Orson Welles was offered the role of Friar Tuck or King Richard, but he turned them both down.

Orson Welles was Francis Ford Coppola's first choice to play the part of Colonel Kurtz, but he turned the role down. Welles himself had earlier tried to direct a movie of "Heart of Darkness", The Joseph Conrad novella upon which "Apocalypse Now" was based.

Orson Welles turned down the role of General Ursus.

The great director failed to secure the film rights to Joseph Heller's landmark and scathing anti-war novel.

Orson Welles was considered for the role of Vito Corleone.

Director John Ford offered the lead role of Mayor Frank Skeffington to Orson Welles, but according to Welles, a lawyer representing him in contract negotiations mistakenly asked for too much money and the part went to Spencer Tracy.

Orson Welles turned down the role of Milo Perrier.

Producer Kevin McClory wanted Welles as Ernst Stavro Blofeld when the film was being developed under the title of "Warhead" in the late 1970s. Legal delays resulted in the picture being recast and made as "Never Say Never Again" several years later.

Director/star Laurence Olivier wanted Welles to play Buckingham, but changed his mind when his friend Ralph Richardson said he wanted the part. Olivier later wrote that he regretted the decision.

Welles was considered to do Darth Vader's voice.

Welles was going to direct a film of Shakespeare's play and also play the role of Caliban, but the funding fell through after the financial failure of "Chimes at Midnight."

Director George Lucas chose stage actor James Wheaton over Welles for the voice of OMM.