



Ellen Burstyn in New York in 2026, and Cloris Leachman holding her Oscar for Best Supporting Actress for ‘The Last Picture Show’ in 1972
Credit: Dia Dipasupil/WireImage; Fotos International/Archive Photos/Getty
KEY POINTS
Ellen Burstyn tells Entertainment Weekly that she was given the chance to play three different characters in The Last Picture Show.
The film’s director, Peter Bogdanovich, wanted her to play Ruth Popper and told her that it was an Oscar-winning role.
Cloris Leachman would go on to play Ruth and win an Oscar for Best Supporting Actress for her performance.
Ellen Burstyn has plenty of stories to tell about her remarkable career, but one of her most interesting decisions came early on, when she was offered a part in Peter Bogdanovich’s 1971 classic The Last Picture Show.
When the film was in pre-production, the actress was given the opportunity to play three different characters in the film, but she had her eye on one in particular: Lois Farrow. There was just one problem: Bogdanovich had a different role in mind for her.
“When I originally was sent up to meet Peter, there were three possible roles I could have played, and I was sent up to play the waitress [the role of Genevieve that would go on to be played by Eileen Brennan],” Burstyn tells Entertainment Weekly. “And in talking to Peter, I said that I was more interested in playing Lois.”
The director, however, wanted her to play Ruth Popper, the lonely housewife whose affair with a high school student becomes one of the film’s most poignant and emotional storylines.

Ellen Burstyn as Lois in ‘The Last Picture Show.’
Credit: Courtesy Everett Collection
Burstyn wasn’t interested.
“I said no. And he said, ‘That’s the Oscar-winning part.’ And I said, ‘Yeah, I’m sorry. I don’t want to play it.'”
That part eventually went to Cloris Leachman, who won the Academy Award for Best Supporting Actress for her performance as Ruth. Burstyn, meanwhile, played Lois, a character she felt more connected to at the time. While she did not win, the future Exorcist star was nominated in the same category.
Looking back, Burstyn admits she had her reasons for passing on the role. She was going through a divorce herself at the time and didn’t particularly want to spend her working hours portraying another woman going through one.
“I didn’t want to be doing it 24 hours a day,” she explains.
But the experience of working with Bogdanovich left a lasting impression on her, particularly when it came to the director’s approach to acting.
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She recalls a moment on set when she was struggling with a particularly complicated scene. Her character’s husband is asleep in front of the television while she is having an affair, only to discover that her daughter is also having an affair with the same lover. As she watches her lover’s truck pull up, Burstyn’s character has to navigate several conflicting emotions in a single take.
After a take, she told Bogdanovich she had eight different emotions to get through and didn’t know how to accomplish it.
His response? “Think the thoughts of the character and the camera will read your mind.”
“And that was what I did, and he was right,” Burstyn says. “And that was an amazing lesson.”
It’s a philosophy that seems to have served her well over the decades.

Ellen Burstyn with her Emmy for Outstanding Guest Actress in a Drama Series in 2009
Credit: Jason LaVeris/FilmMagic
Burstyn would go on to become one of Hollywood’s most respected performers, earning an Oscar for Alice Doesn’t Live Here Anymore, a Tony for Same Time, Next Year, and two Emmy Awards. And at 93, she may still have another major milestone ahead of her.
The actress recently released Poetry Says It Better: Poems to Help You Wake Up, an anthology of her favorite poems. The audiobook, narrated by Burstyn herself, offers a particularly personal look at the poetry that has shaped her life and career.
As she tells EW, “Poets speak from an inner place, and their choice of metaphors also speaks about who they are and how they see the world.”
The audiobook could also make Burstyn an EGOT, as a Grammy is the only major competitive entertainment award missing from her collection.
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If she receives a Grammy nomination for Best Audio Book, Narration for Poetry Says It Better and goes on to win, Burstyn would become the oldest person ever to achieve EGOT status, surpassing the record held by John Gielgud, who was 87 when he completed the distinction in 1991.
Poetry Says It Better can be found wherever books are sold.
With reporting by Rance Collins
Read the original article on Entertainment Weekly
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