George Clooney Reveals Which Two Major Stars 'Regret' Rejecting 'Ocean's 11'

George Clooney and director Steven Soderbergh put together a cast for the ages for their Ocean's Eleven remake, but the film almost had even more stars. During the TCM Classic Film Festival on April 14, Clooney confirmed that Johnny Depp and Mark Wahlberg were both approached for roles in the film and turned them down. They now "regret" turning those jobs down, in the same way, Clooney regrets "doing f—ing Batman."

Soderbergh started working on Ocean's Eleven right after the back-to-back successes of Erin Brokovich and Traffic, both of which earned him Oscar nominations for Best Director in the same year. (He even won for Traffic, beating Gladiator director Ridley Scott.) However, there were still some people who didn't want to work with the filmmaker, Clooney noted, following his string of commercial failures in the 1990s.

"Some said no to us," Soderbergh interjected. "Yes, some very famous people told us to f— right off," Clooney agreed. "We went to their homes and sat with them! They gave us like an aperitif and then they sent us away."

TCM host Ben Mankiewicz noted that Wahlberg has said in the past that he regretted turning the movie down. Depp did too, Clooney said. "Mark Wahlberg, Johnny Depp. There were others. They regret it now," Clooney joked. "I regret doing f—ing Batman."

Wahlberg was reportedly cast in the part that Matt Damon wound up playing in Ocean's Eleven. Wahlberg had to drop out to focus on his ill-fated Planet of the Apes remake. A Variety story from 2000 also suggests Alan Arkin and Ralph Fiennes were linked to the project. Arkin was likely cast in the part eventually played by Carl Reiner.

Although Depp and Wahlberg skipped the movie, Clooney and Soderbergh scored a big win with Julia Roberts, who had just made Erin Brockovich with the director. After they "conned" Brad Pitt into joining the cast, they pulled off another con for Roberts, who was pulling in about $20 million per movie at the time. "We sent Julia a script and I wrote a note saying, 'I hear you get 20 a picture now, and we sent her a $20 bill,'" Clooney recalled. The joke made Roberts laugh, and she signed on to play Danny Ocean's ex-wife.

Ocean's Eleven was a box office smash in 2001, so Soderbergh, Clooney, and the rest of the gang got back together to make Ocean's Twelve (2004) and Ocean's Thirteen (2007). Warner Bros. did a soft reboot with the all-female-led Ocean's 8 (2018), which Soderbergh co-produced. A prequel featuring Barbie stars Margot Robbie and Ryan Gosling is still in development.