Despite being in the same ballpark, being a talented performer in front of the camera does not necessarily equate to being a talent behind it. They’re wholly different crafts. It’s the difference between a circus performer keeping one or two plates spinning and keeping a hundred spinning at once.

As actors come along in the industry, they may start producing or writing, but few have the talents required, or even the inclination, to start calling the shots and yelling through a megaphone. Every once in a while, however, a well-known actor steps behind the camera and feels right at home. Here are our 15 Actors Who Became Great Directors.

15. Clint Eastwood

Sully1 15 Actors Who Became Great Directors


Clint Eastwood’s big break came when the 6’4 actor was somehow spotted by an assistant working on the Western TV series Rawhide and was given an audition. He was cast and the show ended up being a big success, running for over seven years. Eager to shake off his young and naïve character of Rowdy Yates, Eastwood signed on to star in Sergio Leone’s western classic A Fistful of Dollars, and the rest is history.

1971 marked Eastwood’s directorial debut with the psychological thriller Play Misty for Me. He directed his first Western, High Plains Drifter, two years later. Eastwood had a solid to middling output throughout the rest of the ’70s and ’80s, most famously playing Harry Callahan in the Dirty Harry film series. He reinvigorated the Western genre in 1992 with Unforgiven, a gritty, realistic and convention-breaking film which won four Oscars, including Best Picture and Best Director. He’d repeat this feat in 2004 with Million Dollar Baby, which similarly won four Academy awards and earned him his second Best Picture and Best Director wins. 2004 was also the year that Unforgiven was added to the National Film Registry, for being “culturally, historically or aesthetically significant.” You can’t get much higher praise than that.

14. Penny Marshall

Penny Marshall Tom Hanks Big 15 Actors Who Became Great Directors


Penny Marshall’s first acting gig must have been a bit of ego punch. She was hired for a shampoo commercial to play the “Before” woman with bad hair, opposite legendary beauty Farrah Fawcett as the “After” woman. Ouch. Marshall appeared in several television shows, including a recurring role in The Odd Couple. Her brother Garry Marshall, creator of Happy Days, cast her and actress Cindy Williams on the show as two wise-cracking brewery workers. They were such a hit with the audience that Marshall created the spin-off show Laverne & Shirley which, at its peak, was the most watched American program on television, eclipsing Happy Days itself.

Garry also encouraged her to direct, which she did. She directed four episodes of Laverne & Shirley before making her feature film directorial debut with 1986’s Jumpin’ Jack Flash, a spy comedy starring Whoopi Goldberg that is exactly as awesome as it sounds (hint: not at all). Thankfully, Marshall went on to direct Big, starring Tom Hanks, which became the first female-directed film to gross over $100 million at the box office. The charming baseball movie A League of Their Own (another Hanks vehicle) was another big hit for Marshall, and it too was added to the National Film Registry in 2012.

13. Charlie Chaplin

Charlie Chaplin 15 Actors Who Became Great Directors


Charlie Chaplin remains one of the most iconic film stars to have ever appeared on the silver screen, and is without a doubt the best known actor from the silent film era. He started acting at the age of five and appeared in numerous stage productions. He joined a successful comedy troupe as a young man, and during their second American tour in 1913, he was offered a contract to appear in motion pictures. Chaplin made his theatrical debut in 1914’s Making a Living, but it was his second picture, Kid Auto Races at Venice, where he first appeared as his legendary character, “The Tramp.”

After a disagreement with a director, Chaplin took a risk and put his own money on the line to direct 1914’s Caught in the Rain. The film was a huge hit, and from that point on he directed all the Keystone Studios comedies he starred in, and he soon became the most well-known actor alive, as well as a cultural phenomenon. As a director, Chaplin was something of a perfectionist, once allegedly asking an actress on the set of City Lights for a punishing 342 takes of her saying two words: “Flower, sir?” Over the course of his career, Chaplin directed over 70 films, including all-time classics like The Immigrant, The Gold Rush, Modern Times and the Hitler spoof The Great Dictator. For those of you keeping track at home, 5 of his films have been added to the National Film Registry.

