Hollywood casting is a strange business built on timing, contracts, and sometimes plain instinct. A script lands on a desk, an actress reads it, and for reasons that seem perfectly sound at the time, she says no. Then someone else says yes, a performance becomes iconic, and the story of the “almost” actress becomes its own small piece of film history.
What makes these stories so fascinating isn’t regret, exactly. It’s the reminder that even the sharpest instincts in the business can misjudge a script, a director’s vision, or a moment that turns out to be lightning in a bottle. Here are eight actresses whose decisions to pass on a part opened the door for someone else to become unforgettable.
1. Molly Ringwald turned down Pretty Woman
Before Julia Roberts became a household name, the role of Vivian Ward was reportedly offered to Molly Ringwald, fresh off her run as the face of John Hughes teen classics. Molly Ringwald revealed she turned down the lead role in “Pretty Woman” before Julia Roberts was cast. The script at the time looked nothing like the glossy romance audiences eventually saw.
Written by J.F. Lawton, the screenplay was at the time titled $3,000 and was a drama about a cocaine-addicted prostitute paid by a wealthy businessman to spend time with him for a week. Ringwald has said she didn’t dislike the finished film, just the tone of the material she’d been shown. “Julia Roberts was wonderful in it, but I didn’t really like the story,” she said. “Even then, I felt like there was something icky about it.”
2. Michelle Pfeiffer turned down Basic Instinct
Long before Sharon Stone’s career-defining turn as Catherine Tramell, the role was practically written with Michelle Pfeiffer in mind. According to Sharon Stone, while a myriad of actresses auditioned for the role in Basic Instinct, the producers were originally gunning for none other than Michelle Pfeiffer, believing she would flawlessly embody the seductive genius they were looking for. Pfeiffer said no not once, but twice.
Stone recalled, “I had to wait for 13 other more important actresses to turn it down, and they really wanted Michelle Pfeiffer, and they didn’t want me. But she turned it down, and they kept going back to her, and she turned it down again.” Others who reportedly passed included Kim Basinger, Meg Ryan, and Geena Davis, but it was Stone’s performance, once she finally landed the part, that turned the erotic thriller into a genuine cultural moment.
3. Meg Ryan turned down The Silence of the Lambs
Meg Ryan was one of the biggest romantic comedy stars of her era, which made her an unlikely but seriously considered choice for a much darker project. Director Jonathan Demme reportedly had a very different cast in mind before Jodie Foster ever won the role of Clarice Starling. Not only did Meg Ryan, Sean Connery, and Michelle Pfeiffer all turn the film down, but Demme was initially dead set against casting the one actress who wanted it most: Jodie Foster.
Foster’s persistence paid off in a way few could have predicted. Clarice Starling, as portrayed by Foster, is ranked by the American Film Institute as the greatest heroine in film history. Ryan went on to build an enormously successful career in comedies, but the thriller that might have redefined her image belonged to someone else entirely.
4. Emily Blunt turned down Black Widow
Few near-misses in modern blockbuster history get discussed as often as this one. Prior to Scarlett Johansson landing the role of Marvel Studios’ Natasha Romanoff, it was first offered to Emily Blunt, who was the top choice to portray the role of Black Widow in the Marvel Cinematic Universe. A prior contract got in the way.
“I was contracted to do Gulliver’s Travels,” Blunt told Howard Stern. “I didn’t want to do Gulliver’s Travels.” Johansson stepped in and turned Natasha Romanoff into one of the most recognizable characters in modern cinema, appearing across nearly a decade of Marvel films. Blunt herself has been gracious about it since, telling one interviewer, “Come on, the best girl got it,” about Johansson, adding that she was “amazing.”
5. Sarah Michelle Gellar turned down Clueless
Before she became known for slaying vampires on television, Sarah Michelle Gellar was in the running for one of the defining comedic roles of the 1990s. Gellar was originally offered the now-iconic role of shopaholic-with-a-heart-of-gold Cher Horowitz in the classic ’90s movie “Clueless,” but passed on it due to scheduling conflicts with “All My Children.” It wasn’t a creative decision so much as a practical one, tied to her daytime soap commitments.
The part instead went to a then relatively unknown actress. Alicia Silverstone’s performance as Cher became so beloved that the character still gets referenced in fashion and pop culture discussions decades later. Gellar, of course, found her own signature role a few years later on Buffy the Vampire Slayer, proving that one missed opportunity rarely defines a whole career.
6. Rachel McAdams turned down The Devil Wears Prada
In the mid-2000s, Rachel McAdams was one of Hollywood’s most in-demand young actresses following her breakout in The Notebook and Mean Girls. Around this time, she was widely reported to have passed on the role of Andy Sachs, the ambitious assistant at the center of The Devil Wears Prada. The reasons cited at the time pointed to a desire to avoid being typecast in similar young professional roles after a string of comparable parts.
Anne Hathaway took the role instead, delivering a performance that reshaped her public image and proved she could carry a mainstream comedy alongside Meryl Streep. The film became a defining piece of 2000s pop culture, still quoted regularly today. McAdams, for her part, went on to build a varied career, though this particular near miss remains one film buffs bring up often.
7. Emma Watson turned down La La Land
Emma Watson was reportedly attached early on to star opposite Ryan Gosling in Damien Chazelle’s musical romance La La Land, in the female lead role of Mia. Scheduling conflicts tied to her commitment to Disney’s live action Beauty and the Beast ultimately led her to step away from the project. It was a reasonable trade off at the time, given the scale of that Disney production.
Emma Stone took over the role instead, and her performance as a struggling actress chasing her dreams in Los Angeles earned her the Academy Award for Best Actress. The film itself picked up numerous Oscars and became one of the most celebrated original musicals in recent memory. Watson’s Beauty and the Beast performed well commercially, but the awards attention that followed La La Land went entirely to her replacement.
8. Reese Witherspoon turned down Chicago
Before Renée Zellweger stepped into the role of Roxie Hart in the 2002 musical Chicago, the part had reportedly circulated among several leading actresses of the era, including Reese Witherspoon. Personal timing seems to have played a role in her decision to pass, at a point in her career when she was focused on other commitments. It was a defensible choice given everything else she had going on at the time.
Zellweger’s performance as the murderous, fame hungry chorus girl became one of the most talked about musical turns of the decade, and Chicago went on to win the Academy Award for Best Picture. The role reaffirmed Zellweger’s versatility after her earlier dramatic work and remains one of the signature performances of her career. Witherspoon would win her own Oscar a few years later for Walk the Line, so the story ultimately worked out for both actresses, just on different timelines.
Looking back at these near misses, a pattern emerges. Almost none of these decisions were careless. They were shaped by scheduling conflicts, contractual obligations, discomfort with a script’s tone, or simply a different read on where a career should go next. The roles that turned into legends did so partly because of the performances given, but also because of the peculiar alchemy of timing that no one, not even the actresses who said no, could have fully predicted.
