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Hollywood casting director reveals Britney Spears lost lead role in The Notebook to Rachel McAdams

Mickey Rourke held a knife to his throat, a young actress offered him sex for a movie role, and he scouted porn star look-alikes for Robert Redford and Demi Moore.

It’s all part of the job for one of Hollywood’s top casting directors.

In an exclusive interview with DailyMail.com Matthew Barry revealed what it takes to become a movie star, and how he gave first big breaks to A-listers including Rachel McAdams, Jude Law, Kaley Cuoco, Terry Crews and Mark Ruffalo.

DailyMail.com has also exclusively obtained Barry’s audition headshots of top Hollywood actors – some dating from when they were first discovered and didn’t have a single film on their resumé.

The movie industry insider, 59, has cast blockbusters such as Rush Hour, Con Air, She’s So Lovely, Freddy vs. Jason, Mars Attacks! and Alpha Dog.

Among a series of bombshell anecdotes from his decades of auditions and friendships with top celebrities, the casting director and acting coach revealed that he even auditioned Britney Spears at the height of her career in the early 2000s for the leading role in The Notebook. 

Hollywood casting director Matthew Barry shared exclusive photos from stars’ auditions for 2004 film The Notebook with DailyMail.com. He revealed Britney Spears, pictured with the film’s star Ryan Gosling, had tried out for the lead role of Allie Hamilton at the height of her career in the early 2000s 

Producers had several actors in mind when it came to casting the female lead in hit romance film - which ended up being Rachel McAdams's big break

Producers had several actors in mind when it came to casting the female lead in hit romance film – which ended up being Rachel McAdams’s big break 

At the time, McAdams was a relatively obscure actress and it was a 'close call' between her and Britney. She ultimately landed the role after acing the audition (pictured), Barry said

At the time, McAdams was a relatively obscure actress and it was a ‘close call’ between her and Britney. She ultimately landed the role after acing the audition (pictured), Barry said 

Barry said it was a close call, but the role eventually went to then-unknown actress Rachel McAdams, who aced the audition – and later credited Barry with making her career.

Not all of the casting director’s auditions were so congenial however – and some were even life-threatening.

Speaking to DailyMail.com, Barry recalled one heart-stopping moment when he auditioned Mickey Rourke for the role of Cyrus in the Nicholas Cage movie Con Air.

‘This was at the height of Mickey’s insanity when he was shooting up his houses and [allegedly] beating up his girlfriends,’ Barry said.

‘So we call Mickey and there’s a whole film crew there. Jerry’s there [producer Jerry Bruckheimer], and I’m doing Nicholas Cage’s lines. It’s a big confrontation scene.

‘Mickey’s smoking a cigarette in the scene, in an office. I’m like, “you’re a f***ing gargoyle Grissom!” Mickey looks, and he reaches behind his back. I hear “click” and I’m like, “oh f**k.”‘ 

‘He stands up, walks over to me – the camera was mounted so the cameraman was trying to judge it. He pulls a knife, holds it to my throat and goes, “What d’you say?”‘

The studio originally wanted English actress Kate Beckinsale for the lead role in The Noteook, but she was passed over due to lack of chemistry, Barry said

McAdams (pictured in the film) and later credited Barry with making her career

According to Barry, the studio originally wanted English actress Kate Beckinsale for the lead role in The Notebook , but she was passed over due to lack of chemistry. McAdams (pictured right in the film) and later credited Barry with making her career

Barry recalled Bradley Cooper's 'intense' demeanor in auditions in the early days of his career

He revealed he also auditioned Cooper (pictured in his headshots)for The Notebook, 'because we needed a good-looking guy for the role that James Marsden ended up getting'

Barry recalled Bradley Cooper’s ‘intense’ demeanor in auditions during the early days of his career.  He revealed he also auditioned Cooper (pictured in his headshots)for The Notebook, ‘because we needed a good-looking guy for the role that James Marsden ended up getting’

‘I’m looking into vacancy. I’ve never looked into someone’s eyes and seen vacancy, space.

‘And so he’s standing there, there’s a standoff and nobody’s quite sure what to do. He takes a drag of his cigarette and blows it in my face, puts the cigarette out on my jeans and we finish the scene.

‘Then there was dead silence in the room. Dead silence. He goes, “Thank you guys” and he leaves.

Casting director and acting coach Matthew Barry revealed how he gave some Hollywood stars their first big breaks in an exclusive interview with DailyMail.com

Casting director and acting coach Matthew Barry revealed how he gave some Hollywood stars their first big breaks in an exclusive interview with DailyMail.com

‘[Barry’s colleague] Vicky goes, “Are you ok?” I said I didn’t s**t, I didn’t p***, I think I’m alright.’