12. Jon Favreau

Jon Favreau Iron Man 15 Actors Who Became Great Directors


Jon Favreau got his first film role as “D-Bob” in 1993’s sports classic Rudy, where he first met friend and longtime collaborator Vince Vaughn. After appearing in an episode of Seinfeld, Favreau moved to Los Angeles and pulled double duty as an actor and screenwriter for 1996’s Swingers, co-starring Vaughn. He then landed a recurring role as Monica’s millionaire boyfriend Pete Becker on Friends, and has had numerous film and TV parts since.

Favreau’s directorial debut was 2001’s Made, a spiritual successor to Swingers, also starring Vince Vaughn. His biggest mainstream hits came in the form of the first two Iron Man movies, which kick started the now omnipresent Marvel Cinematic Universe. As tough as it is to imagine, Favreau had to initially fight to get Marvel to sign off on Robert Downey Jr. as Tony Stark, with RDJ’s shady drug and alcohol reputation preceding him, despite having cleaned up his act. Favreau not only got the ball rolling for Marvel’s massively successful shared universe, but he may have made the single most important decision in the franchise’s nearly decade-long history (casting RDJ). His latest work, The Jungle Book, hits theaters April 15th.

11. Terry Gilliam

Terry Gilliam Director 15 Actors Who Became Great Directors


Gilliam made his start as a cartoonist and an animator, but he became a household name as a part of Monty Python’s Flying Circus. He began as just the animator for the interstitial cartoons used to link live-action sketches together, but soon became a fully-fledged member of the comedy troupe. He played many roles over the course of the series, including the fan-favorite Knight with Chicken, a silent knight in full armor who would sidle up to people, usually after they’d said something stupid, and slap them with a raw chicken.

He co-directed Monty Python and the Holy Grail with Terry Jones, which is often considered one of the greatest comedy films of all-time. He made his solo debut with 1977’s Jabberwocky, which received mixed reviews, but went on to become a cult classic. Gilliam likes to direct in thematic trilogies, starting with the “Trilogy of Imagination,” which contains Time Bandits, Brazil and The Adventures of Baron Munchausen. He went on to direct Bruce Willis in 12 Monkeys and, most famously, Johnny Depp in the trippy classic Fear and Loathing in Las Vegas.

10. Harold Ramis

Harold Ramis Director 15 Actors Who Became Great Directors


Starting his career with an improv group, Harold Ramis soon teamed with other up-and-coming comedy stars like John Belushi, Bill Murray and Christopher Guest on the comedy show SCTV in which he performed as well as co-wrote. He left the show to co-write National Lampoon’s Animal House, which became a huge hit at the time thanks to its raunchy humor.

He made his directorial debut with the comedy classic Caddyshack, but continued to act and write. Along with Dan Aykroyd, he wrote and starred in both Ghostbusters and Ghostbusters II, appearing as scientist and collector of spores, molds and fungi, Dr. Egon SpenglerMany consider his masterpiece to be 1993’s Groundhog Day, which he both directed and co-wrote. In the latter part of his career, he also made a habit of showing up as a cuddly dad, ready with some homespun wisdom, like in Knocked Up and some unfortunately deleted scenes from High Fidelity. Both Ghostbusters and Groundhog Day have been selected for preservation and added to the National Film Registry.

9. Kenneth Branagh

Kenneth Branagh Thor 15 Actors Who Became Great Directors


One of the most prominent Shakespearean actors of our generation, Branagh had been performing in Shakespeare’s plays on stage for years before ever having a camera shoved in his face. Branagh appeared in a multitude of television roles before he directed and starred in Henry V (1989). Since then, he’s appeared as an actor in films like Valkyrie, Harry Potter and the Chamber of Secrets and Wild Wild West, where he hammed it up like few others before or since as Dr. Arliss Loveless, better known as the pilot of the bizarre giant mechanical spider.

Branagh continued to bang the Bard drum after Henry V, directing adaptations of Much Ado About Nothing, Love’s Labour’s Lost and Hamlet, pausing only to direct and star in Mary Shelley’s Frankenstein alongside Robert De Niro. He may have seemed like an odd choice at the time, but Marvel’s decision to place him in charge of 2011’s Thor proved to be a critical and financial home run for the studio. The Shakespearean-style drama of Asgard still made considerably more sense on paper than his directing of Jack Ryan: Shadow Recruit three years later.

