Andrew Lloyd Webber has admitted he once turned down the young Catherine Zeta Jones for a West End role - because she was too good looking.
Too good looking - Zeta Jones was hard to resist
The composer was casting for Aspects Of Love but needed a teenager who could be credible as someone his male lead Alex might resist.
Lord Lloyd Webber and director Trevor Nunn auditioned the then 20-year-old.
"She was an absolutely gorgeous girl, she sang like an angel and I thought this was it," he told the Hay Festival.
"She was wearing these very tight jeans and Trevor said no, the entire audience will be saying 'go on Alex...'."
The Swansea actress first appeared as in Annie in her home city aged 10, and started her professional career in musicals before returning to them to appear in the Hollywood version of Chicago.
Lord Lloyd Webber ran through the story of his hit musicals, including Jesus Christ Superstar, Evita, Cats and Phantom of the Opera.
He said he started "doodling" at the piano, before working in detail on melodies - sometimes for weeks - although he now has the technology to record from the keyboard onto a disc to help composing.
He added that he had just finished writing a song with Tim Rice, their first collaboration for nearly 30 years.
"It's a great lyric and I just thought it took this little tune to a different league. You can't overestimate the importance of the lyrics".