The Expendables is arguably one of Sylvester Stallone’s biggest and most popular projects. Three complete installments of the film feature a host of Hollywood A-listers. Several include Jason Statham, Arnold Schwarzenneger, Terry Crews, and more. However, while the franchise’s cast features some of the biggest names in cinema, there are even more Hollywood stalwarts, like Clint Eastwood and Bruce Willis, that actually turned down roles in the Sylvester Stallone productions.

Clint Eastwood:
As one of Hollywood’s most veteran A-listers, Clint Eastwood has been known to be incredibly selective about his projects. Eastwood’s most recent role came in his 2021 film Cry Macho, where he played the film’s protagonist. However, before he took to the big screen in another modern Western, the longtime star was offered roles in both The Expendables 3 and 4.

According to ScreenRant, Clint Eastwood did have some talks about potentially taking on a role in the Sylvester Stallone production. Clearly though, any plans to move forward fell through. The outlet stated Eastwood never gave one particular reason for why he chose not to accept with the roles. That said, Sylvester Stallone shared his piece regarding Eastwood’s declination. He previously stated, “Well, you know Clint is so involved with what he’s doing, so that’s kind of a pipe dream.”

Despite Sylvester Stallone’s own global status as a Hollywood A-lister, it seems even Rocky can become starstruck.

Bruce Willis:
In addition to Clint Eastwood, longtime Hollywood star Bruce Willis would also eventually turn down a role in The Expendables. Willis appeared as Mr. Church in the first installment of the film, followed by his return in the sequel. However, when it came time to make the third film, the outlet reports Bruce Willis bowed out over a pay dispute. In the end, Willis departed his role, making room for Harrison Ford to step in as Drummer. Essentially, Ford took over the role previously held by the Die Hard icon.

Scheduling Conflicts Cost The Expendables Multiple Beloved Stars
While Clint Eastwood didn’t entirely provide a reason for his decision not to join The Expendables cast and Bruce Willis wound up departing the franchise altogether, scheduling conflicts got in the way of both Grease star John Travolta and National Treasure‘s Nicolas Cage joining the cast.

Per the outlet, Nicolas Cage was in talks to be cast in The Expendables 2. However, Sylvester Stallone previously said the film’s Bulgarian production was a hurdle for the longtime actor. The same went for John Travolta, also potentially set to star in the second installment of the franchise. Had Travolta actually joined the cast at the time of its production, it would have marked the second time he and Stallone worked together, with the latter having directed the Danny Zuko actor in Stayin’ Alive.

Other A-Listers that ultimately didn’t make the cut include Jackie Chan, Mickey Rourke, and Kurt Russel among others.