8. Sofia Coppola

Sofia Coppola Director 15 Actors Who Became Great Directors


Sofia Coppola began her acting career incredibly young, playing a baby in the baptism scene in The Godfather, her father Francis Ford Coppola’s masterpiece. Sofia appeared in both sequels, but it was her flat performance in The Godfather: Part III that drew a lot of hatred from passionate the series’ passionate fanbase, though in her defense, pretty much every actor seems a bit lifeless when they’re acting opposite the hyper-fiery Al Pacino. She acted in a number of her father’s other films, like Rumble Fish and Peggy Sue Got Married, before making her first appearance in a non Coppola-led film, Tim Burton’s original 1984 version of Frankenweenie, although she’s credited under her stage name “Domino.”

The Virgin Suicides was her first time in the director’s seat, and it garnered her significant critical acclaim. She followed it up with 2003’s Lost in Translation, which ended up being nominated for four Oscars. Since then, she’s directed Marie Antoinette, Somewhere, The Bling Ring and, rather strangely, the Netflix special A Very Murray Christmas.

7. Rob Reiner

Rob Reiner Director 15 Actors Who Became Great Directors


Much like his ex-wife Penny Marshall, Rob Reiner got his start acting in bit parts for television. He appeared in the ’60s Batman series as well as episodes of The Andy Griffith Show and The Beverly Hillbillies. It was his role as Mike Stivic (referred to as “Meathead” by patriarch Archie Bunker) in All in the Family that catapulted him to fame. All in the Family was incredibly popular and topped the Nielsen ratings five years in a row, the first series to achieve such a feat. Reiner also won two Emmys for his role as Stivic.

Reiner’s first foray into feature film direction was the hilarious 1984 mockumentary This is Spinal Tap, which was, you guessed it, added to the National Film Registry by the Library of Congress in 2002. He then went on to helm classics like Stand By Me, When Harry Met Sally, The Princess Bride, Misery and A Few Good Men. Unfortunately, he’s made some serious duds too, including North, the film that prompted one of Roger Ebert’s most famous written smackdowns: “I hated this movie. Hated hated hated hated hated this movie!” Still, when you have films like Spinal Tap and The Princess Bride in your back catalogue, you can afford a bomb or two.

6. Mel Gibson

Mel Gibson Director 15 Actors Who Became Great Directors


Mel Gibson got his start in Australian theater, but soon made the transition to movies, with his first role being in the 1977 Aussie surfer movie Summer City. His first leading role was of course Max Rockatansky in George Miller’s original Mad Max, but he wouldn’t gain any American notoriety until the sequel, The Road Warrior, was released in the U.S. The surprise hit turned him into a megastar stateside, where he went on to play Martin Riggs in the hugely popular Lethal Weapon series, thus securing his place as a Hollywood A-Lister.

Gibson directed 1993’s The Man Without a Face before hitting it big with 1995’s Braveheart, which garnered five Academy Awards, including Best Picture and Best Director. He later directed one of the most controversial films ever, The Passion of the Christ, in 2004, which became the highest grossing non-English film of all time, as well as the underrated Apocalypto in 2006. Unfortunately, Gibson’s personal life and racist tirades have overshadowed his artistic achievements and tarnished his public image, but despite his shortcomings off-camera, he remains a highly talented actor/director.

5. Jodie Foster

Jodie Foster Director 15 Actors Who Became Great Directors


Jodie Foster is someone who seems to have been born to be on screen. She was a child model at the age of three and graduated to appearing in the sitcom Mayberry R.F.D. at the tender age of five.  She worked consistently after that until her star-making turn in Martin Scorsese’s Taxi Driver, for which she earned an Academy Award nomination for her role as Iris, a teenage prostitute. Foster later became a teen idol thanks to roles in Bugsy Malone and the original Freaky Friday, and perhaps her most iconic role was as Clarice Starling in Silence of the Lambs, a role that earned her her second Oscar (she also won for The Accused in 1988).

