In “Batman Begins,” Rachel Dawes was portrayed by “Dawson's Creek” star Katie Holmes in her highest profile role since the teen soap ended. However, many fans were surprised when Holmes was replaced by indie darling Maggie Gyllenhaal for the critically-beloved 2008 smash hit “The Dark Knight.”

Holmes stated she was forced to bow out due to scheduling concerns, but never clarified exactly what they were. Director Christopher Nolan definitely wanted Holmes to return and was ultimately upset she couldn’t return, but was thankful Gyllenhaal was able to step in.

In a very classy move, Gyllenhaal reached out to Holmes personally to get her approval to take over the role. Holmes seems confident in her choice, stating, "It was a decision that I made at that time and it was right for me at that moment, so I don't have any regrets. I think that Maggie did a wonderful job."