"I don't think I fit the type of actress Michael Bay had met before," Beckinsale reflected. "I think he was baffled by me because my boobs weren't bigger than my head and I wasn't blonde."
"I'd just had my daughter and had lost weight," she elaborated, "but was told that if I got the part, I'd have to work out. And I just didn't understand why a 1940s nurse would do that."
Pearl Harbor, which co-starred Ben Affleck and Josh Hartnett, opened in 2001 and earned $449 million at the box office. Beckinsale said Bay would praise Affleck and Hartnett while promoting the movie but openly put her down.
"Michael was asked why he had chosen Ben and Josh, and he said, 'I have worked with Ben before and I love him,' and 'Josh is so manly and a wonderful actor,'" she recalled. "Then when he was asked about me, he'd say, 'Kate wasn't so attractive that she would alienate the female audience.'"
Bay told Movieline in 2001 he chose to cast Beckinsale because he "didn't want someone who was too beautiful." The director cited Kate Winslet as another example of an actress whose looks won't intimidate female viewers.
"Women feel disturbed when they see someone's too pretty," he claimed. "When you look at Titanic, Kate Winslet is pretty, but not overwhelmingly beautiful. That makes it work better for women."
Beckinsale is best known for playing Selene in the Underworld series of films and will reprise the role in Underworld: Blood Wars, out Oct. 14. She is also slated for The Disappointments Room with Lucas Till.