The role of Mary Sanderson was originally offered to Rosie O'Donnell, who rejected it because she didn't want to play a witch who frightened children.
The role, of course, went to Kathy Najimy who was excited to get alongside her idol, Bette Midler.
The role of Max Dennison was originally offered to Leonardo DiCaprio, whose agent advised him to take it. Leonardo instead turned it down to do What's Eating Gilbert Grape instead.
The role instead went to Omri Katz, who eagerly took on the role of the film's virgin.