George Clooney reveals the A-list actors who turned down Ocean's Eleven

George Clooney and Brad Pitt in Ocean's Eleven
(Image credit: Warner Bros.)

Ocean's Eleven has one of the most iconic ensemble casts in recent film history (until Barbie comes out later this year, of course…), with George Clooney heading up the 2001 heist movie directed by Steven Soderbergh. According to Clooney, however, there were a couple of other A-listers who could have been on the billing but turned it down.

"Steven had just done Erin Brockovich and Traffic, and he was nominated for directing both films. So, people really wanted to work with Steven," Clooney said while at the TCM Classic Film Festival in Hollywood (via Entertainment Weekly). Soderbergh added, "That said, some people did say no to us."

Clooney continued, "They did. Some very famous people told us to fuck right off: Mark Wahlberg, Johnny Depp. There were others. They regret it now. I regret doing fucking Batman."

Luke and Owen Wilson, Joel and Ethan Coen, Mike Myers, Bruce Willis, Ewan McGregor, Alan Arkin, and Ralph Fiennes were also in talks to star. The cast of Ocean's Eleven did end up including plenty of other A-listers, though, including Matt Damon, Brad Pitt, Julia Roberts, Andy Garcia, and Don Cheadle. 

"The studios were making very big, broad, not very good films at that time," Clooney added. "Steven had this idea of trying to infuse all of this independent film stuff that all of these young filmmakers were learning back into the studio system. It was going to get back to the things that they were doing from like 1964 to 1975."

Two sequels followed Ocean's Eleven in 2004 and 2007, while an all-female spin-off, titled Ocean's 8, was released in 2018, starring Sandra Bullock as the sister of Clooney's character. A prequel movie is also on the way, starring Margot Robbie and Ryan Gosling, which is set to remake the original '60s Rat Pack movie. 

Clooney's next project is Wolves, an Apple TV Plus movie from Spider-Man: No Way Home director Jon Watts. While we wait for that film to arrive on our screens, check out our guide to the rest of the most exciting upcoming movies on the way in 2023 and beyond. 

Entertainment Writer

I’m an Entertainment Writer here at GamesRadar+, covering everything film and TV-related across the Total Film and SFX sections. I help bring you all the latest news and also the occasional feature too. I’ve previously written for publications like HuffPost and i-D after getting my NCTJ Diploma in Multimedia Journalism.