8. Annette Bening As Catwoman - Batman Returns
Everyone from Jennifer Jason Leigh to Cher was considered for Catwoman in Tim Burton’s Batman sequel, and Sean Young was so keen on the part she made a costume of her own and showed up at Burton’s offices unannounced, demanding an audition. The terrified director allegedly hid under his desk until she was removed from the building; for some reason, she didn't get the role.
Burton eventually cast Annette Bening in the part, and the actress even attended costume fittings and rehearsals. It was soon discovered the actress was pregnant, however, so she had to drop out. Michelle Pfeiffer was quickly drafted in to replace her, and since she remains the best onscreen Catwoman to date, it’s hard to complain too much; sorry Annette.