of Sarge was more interesting.

The part was originally written for Dwayne Johnson (better known as The Rock).

Rodriguez was originaly cast for the lead role in 2003.

Told interviewers she turned down the role in the movie that somehow went on to win a Best Picture Oscar.

Rodriguez was asked by Kevin Smith to direct the film, but, Rodriguez deemed the script too "personal" and recommended Smith direct it himself.

Wrote the part of Seth for himself but got too old to play the role. He ended up taking the role of the cop instead.

Rogers wanted to play Annie and famously said "I would have done the part for one dollar if someone had asked me."

Rogers dropped out after being cast by director Howard Hawks and Stanwyck ran away with the part and the movie.

Rogers was the first choice to play this role in the early 1940's, but when it was made in the early 1950's she was no longer age appropriate.

Rogers was offered the role of Catherine Sloper.

Turned down master director Howard Hawks' offer of the role of snappy, hard-bitten reporter "Hildy Johnson."

Ginger Rogers was asked to play the part of Mary, the wife of George Bailey, but turned it down because the part was so small.

Rogers wanted to show she was a serious actress and even did a screen test for John Ford, but she was declined for the part of Elizabeth I. Interestingly, a year later she and Katharine Hepburn would make a movie together, Stage Door.

Rogers was to be cast in this role, but was considered to be too big of a star for the ingenue role.

Ginger Rogers was offered the role of Charlotte Vale, but Warner's star Davis heard this and then she was cast.

Rogers was offered the role of Josephine Norris.

When Judy Garland got fired, Rogers hated the script, so she turned down the chance to play Broadway legend and monster "Helen Lawson."

Mimi Rogers auditioned for the lead.

Originally cast as the renegade monk who falls in love with a cloistered heiress.

On one of Henry Rollins' live spoken word DVDs, he recounts an amusing story of auditioning for the role of Spinner Dunn, an ex-boxer. During the audition, Rollins apparently threw things around the room and scared Danny DeVito. According to Rollins, they loved him and asked him back for a 2nd audition, but he was edged out by another actor for the role.

According to imdb.com, Christy Carlson Romano (aka the voice of Disney's Kim Possible), was originally supposed to play the role of Violet.

He was offered the role of John Bender first,but he declined.

The tall, handsome star fell ill and his romantic role in this musical had to be recast.

After Horst Bucholz was unable to accept the role and Alain Delon was unable to tolerate the brown contact lenses the part required, director David Lean hired and fired the French star because of his thick accent and his appearance in Arab garb.

Arthur Freed at MGM originally considered this musical re-make as a vehicle for re-uniting Judy Garland and Mickey Rooney but, by the time it came to pre-production, they were establishing themselves in more "adult" roles and too mature to appear in a Student College setting.

The star was pursued to play "Buck Loner."

Producer Joe Pasternak wanted to cast Mickey Rooney as Joe D. Ross opposite Judy Garland, but it was decided that Gene Kelly was bigger box office.

Axl Rose was reportedly asked to appear in the School of Rock, along with the rest of Guns n Roses, as a band playing at the battle of the bands.

The role of Murdock (Kareem Abdul-Jabbar) was originally going to go to Pete Rose.

Had been set to play the practical but dim-witted mother of Jack (of Beanstalk fame) in a movie version of Stephen Sondheim's hit musical play. Rob Reiner was to have been the director.

Diana Ross was orginally cast for the lead role.

Ross was considered to play Shug Avery.

Turned down the role of "Alexandra" opposite Sean Connery.

For years, Diana Ross tried to develop & star in the American remake of the French film, DIVA to no avail. The project stalled and never got off the ground.

Diana Ross tried for years to bring THE JOSEPHINE BAKER STORY to the big screen but the project stalled. Years later, the project was made into an HBO movie starring Lynn Whitfield.

Writer Tom Mankiweicz and director Guy Hamilton wanted Ross as Solitaire but studio execs insisted the character be a young, innocent white woman - as she was in Ian Fleming's original novel.

The moviemakers suggested to Ryan O'Neal that Ross should play the boxing manager/trainer. He told them he thought it was "ridiculous."

Diana Ross was shown script according to the book Barbra: The Way She Is.

Diana Ross and Gene Hackman were to have starred in TOUGH CUSTOMERS in the '70's but the project never got off the ground. Ross went on to make THE WIZ.

Approached to direct, but passed.

Katharine Ross tested for the role of Daisy Buchanan. the role went to Mia Farrow.

Isabella Rossellini was considered to play Mia.

Tim Roth turned down the role of Seth Grecko.

Tim Roth was considered to play the title role when Hopkins expressed doubt in reprising the role.

Turned down Snape because he wanted to be in Tim Burton's Planet of the Apes.

Considered for the part of Amon Goeth.

Tim Roth was Alex Cox's first choice as Johnny Rotten, but Roth turned out, as he felt that the film was depicting far too recent history.

Mickey Rourke turned down the part of Jack Cates played by Nick Nolte. .

During pre-production the writer-director had Mickey Rourke and Nick Nolte in mind for the two main characters.

Rourke was considered for lead role of Alex.

Mickey Rourke was offered a role by Lawrence Kasdan, but he passed.

Was considered for the role of shady Florida lawyer "Ned Racine," but instead seemed better suited to the role of arsonist "Teddy Lewis."

Up and coming Mickey Rourke was almost cast as Danny Noonan, the kid who wants to win Judge Smails' caddie scholarship.

It is said that Rourke turned down the lead in Dead Poets Society after director Peter Weir refused to make script changes.

Mickey Rourke initially turned down the role of Ed as he felt the role was too one-dimentional. Tony Scott then worked with Rourke to give the role more depth.

At one time, Rourke was considered to star as Lewis with Michael Cimino directing.

Mickey Rourke was originally cast to play "Stuntman Mike" in Grindhouse.

Turned down the lead role in Highlander.

Mickey was cast in one of the main roles but Nicole Kidman stated she wouldn't work with him, even though she hadn't meet him before. She later dropped out of the lead role herself.

Quentin Tarantino reportedly wrote the screenplay with Mickey Rourke in mind. Tarantino changed his mind when Robert Rodriguez used Rourke in Once Upon a Time in Mexico and Sin City.

Mickey Rourke was replaced after a complication about whether he could include his pet chihuahua in a scene.

Mickey Rourke made a good impression during the casting of "The Outsiders" but wasn't quite right for any of those parts. Coppola then cast him for the follow-up "Rumble Fish."

Was offered a part of Sgt. Elias Grodin, but passed on it.

Mickey Rourke was given the oppurtunity to play "Butch" in Pulp Fiction, but turned it down to continue his boxing career.

Turned down the part for "Charlie Babbitt", possibly due to schedule conflicts.

Mickey was offered a role in Guy Ritchie's Revolver but turned it down to do Domino instead.

Was considered for the role of Jack Crawford.

Mickey Rourke shot a segment of the film that was deleted in the final cut. He was in the credits with a special thanks. Also cut were Billy Bob Thornton, Martin Sheen, Viggo Mortensen, Gary Oldman, Bill Pullman and Lukas Haas.

In a documentary on the special edition DVD of Tombstone, Michael Biehn (who played Johnny Ringo) mentions that the role of Ringo was first offered to Rourke.

Mickey Rourke was offered a role, but turned it down.