Other stars had their own emotional rollercoasters in his auditions, such as Amanda Seyfreid, when she tried out for a role in Alpha Dog straight after shooting cult classic Mean Girls that would later catapult her to stardom.

‘She comes in, sits down and starts crying,’ Barry said. ‘She said, “I just don’t want to be here. I want to go home, I’m tired and I miss my family, and I don’t want to be in your stupid movie.”

‘We were like “stupid movie? Why not?” And she knew everything about the movie and the character, she was going on and on.

‘So she was like, “Can I just leave?” And we said “no, no, let’s just talk a little bit’. We literally kept her for an hour, crying the whole time. But she had the part three minutes in.’

The 59-year-old explained that his job is largely intuitive, often knowing instantly when a future top-billing actor walks into the room.

‘It’s an energy. You feel it,’ he said. ‘No teacher can teach it. Everything about you walks through that door, good or bad, and you feel it.

Barry also shared a story behind Amanda Seyfried's rather emotional audition for the 2006 film Alpha Dog. The actress (pictured the day of the audition) broke down in tears telling directors: 'I just don't want to be here' and 'I don't want to be in your stupid movie'

Barry also shared a story behind Amanda Seyfried’s rather emotional audition for the 2006 film Alpha Dog. The actress (pictured the day of the audition) broke down in tears telling directors: ‘I just don’t want to be here’ and ‘I don’t want to be in your stupid movie’

Barry said they managed to get Seyfried (pictured in the film) to complete the audition despite her tears, and 'she had the part three minutes in'

Barry said they managed to get Seyfried (pictured in the film) to complete the audition despite her tears, and ‘she had the part three minutes in’ 

Olivia Wilde was cast as streetwise tough nut Angela Holden (pictured) in Alpha Dog after casting directors secretly instructed a group of men to tease her in order to elicit a reaction

Olivia Wilde was cast as streetwise tough nut Angela Holden (pictured) in Alpha Dog after casting directors secretly instructed a group of men to tease her in order to elicit a reaction 

‘The majority of the time they’re s**t. You might have the energy but you don’t have the talent. There are also those that are extremely talented but you need to work with them, and you root for them.’

Barry says some actors – like Seyfreid – get the part within moments and others are dismissed before they even get in the room.

‘When we first started The Notebook the studio wanted Kate Beckinsale. Nick [Cassavetes, the director] met her and there wasn’t chemistry,’ he said. 

‘We considered Hayden Christensen. We went to the opening of whatever Star Wars episode he was in, but we left after 20 minutes.’

Barry said that personal connections are often the key to getting in the room – but that talent was essential once you got inside.

‘Mark Ruffalo had absolutely nothing on his resume when I saw him,’ said Barry, who auditioned the Avengers star in 1994 for a role in Crimson Tide. 

‘No film, no TV, just theatre. His agent at the time Chris Schmidt was a good friend and said we should meet this fine actor. We did.

A confident Amy Adams managed to impress Barry during her audition for 2001 film Tomcats which required some actresses to be photographed in bikinis (pictured)

A confident Amy Adams managed to impress Barry during her audition for 2001 film Tomcats which required some actresses to be photographed in bikinis (pictured) 

He described Adams, now 46, as 'brave' and 'daring' saying: 'Anybody that can come into the office and can strip down to a bikini has got balls in my opinion'

He described Adams, now 46, as ‘brave’ and ‘daring’ saying: ‘Anybody that can come into the office and can strip down to a bikini has got balls in my opinion’

According to Barry, once a star is on the rise, it quickly becomes very difficult to book them in a movie - which ended up being the case with Margot Robbie (pictured alongside the casting director during her audition for The Other Woman)

According to Barry, once a star is on the rise, it quickly becomes very difficult to book them in a movie – which ended up being the case with Margot Robbie (pictured alongside the casting director during her audition for The Other Woman) 

The audition came before Robbie was cast in blockbuster Wolf of Wall Street, though she had already been getting producers and directors' attention

Margot Robbie

Robbie’s audition for the 2014 comedy came before she was cast in blockbuster Wolf of Wall Street, though she had already been getting producers and directors’ attention

The role of Amber came down between Robbie and Kate Upton, who was ultimately given the part (pictured right) in the 2014 film alongside Leslie Mann and Cameron Diaz

The role of Amber came down between Robbie and Kate Upton, who was ultimately given the part (pictured right) in the 2014 film alongside Leslie Mann and Cameron Diaz

‘He was very intense. Mark has always been intense. But we ended up hiring Viggo Mortensen, who’s even more intense.

