George Clooney recently disclosed his continued frustration about missing out on the pivotal Brad Pitt Thelma Louise role, a missed opportunity that he believes could have significantly altered his cinematic trajectory. The actor’s candid remarks surfaced in an interview where he reflected on the casting decision that favored Brad Pitt, who went on to capture widespread acclaim as J.D. in the iconic 1991 film directed by Ridley Scott.
Clooney’s Near-Miss and Its Lingering Impact
In a revealing exchange with the Sunday Times, George Clooney humorously recounted how close he came to securing the Thelma & Louise role that would propel Brad Pitt to stardom. His words convey a blend of jest and lingering disappointment:
“I got to the final test for a role in Thelma & Louise. And, motherf–ker, Brad got it,”
Clooney remarked, underscoring how personal the loss felt even decades later. He admitted the setback stung enough to color his view of the film for years:
“I didn’t watch Thelma & Louise for years, because I was annoyed. The part launched his career in film. He was doing sitcoms and crap before, so when it was the thing that could’ve launched me? F–k!”
This candid reflection comes from a place of professional rivalry laced with friendship. At the time, Clooney was still in search of his breakout moment, while Brad Pitt’s captivating performance as the charismatic hitchhiker J.D.—who outfoxes Thelma (Geena Davis) and Louise (Susan Sarandon)—became a launchpad for Pitt’s future in leading Hollywood roles. Clooney, meanwhile, would find his own path to stardom several years later thanks to his ER television breakthrough in 1994 and his eventual lead in From Dusk Till Dawn in 1996.

Friendship Tested by Hollywood and Lasting Jokes
Despite losing out on the part, Clooney has maintained a close friendship with Pitt, famously teaming up in the Ocean’s Eleven franchise. Clooney, now married to Amal Clooney and father of twins Alexander and Ella, admits that Pitt hasn’t let him forget the casting twist. Clooney lightheartedly shared,
“Oh yeah, he gives me s–t,”
about his friend’s ribbing, but conceded with graciousness,
“But, of course, when I saw it, I was, like, well it had to be that guy.”
Pitt’s own journey to securing the role was not without hurdles. The Fight Club star and father of six with Angelina Jolie detailed in previous interviews how he auditioned multiple times, facing rejection before finally securing the part. Reflecting with W Magazine, Pitt said:
“I just thought, ‘I’m the guy for this.”
He added,
“I didn’t get the part at first, and then it came back around, and I didn’t get it again, and I went, ‘Huh. All right. Moving on.’ And then it came back around again. I feel like it was three times.”
Ultimately, his perseverance resulted in a memorable on-set experience, especially with Geena Davis:
“Geena was so sweet and kind and delicate,”
Pitt recalled, recounting that their love scene
“went on for two days of shooting. She took care of me.”
Hollywood’s List of Almosts: Stars Who Nearly Landed Career-Making Roles
Brad Pitt’s journey is not unique in Hollywood. Numerous actors have come heartbreakingly close to career-defining roles, only for casting decisions to shift at the last moment, altering the course of their professional lives. Here is a detailed list highlighting some of the industry’s most notable near-miss castings:
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Glen Powell as Tim Riggins in Friday Night Lights
Glen Powell, renowned for his role in Top Gun: Maverick, auditioned for several parts on Friday Night Lights, particularly eyeing the part of Tim Riggins, which ultimately went to Taylor Kitsch. Powell’s efforts underscore the competitive nature of ensemble castings in drama series.
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Chris Pine as Ryan Atwood in The O.C.
Chris Pine was a contender for the role of Ryan Atwood in The O.C., but severe teenage acne hindered his chances. On Josh Horowitz’s podcast Happy Sad Confused, Pine explained,
“I had awful skin as a teenager,”
and continued,
“and then when I came after college, my skin started breaking out again.”
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Jason Biggs as Ted Mosby in How I Met Your Mother
The American Pie alum revealed that he was directly offered the role of Ted Mosby. In a SiriusXM interview, he admitted,
“I was offered the role and it’s probably my biggest regret, you know, on passing,”
continuing,
“I think I was in a phase of, at the time—it sounds so obnoxious to say right now—but at the time it was like, ‘Okay, do I want to do TV?’ I don’t know that I was quite ready to go that route.”
