One of Ajay Devgn's most memorable roles almost didn't happen, as it was initially offered to Shah Rukh Khan. The film in question is the 1994 blockbuster Dilwale, a romantic action film directed by Harry Baweja.

Karan Razdan, the writer of Dilwale, revealed that Shah Rukh Khan was his first choice for the lead role. Razdan narrated the story to Khan, who liked the script but suggested a change to the ending. Khan wanted the heroine to end up with the "other guy" at the end. Razdan refused to alter his film's ending, leading Khan to decline the role. Khan reportedly said he wouldn't do the film "if I can't sacrifice".

Following Shah Rukh Khan's rejection, the role was offered to Ajay Devgn, who readily accepted it. Dilwale became a significant hit, solidifying Ajay Devgn's position in Bollywood. The film also starred Suniel Shetty and Raveena Tandon in pivotal roles.

Interestingly, even after 80% of the filming was done, Subhash Ghai was unimpressed with Dilwale. Ghai told Karan Razdan that he would "cry on the film's release day" because of how bad it was. Ghai also criticized Ajay Devgn's appearance in the film. Moreover, people teased Razdan, saying that Dilwale would be Raveena Tandon's 13th flop. Despite these concerns, Dilwale was a commercial success upon release.

Shah Rukh Khan later admitted that his suggestion about the climax wasn't great and that Razdan did the right thing by sticking to his plans. He even hugged Razdan and admitted he was wrong about wanting to change the ending.

Dilwale wasn't the only film that Shah Rukh Khan turned down which later became a success. Some other films that were first offered to Shah Rukh Khan include Lagaan, Rang De Basanti, 3 Idiots, and Munna Bhai M.B.B.S.. Similarly, Ajay Devgn has also rejected roles in films such as Darr, Karan Arjun, Dil To Pagal Hai, Kabhi Khushi Kabhie Gham, Bajirao Mastani, and Padmaavat.