‘We were going to hire Cuba Gooding Jr. but then he got offered far too much money to do Pandemic.’

The casting director added that Bradley Cooper was similarly intense, and was relatively unknown when he came to him for an audition for 2002 thriller John Q.

‘Bradley was also strange and intense. You couldn’t quite get a lock on him. He has a wicked sense of humor but very intense,’ Barry said.

‘I think we were auditioning him for The Notebook, because we needed a good-looking guy for the role that James Marsden ended up getting.’

Barry said Jennifer Garner’s CV was completely empty when he got her in front of a camera.

‘I auditioned Jennifer in New York. She was just out of school and had literally done nothing. Just theatre,’ he said. ‘I was casting [1996 movie] Unhook the Stars and she was fresh off the boat.

‘She was so sweet, sweet as can be. But she didn’t quite have the edge for the role.

Barry revealed Mark Ruffalo 'had absolutely nothing on his resume' when he auditioned in 1994 for a role in Crimson Tide

Mark Ruffalo glamour shot

Barry also recalled how Mark Ruffalo (pictured in his head/glamour shots) now 53, ‘had absolutely nothing on his resume’ when he auditioned in 1994 for a role in Crimson Tide

Eva Mendes, 47, began acting in the late 1990s but did not gain recognition until she landed a starring role in 2001 film Training Day

Eva Mendes glamour shot

The casting director said he was very taken with Eva Mendes back when she was still trying to get her big break, but never found a role for her. Mendes, now 47, began acting in the late 1990s but did not gain recognition until she landed a starring role in 2001 film Training Day 

Jennifer Garner was also inexperienced when Barry first auditioned her in New York. The actress, whom he described as 'so sweet' tried out for [1996 movie] Unhook the Stars but 'didn't quite have the edge for the role'

Jennifer Garner glamour shot

Jennifer Garner was also inexperienced when Barry first auditioned her in New York. The actress, whom he described as ‘so sweet’  tried out for [1996 movie] Unhook the Stars but ‘didn’t quite have the edge for the role’ 

‘We wanted Renee Zellweger, who came in and crushed her audition. But she did this weird thing biting her lower lip and the producer couldn’t stand it. So we ended up with Moira Kelly.’

Though he was very taken with Eva Mendez, Barry said he never found a role for her.

‘I thought she was beautiful and talented and I was trying to hire her on anything. We never did, but that didn’t stop me from bringing her in film after film,’ he said. 

‘She came very close in Rush Hour 2, but Roselyn Sánchez got it. We broke Roselyn’s career with that movie.

Barry also recalled one heart-stopping moment when Mickey Rourke (pictured in 1998) held a knife to his throat during his audition for 1997 thriller Con Air

Barry also recalled one heart-stopping moment when Mickey Rourke (pictured in 1998) held a knife to his throat during his audition for 1997 thriller Con Air

The veteran Hollywood insider said that once a star is on the rise, it quickly becomes very difficult to book them in a movie – giving Margot Robbie as an example.

‘She auditioned for The Other Woman. This was before Wolf of Wall Street came out,’ he said. 

‘[Top Hollywood agency] CAA called us up and said: “You’d better grab this girl while you can.” She was just adorable. It came down to her and Kate Upton, and of course Kate got it.’ 

Barry said that although unscrupulous movie makers have abused their power over young actresses for decades, some are so desperate for roles they offer up sex at the drop of a hat – including one actress who suggestively told him she would ‘do anything’ for a role even while his female business partner sat in the room with him. 

He said he politely declined the outrageous offer.

Other stars have made it through tireless work, he said. 

The casting director said he gave Terry Crews his first major role in Friday After Next after spotting him working as a security guard on a movie set.

Rourke had tried out for the role of Cyrus, who would star alongside Nicolas Cage's character Cameron Poe (pictured) in the film, but the part eventually went to John Malkovich

Rourke had tried out for the role of Cyrus, who would star alongside Nicolas Cage’s character Cameron Poe (pictured) in the film, but the part eventually went to John Malkovich 

‘Terry was just the sweetest, greatest, fun-est,’ Barry said. ‘He was a bodyguard, he used to guard sets.

‘I put him in a Denzel [Washington] film and Denzel was like, “Wait a minute, you used to guard the truck didn’t you?” And Crews said “Yep, that was me.”‘

Despite his star-studded roster, the casting director added that there are some big names that he let slip through his fingers.

