Carl Weathers was not the first choice to play Apollo Creed. Real-life boxer Ken Norton was originally supposed to step into the famous role, but he pulled out. Also, actress Carrie Snodgress was originally chosen to play Adrian, but producers had to look elsewhere when money disputes arose. One of the most interesting Rocky facts was that Susan Sarandon auditioned for the role of Adrian. She didn’t get the part, because everyone felt she wouldn’t make a believable Adrian. This had nothing to do with her acting skills. They thought she was too pretty for the role. 
Talia Shire and Carl Weathers were both cast on the same day, and John Avildson made everyone audition despite who they were. Even legendary actor Burges Merideth had to audition for the role of Mickey Goldmill, Rocky’s boxing trainer. Nobody considered anyone else to play the character of Paulie except for Burt Young, however, and they never offered the part to anyone else but Burt. (Source:Hubpages.com user rabbit75)