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Alden Ehrenreich as Dan Humphrey in Gossip Girl
Casting director David Rapaport disclosed to EW,
“Before Penn was involved, I desperately wanted Alden Ehrenreich to play Dan,”
but ultimately, producers rejected Ehrenreich for being slightly shorter than expected and chose Penn Badgley for the iconic part of Blake Lively’s love interest, despite both actors being similar in height.
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Rob Lowe as Derek Shepherd in Grey’s Anatomy
Rob Lowe passed on the opportunity to play McDreamy—a decision he referenced in his memoir and on Marc Maron‘s podcast:
“That’s probably cost me $70 million,”
Lowe joked. Eventually, he relinquished the part, feeling it wasn’t the right fit, especially after viewing the pilot and seeing “the handsome doctor ‘McDreamy’.”
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Benedict Cumberbatch as Bill Compton in True Blood
The Sherlock actor auditioned for the vampire role in True Blood, only for Stephen Moyer to ultimately be cast as Bill Compton.
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Jessica Chastain as Sookie Stackhouse in True Blood
Before her Oscar nomination, Jessica Chastain read for the lead role of Sookie Stackhouse, but Anna Paquin was chosen for the part in the end.
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Jennifer Lawrence as Crystal Norris in True Blood
At age 17, Jennifer Lawrence nearly played the werepanther Crystal Norris. Casting favored older actors for the role, which eventually went to Lindsay Pulsipher.
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Tiffani Thiessen as Rachel in Friends
Tiffani Thiessen, known for Saved By the Bell, auditioned for Rachel on Friends, but producers found her too young for the role that would be immortalized by Jennifer Aniston.
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Katherine Langford as Betty Cooper in Riverdale
The Golden Globe-nominated star of 13 Reasons Why auditioned for Betty Cooper. Camila Mendes recounted to EW:
“I remember we went out and we got falafel with a guy who was auditioning for Archie,”
highlighting how intense the early casting process was.
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Katherine Heigl as Jen Lindley in Dawson’s Creek
Katherine Heigl attended auditions to play Jen but was ultimately deemed more mature for the role. Series creator Kevin Williamson recalled,
“She looked slightly older at that time. Even though she was younger, I just think she was more mature,”
and praised her audition, reflecting,
“She gave a great audition, I remember we were all sort of like, ‘Wow, she’s good.’”
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Selma Blair as Joey Potter in Dawson’s Creek
Selma Blair nearly became Joey Potter before Katie Holmes’ now-famous audition tape arrived. Kevin Williamson told EW,
“I really loved Selma until, of course, I got the infamous videotape from the basement of the Holmes family in Toledo, Ohio. And when that video showed up, it changed my whole life.”
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Lisa Edelstein as Carrie Bradshaw in Sex and the City
Lisa Edelstein was prepared to take on Carrie Bradshaw, with a signed contract in hand, contingent only on Sarah Jessica Parker’s decision. Edelstein told media,
“I was either going to do it or not. It all depended on whether she said yes. My contract was complete. I was waiting.”
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Ashley Olsen as Serena van der Woodsen in Gossip Girl
Casting director David Rapaport revealed to Buzzfeed that Olsen was initially favored, but he was determined to cast Blake Lively:
“I was terrified we wouldn’t get her or they wouldn’t like her because, honestly, the show lived and died on her and I had absolutely no other ideas.”
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Rumer Willis as Blair Waldorf in Gossip Girl
Future Dancing With the Stars champion Rumer Willis was initially considered for Blair Waldorf, but talent scouts opted for relatively lesser-known actresses better suited to capture the series’ tone. Rapaport said,
“She’s grown into quite an amazing actress and person, but that, to me, was based on protecting the investment of a television show where creatively, these lesser-known girls really captured the essence of the show and carried it for six years.”
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Keke Palmer as Iris West in The Flash
Keke Palmer was a top contender to play Iris West. David Rapaport described the process:
“We had seen Candice initially, but I think we were too early on in the process to cast her so we ended up testing Keke Palmer and this other girl, but they felt a little too young next to Grant [Gustin].”
Ultimately, Candice Patton returned and was cast as Iris West, with Rapaport remarking that “it was magic.”
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Iwan Rheon as Jon Snow in Game of Thrones
Iwan Rheon almost played Jon Snow when the Game of Thrones pilot was in production. Although he made it to the final round, the part went to Kit Harington. Rheon later appeared as Ramsay Bolton in the series, a role infamous for its villainy.