While working on a movie with director Mike Marvin, written by a 19-year-old Las Vegas tram driver, the film’s financier turned down both a then-undiscovered Matt Damon and Joaquin Phoenix, a decision that still leaves Barry fuming.

The Hollywood insider said that some of his auditions can be a trial-by-fire, but the right actors rise to the challenge. 

Perhaps one of the luckiest breaks was given to Terry Crews, who was working as a security guard on set when Barry spotted him and cast him in 2002 film Friday After Next

Terry Crews glamour shot

Perhaps one of the luckiest breaks was given to Terry Crews, who was working as a security guard on set when Barry spotted him and cast him in 2002 film Friday After Next

A young Kaley Cuoco, now 35, is pictured as a child in her audition headshots in the 1990s

Kaley Cuoco glamour shot as a child

A young Kaley Cuoco, now 35, is pictured as a child in her audition headshots in the 1990s 

Actress Lisa Kudrow, now 57, is seen in her headshots before she became widely known for her role as the eccentric Phoebe Buffay in hit series Friends

Lisa Kudrow

Actress Lisa Kudrow, now 57, is seen in her headshots before she became widely known for her role as the eccentric Phoebe Buffay in hit series Friends

Dakota Fanning, now 27, was once Hollywood's most famous child star, having starred in several hit films in the early 2000s

Dakota Fanning headshot

Dakota Fanning, now 27, was once Hollywood’s most famous child star, having starred in several hit films in the early 2000s 

He gave an example of Olivia Wilde, auditioning to play streetwise tough nut Angela Holden in Alpha Dog.

‘We needed an actress to come in and play a tough gal, one of the boys. We had three finalists,’ Barry said.

‘What we didn’t tell them was we invited all the boys to come into the room and just give her s***.

‘The first actress walked in and they were like, “what’s up b***h?” The actress was like, “what?”

‘They were ribbing her and ribbing her, and she left crying. Nope that, ain’t her. The second girl, the same thing.

‘Then Olivia walked in, they said, “what’s up w**re?” She replied, “What’s up shrimp d**k?” They were like “Ohhh!”

‘It just went back and forth, and you knew right away within seconds she had the role.’

Barry said for 2001 movie, Tomcats, ‘a very silly film I got paid a lot of money to make,’ some of the female roles required the actresses to be photographed in bikinis, and that he was impressed with a young Amy Adams’ confidence in the vulnerable situation.  

Casting director and acting coach Barry, at his Sherman Oaks studio with actors (L-R) Jackie Brooke, Chanda Wallace,- Miranda Cover, Adam William Zastrow, Christine Peake - Kola Olasiji, Dora Kiss, Brennan Hunt and Jake Powers

Casting director and acting coach Barry, at his Sherman Oaks studio with actors (L-R) Jackie Brooke, Chanda Wallace,- Miranda Cover, Adam William Zastrow, Christine Peake – Kola Olasiji, Dora Kiss, Brennan Hunt and Jake Powers

Katie Holmes, now 42, is seen in her headshots in the 1990s. She got her first big break in teen drama series Dawson's Creek

Katie Holmes

Katie Holmes, now 42, is seen in her headshots in the 1990s. She got her first big break in teen drama series Dawson’s Creek 

Kenan Thompson, now 43, earned game in the 1990s through several comedy roles and sketch series

Kenan Thompson

Kenan Thompson, now 43, earned game in the 1990s through several comedy roles and sketch series

Anton Yelchin's acting career dated back to his childhood. The Star Trek actor's life was tragically cut short in a freak car accident in 2016 when he was 27

Anton Yelchin

Anton Yelchin’s acting career dated back to his childhood. The Star Trek actor’s life was tragically cut short in a freak car accident in 2016 when he was 27 

Jared Leto, 49, got his first big break in ABC drama My So-Called Life in 1994 and later gained further recognition after forming rock band 30 Seconds to Mars in 1998

Jared Leto glamour shot

Jared Leto, 49, got his first big break in ABC drama My So-Called Life in 1994 and later gained further recognition after forming rock band 30 Seconds to Mars in 1998 

‘Anybody that can come into the office and can strip down to a bikini has got balls in my opinion,’ he said. 

‘She’s always been like that. Her performance is outstanding in Lady in the Window, and she’s always been brave and daring.’

The son of a theater director, Barry grew up in 1970s New York surrounded by actors.

As a wannabe star, he got his first big break with a role in Bernardo Bertolucci’s movie Luna after the director’s wife spotted his headshot on top of a reject pile.

