- Keir Dullea, Bunny Lake Is Missing, 1965. Producer-director-ogre Otto Preminger refused the studios demand for O’Neal and Jane Fonda (or Ann-Margret). And insisted upon the dull Dullea and Carol Lynley.
- John Philip Law, The Sergeant, 1968. Passed on having a hostile homosexual encounter on-screen with Rod Steiger.
- Al Pacino, The Godfather, 1971.
- Alain Delon, Scorpio, 1972. Rod Steiger and O’Neal were producer Walter Mirisch’s first suggestions for the CIA hit man and his successor... and would be assassin.. They became Burt Lancaster and... a French guy working for the CIA?
- Robert Redford, The Way We Were. 1973. Redford dithered... For six months or more, even though he had great confidence in his director pal, Sydney Pollack. Redford just wasn’t sure about being Hubbell opposite Barbra Streisand. Finally, producer Ray Stark gave Pollack an extra hour to convince his pal or it would be O’Hubbell. (Ryan ahd just made What’s Up Doc? 1971, with La Barb and they linked up again for The Main Event, 1979).
- Sylvester Stallone, Rocky, 1976.
- Christopher Reeve, Superman, 1978.
- Jon Voight, The Champ, 1979. Ryan wanted to co-star his son, Griffin, and repeat "the same gimmick," as Italian director Franco Zeffirelli called it, of Paper Moon, made with daughter Tatum.
- Steve Railsback, The Stunt Man, 1980. O’Neal was booked, Jeff Bridges and Martin Sheen campaigned, but Richard Rush fell for Railsback after his electrifying Charles Manson in Helter Skelter, TV, 1976.
- Robert Redford, Out of Africa, 1985. Among the many who had tried to weave Karen Blixen’s novel into a movie was Brit director Nicolas Roeg - aiming at Ryan and Julie Christe.
- Kevin Costner, The Bodyguard, 1992. “It took two years for my agent to sell the script,” said scenarist Lawence Kasdan, “and 67 people passed on it, many of whom are still big names in the business. [Kasdan has this list of names framed in his office hall]. I wrote it for McQueen. John Calley wasn't able to get McQueen, but then John Boorman got involved, which was great fun. He's a hero of mine. I went to Ireland. We did a treatment for a new movie. He completely changed it, but I still loved him. It was going to be with Ryan O'Neal and Diana Ross, but that never happened, either. Costner had read it while we were doing Silverado, before he was a star, and said: “I really want to make this movie.” Six years later, we both produced it.”