Before “Pretty Woman” was the Disney classic that catapulted Julia Roberts into fame, it was a screenplay titled “3000” written by then-struggling screenwriter J.F Lawton — and Patricia Arquette auditioned for the leading role.

In their Variety Actors on Actors interview, Roberts and Arquette talked about the darkness of the original screenplay, as compared to the light-hearted rom-com it became known for. “That movie was really dark and the ending was really heavy,” Arquette said. “It really read like a dark gritty art movie.”

Roberts agreed adding that the script she remembered reading tossed the main character Vivian Ward out of a car, “threw the money on top of her, as memory serves, and just drove away leaving her in some dirty alley.”

Roberts who ultimately landed the role in its original adaption, said she, “had no business being in a movie like that.” But just days after getting the part, the movie company folded, leaving the young actress without a job, she told Arquette.

“There was one producer that stayed with the script and then it went to Disney. And I went, went to Disney? Are they gonna animate it? How does this become a Disney movie?’”

With Garry Marshal now at its helm, Roberts said the director agreed to meet with her to cast her in the redeveloped script, “Pretty Woman.”  “I think because he’s a great human being, he met with me because I had once had the job and he felt it would only be fair to at least meet me since I had this job for three days and then lost it,” she said.

“And they changed the whole thing it and really became more something that’s in my wheelhouse than what it originally was,” the actress continued.

When Arquette admitted that she often dreamt of Roberts starring in a modern-day “3000” — the one that never became — she said she would never do it.

“I couldn’t do it then, I couldn’t do it now.,” she said. “Thank god it fell apart.”

 “Actors on Actors” will air on PBS June 18th and 20th.