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Chris Pratt as Chuck Bartowski in Chuck
After working with Chris Pratt on The O.C., Josh Schwartz revealed his initial plans:
“He was the first guy I wanted to play ‘Chuck’. But as fate would have it, he was destined to guard the galaxy, not the Buy More. And might I add, couldn’t happen to a nicer guy.”
Pratt later became a Marvel star.
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Katie Holmes as Piper Chapman in Orange Is the New Black
Prior to the series’ launch, Katie Holmes met with creator Jenji Kohan to discuss the possibility of playing Piper Chapman. Kohan recalled Holmes’ other commitments at the time:
“And also in the beginning no one knew what this was.”
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Cobie Smulders as Kate Austen in Lost
Cobie Smulders, known for How I Met Your Mother, was nearly cast as Kate Austen. She explained,
“She owes a lot to me because I went in and I bombed the audition. And she was like, ‘Thank you!’”
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Helen Hunt and Ashley Judd as Alicia Florrick in The Good Wife
The studio initially wanted Helen Hunt and Ashley Judd for the role of Alicia Florrick, but Julianna Margulies eventually secured the part and made it her own.
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Katie Holmes as Buffy Summers in Buffy the Vampire Slayer
Katie Holmes was offered the chance to play Buffy Summers but declined to focus on school. Sarah Michelle Gellar was later cast in the iconic role.
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Lorraine Bracco as Carmela Soprano in The Sopranos
Lorraine Bracco was approached for the part but turned it down, believing she had already portrayed a similar role in Goodfellas and desiring a new challenge. Edie Falco was subsequently cast.
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Taraji P. Henson as Olivia Pope in Scandal
Taraji P. Henson shared her thoughts on reading for Olivia Pope:
“When I went in to read for Shonda Rhimes, in my mind I was like, ‘This is Kerry Washington. Why am I even in here?’”
The part went to Washington.
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Gillian Anderson as Lady Cora Crawley in Downton Abbey
The X-Files star Gillian Anderson was considered for Lady Cora but turned down the offer. Elizabeth McGovern ultimately took the role.
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Ashlee Simpson as Elena Gilbert in The Vampire Diaries
Producers originally preferred Ashlee Simpson for Elena Gilbert, but after reviewing tapes, Nina Dobrev landed the part.
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Whitney Houston as Sondra Huxtable in The Cosby Show
Whitney Houston was offered the role of Sondra Huxtable but chose to pursue music instead of acting on the Bill Cosby-led show.
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Dana Delany as Carrie Bradshaw in Sex and the City
Dana Delany once declined the Carrie Bradshaw role due to past adult-themed projects, citing a desire to avoid further association: she had already appeared in Nude Girls and Exit to Eden and did not want to do more projects with sexual subjects in the title. Sarah Jessica Parker ultimately became synonymous with Carrie.
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Paul Shaffer as George Costanza in Seinfeld
David Letterman’s bandleader Paul Shaffer received the part of George from Jerry Seinfeld himself, but, astonishingly, never returned Seinfeld’s call to accept the role.
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Thomas Jane as Don Draper in Mad Men
AMC initially wanted Thomas Jane for Don Draper, but, as Jon Hamm recalled, Jane declined, stating he wasn’t interested in television at the time. Jon Hamm’s portrayal as Don Draper would define the series and Hamm’s career.
Shifting Fates and Hollywood What-Ifs
The tale of Clooney, Pitt, and their peers offers a glimpse into Hollywood’s unpredictable casting process—one where even future A-listers can be one step away from a career-changing part. The dynamics between Clooney and Pitt, their mutual respect, and the gentle ribbing over Thelma & Louise highlight the mix of rivalry and camaraderie that shapes long-standing working relationships in entertainment. These casting stories, including those involving actors such as Kit Harington, Keke Palmer, Katie Holmes, and more, underscore how numerous factors—from a single audition to decisions on age, height, or chemistry—can divert or deliver stardom’s spotlight.
As George Clooney’s humorous yet bittersweet recollection continues to be revisited in modern interviews, it stands as a reminder that behind every iconic performance and household name, there are countless moments of chance, frustration, and near-misses that echo throughout Hollywood history.
