Had been scheduled to direct the movie version of James Ellroy's 1940's L.A. novel about the murder investigation of young would-be actress Elizabeth Short.

Eva Green was offered a role but passed on it to avoid being typecast as a "femme fatale."

Turned down the title role of Elizabeth Short.

Auditioned for the title role, but got cast instead as "Sheryl Saddon."

Gwen Stefani was considered for the role of "Kay Lake," who comes between two police partners in '40s Los Angeles.

Wahlberg had been set to play "Sgt. Lee Blanchard," one half of the team leading the 1940s investigation of the brutal murder of aspiring actress Elizabeth Short.

Director Todd Phillips was working on Borat but left in 2005 over creative differences.

Drew Barrymore was actually cast as Donna Newman but had to drop out.

Lauren Graham turned down the part of Donna Newman.

Patricia Arquette wanted to play the lead.

Robert De Niro had to drop out of playing Queenan to go ahead with his own directorial project, the Good Shepherd.

According to IMDB, had to turn down a role in Martin Scorsese's crime drama due to his commitment to "Apocalypto."

Ashley Judd wanted to play Madolyn.

Turned down the chance to work with director Martin Scorsese because of his ongoing commitment to his TV series.

Ray Liotta, who hasn't worked with Scorsese since "Goodfellas," was reportedly the first choice for the role of Dignam, but had to turn the role down due to other commitments.

Nicholson originally turned down the part of Frank Costello but director Martin Scorsese and co-star Leonardo DiCaprio changed his mind.

Gwyneth Paltrow was considered to play Madolyn.

Pitt was cast as Sullivan but dropped out. He did continue to produce the film.

The blonde Sedgwick was seriously considered by Scorsese to play the role of Madolyn.

Hilary Swank was reportedly one of the actresses considered by Scorsese for the part of Madolyn.

Kate Winslet was reportedly one of the actresses considered for the part of Madolyn.

The actor-writer-comic reluctantly turned down the hit movie because of his weekly TV series "Rescue Me." He is reported to have been offered both the roles played by Simon Baker and Stanley Tucci.

An Elle magazine story reports that she turned down the leading role in the hit film.

She was to play the lead role to a version of the script E. Lynn Harris wrote.

Jennifer Hudson (also of American Idol 3) beat out Fantasia for a leading role in Dreamgirls, both tried out for the role.

Saying he was 'thrilled' to be considered for a role, the singer-actor turned down the movie because, having just filmed a period musical, he didn't want to risk being 'typecast' by doding another one.

In the early/mid 90's, Lauren Hill expressed interest in playing the Deena Jones character in the film adaption of DREAMGIRLS.

Back in the late 80's or early 90's, Whitney was attached to the role of Deena Jones.

Terrence Howard said in an interview that he had auditioned for a part in Dreamgirls but didn't get it.

It was initially reported that Usher was to play the character C.C. White. However, the singer could not commit six months to the project and turned down the role.

Denzel Washington reportedly turned down the role of Curtis Taylor Jr. because he can't sing.

Jared Leto is said to have turned down a role in Flags of Our Fathers to focus on his music.

Composer David Holmes had recorded an entire score that did not get used in the film.

Kate Winslet was previously linked to the female lead.

DiCaprio was supposed to star in the film about the privileged and idealistic young American who helped found the CIA. Robert DeNiro directed the film.

Liv was originally cast as Sophie but dropped out shortly before filming started.

The role of uncle Frank was reportedly written for Bill Murray.

Robin Williams was said to be considered by the studio for the part of Frank.

Nicolette Krebitz auditioned for the role of Christa.

Sofia Coppola originally considered the French actor to play Louis XV.

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.

Sam Mendes had shown interest in directing, but Christopher Priest (author of the novel) requested Christopher Nolan.

Considered to play Lois Lane.

Jason Behr, of the TV Show Roswell, was reportedly one of the actors in the running to play Superman.

Selma told MTV that she would love to play Lois Lane.

Matthew Bomer was considered for the role of Superman.

Boreanaz was turned down for the role of Superman.

Justin Bruening was up for the title role.

Sandra Bullock was reportedly considered for the part of Lois Lane, when the project was in development as SUPERMAN LIVES when Robert Rodriguez was attached to direct.

When Nicolas Cage was attached to star, Tim Burton was attached to direct. Eventually, this incarnation of the project fell apart.

When the film first entered pre-production (mid 1990's) Nicolas Cage was considered for the part of Superman.

Supposedly considered for the role of Brainiac when Tim Burton was set to direct. The script was later changed and the role was cut.

James Caviezel was considered for the role of Superman, but was considered "too famous" from the Passion of the Christ.

Cavill was considered for the role of Superman.

According to India's National Newspaper "The Hindu," Hayden Christensen was rejected for the role of Superman.

Elisha Cuthbert was considered for the role of Lois Lane. Cuthbert said that she read for the part in an interview.

Claire Danes was considered for the role of Lois Lane.

Considered for the roles of Lex Luthor and Jor-El.

Brendan Fraser was considered for the lead role of Superman.

According to teenhollywood, Gyllenhaal was considered for the role of Superman.

Hartnett was considered for the role of Superman.

Many reports said Hogan was asked to play Doomsday when Tim Burton was set to direct. The script was changed and the role was cut.

Signed on to play Jor-El when Brett Ratner was directing; left the project when Ratner left.

Johansson was considered for the role of Lois Lane.

Auditioned to play Lois Lane.

Knowles was considered for the role of Lois Lane.

Ashton Kutcher was considered for the role of Superman.

LaBeouf was considered for the role of Jimmy Olsen before Joseph Nichols' departure.

Signed on for the role of Perry White and was about to shoot it before TV show House was renewed for a second season.

Law was considered for the role of General Zod but declined and the part was cut.

JoBlo.com reported that Evangeline Lilly (from TV show Lost) was considered to play the role of Lois Lane, but the part later went to Kate Bosworth.

Wentworth Miller auditioned for the role of Superman when Bret Rattner was slated to direct. Miller did not get the part and Rattner went on work on another project. Rattner later invited Miller to audition for Prison Break (TV).

Portman was reportedly considered for the role of Lois Lane.

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

Keri Russell was the runner-up for Lois Lane.

Kevin Smith (Clerks, Mallrats, etc.) was attached to write the screenplay.

Somerhalder was turned down for the role of Superman.

Walker was considered for the role of Superman.

Several sources have claimed that Tom Welling was considered to be Superman.

In early stages, Winger was attached to play Lois Lane.

Billy Zane was considered for the role of Lex Luthor.