Originally the studio wanted to cast James Caan, Burt Reynolds, or Ryan O’Neal to play Rocky! Yeah, “Love Story” Ryan O’neal! Can you imagine how different history would be with either of these choices? United Artists offered Stallone up to $340,000 to sell them the rights to the screenplay if he agreed to not star in the movie. When the budget was lowered to $1 million, the studio was no longer allowed to keep Stallone from starring. He was paid $20,000 for the script and a SAG minimum of $350 per week for acting instead…YIKES! facts-burt   Susan Sarandon was originally up for the part of ADRIAN! I guess she was trying to corner all of the movies with “Rocky” in the title? Ok, maybe not…but Stallone and the producers decided that she was “too sexy.” Cher was also considered. CHER!! Bette Midler was offered the role but turned it down. Carrie Snodgress had in fact won the part, until her agent asked for too much money. Talia Shire auditioned at the last minute to save the day! And we would not have it any other way!