‘It was a bit overwhelming for me, all the attention. I was hanging out with Woody Allen, he invited me to his house and I was hanging out with Dianne Keaton,’ Barry said.

And when the 17-year-old found himself standing next to legendary lothario Warren Beatty at the movie’s 1979 premiere, he said he couldn’t miss the opportunity to get some dating advice.

‘I said ‘how do you get all these beautiful women?’ Beatty laughed and said ‘let them talk, just listen.’ He was right.’

Elizabeth Banks made her acting debut in 1998, but her career began to take off in the mid 2000s

Elizabeth Banks glamour shot

Elizabeth Banks, 47, made her acting debut in 1998, but her career began to take off in the mid 2000s

Charlize Theron

Charlize Theron glamour shot

Charlize Theron, 45, in her headshot and glamour shots in the 1990s 

Jack Black, 51, began acting in commercials as a child but finally landed his breakout rule in 2000

Jack Black glamour shot

Jack Black, 51, began acting in commercials as a child but finally landed his breakout rule in 2000 

Sofia Vergara is seen in her headshots long before getting her big break as Gloria Delgado-Pritchett in ABC comedy series Modern Family

Sofia Vergara glamour shot

Sofia Vergara is seen in her headshots long before getting her big break as Gloria Delgado-Pritchett in ABC comedy series Modern Family

One night partying in Studio 54 and trying to use Beatty’s advice, Barry was approached by one of Andy Warhol’s entourage, invited to meet the artist and interview with his magazine.

After being plied with marijuana, the naïve teenager became indiscreet – and sent his nascent career off a cliff.

‘They asked me ‘what do you think about your co-star?’ I said ‘oh she didn’t have any ass.’ Stupid s**t like that. I complained that ‘I jerk off because I can’t get laid,’ you know, dumb 17-year-old s***,’ Barry told DailyMail.com 

‘[The Luna cast and crew] were not happy with me. Lesson learned.’

His comments left Barry blackballed even before he arrived in Hollywood, discovering that he was barred from roles when he moved to Los Angeles in 1980.

Desperate for cash and to stay in the industry, he eventually landed a job helping to find actors for filmmaker Barry Levinson.

Ashley Judd

Ashley Judd glamour shot

Ashley Judd, 53, was a just a small town girl from Kentucky before moving to Hollywood after college 

Actor Terrance Howard is pictured in his headshots years before finding success with his roles in Empire, and films Crash and Hustle & Flow

Terrance Howard glamour shot

Actor Terrance Howard, 52, is pictured in his headshots years before finding success with his roles in Empire, and films Crash and Hustle & Flow

Barry’s first big break as a casting director came when he was brought in to help cast 1993 movie Indecent Proposal for the famously idiosyncratic director Adrian Lyne.

It wasn’t long before Lyne approached him on set with his own less-than-decent proposal.

‘Adrian came up to me one day and he said, “Matt I need you to find me some couples that look like Robert and Demi and I want them to jam.”

‘I said, “what do you mean, do you want them to have sex?” “Yeah, yeah.” I said “Adrian that’s porn.” He said, “Yeah. You can find that for me right?”‘

In a stroke of luck, Barry happened to play baseball with adult film star Randy West, nicknamed ‘the Robert Redford of Porn’ for his likeness to the legendary actor.

Barry revealed how he once had to scout porn star look-alikes for actors Robert Redford and Demi Moore in 1993 film Indecent Proposal (pictured) for famously idiosyncratic director Adrian Lyne who wanted the characters to have sex on screen

Barry eventually found adult film actor Randy West (right) to play Redford

Barry revealed how he once had to scout porn star look-alikes for actors Robert Redford and Demi Moore in 1993 film Indecent Proposal (left) for famously idiosyncratic director Adrian Lyne who wanted the characters to have sex on screen. Barry eventually found adult film actor Randy West (right) to play Redford

Lyne, he said, was thrilled with West.

Barry said that auditions with bombastic actors can be as unpredictable as the movie makers he worked with.

‘In order to be a great actor you need to have some kind of dysfunction,’ he said. 

‘Look at Armie Hammer, or Shia LeBoeuf. Hollywood is a cesspool of dysfunctional people.’

Now Barry spends much of his time as an acting coach, teaching his students how to develop their craft and ace their auditions.

‘I’ve launched a lot of careers from a casting perspective but now it’s fun to teach them how to do it right, how to survive, because it’s not easy,’ he said.

‘Every year thousands upon thousands of young adults old and young come to LA seeking fame and fortune.

‘After that first year there are 1,000 left. After the second year there are 100 left, and out of that 10 will make it.’ 


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