Few directors have more pull when it comes to casting than Christopher Nolan, who at this point in his career can pick and choose who he wants to star in his films.

But even Nolan isn’t exempt from rejection – at least he wasn’t back in the mid-2000’s when he was casting for his upcoming film Inception. While the 2010 classic seems like it couldn’t star anyone other than Leonardo DiCaprio in the lead role, it nearly did.

Both Brad Pitt and Will Smith were offered the lead role in the film before DiCaprio, Nolan’s third choice, agreed to star.

“The director offered the script to Brad Pitt but requested a response within 48 hours. When the star didn’t commit, Nolan moved on to Will Smith,” the Hollywood Reporter revealed.

While Pitt hasn’t spoken openly about his decision, Smith revealed he didn’t “get it” regarding the idea of the film.

“I don’t think I’ve ever said it publicly but I am going to say it because we are opening up to one another,” Smith said. “Chris Nolan brought me ‘Inception’ first and I didn’t get it. I’ve never said that out loud. Now that I think about it, it’s those movies that go into those alternate realities… they don’t pitch well. But I am hurt by those, too.”

‘Inception’ Named One of the Greatest Movies of All Time

In a new poll from Empire, Inception was named the No. 6 greatest movie of all time behind the likes of The Godfather, Jaws and The Shawshank Redemption.

“Talk about a true original. Christopher Nolan’s dreamy blockbuster takes layers of subconsciousness and turns them into action playgrounds, as a group of benevolent criminals set about planting the seed of an idea in the mind of a business magnate. Along with Tenet, this is the closest Nolan has come to making a Bond movie – just check out that snowy setpiece,” Empire wrote.

“While there’s plenty of braininess here (and a tantalising make-your-own-mind-up ending), there’s real brawn too: the climactic action sequence is so huge it takes up almost half the movie, and is actually three big action sequences temporally nested inside each other around a surreal, metaphysical-conflict core. Couldn’t be simpler, really.”

Inception owns an impressive 91% from the audience and 86% from critics on Rotten Tomatoes.

Related: 1988 Classic Named ‘Best Action Movie of All Time’ Was Turned Down by Clint Eastwood

This story was originally published by Men’s Journal on Aug 21, 2026, where it first appeared in the News section. Add Men’s Journal as a Preferred Source by clicking here.