1991’s Little Man Tate marked Foster’s directorial debut, a film in which she also starred. The movie received positive reviews and did solid business at the box office. She followed it up in 1995 with Home for the Holidays, a drama/comedy starring future Iron Man Robert Downey Jr. and Holly Hunter (Batman v Superman). After a sixteen year break during which she focused on acting and producing, Foster picked up the megaphone again. She directed Mel Gibson in 2011’s The Beaver, about a mentally ill man who communicates solely through a beaver hand puppet. Since then, she’s directed an episode of House of Cards and helmed two episodes of Orange is the New Black. Her fourth feature, Money Monster, starring George Clooney, is due out this May.

4. George Clooney

George Glooney Directing 15 Actors Who Became Great Directors


Now one of the biggest stars on the planet, Clooney had a recurring role in Roseanne as well as a stint on NBC’s Sisters before his rise to prominence. However, it was his role as Dr. Doug Ross on the long-running seres ER that made him famous, opening a multitude pf doors for his career. He starred in Robert Rodriguez’s From Dusk Till Dawn, the romcom One Fine Day, and he even played Batman in The Film That Shall Not Be Named. Upon leaving ER, he teamed with the Coen brothers for O Brother, Where Art Thou? as well starring in the successful Ocean’s 11 trilogy.

Clooney first stepped behind the camera for 2002’s Confessions of a Dangerous Mind, which was received positively, but it was 2005’s Good Night, and Good Luck which he directed and co-wrote that earned him true critical acclaim. The film went on to be nominated for six Oscars, including Best Director. His next film, Leatherheads, about the early days of American football, had a tepid response from critics, but he followed it with The Ides of March, a much more universally liked project. Clooney is the only person in history to be nominated in six different categories at the Academy Awards: Best Picture, Best Actor, Best Supporting Actor, Best Director, Best Original Screenplay and Best Adapted Screenplay.

3. Woody Allen

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Allan Stewart Konigsberg changed his named to Heywood “Woody” Allen when he was 17 and became a successful joke writer for famous comedians of the time, and he soon landed writing gigs on The Ed Sullivan Show and The Tonight Show. Around the same time, Allen performed as a stand-up comedian, developing the nervous, nebbish schtick he became renowned for. He became a playwright too, writing several Broadway shows, including Play it Again, Sam, in which he also appeared. His first movie gig was writing the screenplay for What’s New Pussycat? Apparently, Allen didn’t like the final product, and decided to direct all of his films from then on. It’s also worth mentioning he was one of the many actors that played Jimmy Bond in the 1967 James Bond spoof Casino Royale.

Allen moved on to direct, star and co-write Take the Money and Run before he made Everything You Always Wanted to Know About Sex*, Sleeper and Love and Death. Annie Hall, in which he also starred oppposite Diane Keaton, won four Oscars in 1977 including Best Picture, Best Actress in a Leading Role, Best Original Screenplay and Best Director. He made New York a love letter with Manhattan two years later, which garnered him huge critical praise. Manhattan was also selected for preservation by the National Film Registry. Allen has continued to work consistently in the four decades since then, earning two Best Original Screenplay Oscars for Hannah and Her Sisters and Midnight in Paris.

2. Ben Affleck

Ben Affleck Directing 15 Actors Who Became Great Directors


Ben Affleck started his career appearing in bit parts and a Burger King commercial. He met director Kevin Smith when he was cast in Mallrats and Smith wrote the lead role for him in his next film Chasing Amy, which earned him a decent amount of praise and fame. However, it was when he co-wrote and starred in Good Will Hunting with Matt Damon that his career took off, becoming leading man material almost overnight and winning the Oscar for Best Original Screenplay. He went on to star in Armageddon, Shakespeare in Love, Pearl Harbor and Daredevil, marking a sliding scale in quality. However, he bounced back playing TV Superman star George Reeves in Hollywoodland. Most recently, he donned the cowl and cape as Batman in Batman v Superman: Dawn of Justice.

Gone Baby Gone was Affleck’s first directorial project, and it was received very positively. The excellent bank heist movie The Town came next, followed by his biggest success, Argo, which netted three Oscars including Best Picture. Affleck is expected to direct and star in the next solo Batman movie, which should land in theaters within the next 3 years or so.

1. Ron Howard

Ron Howard Director 15 Actors Who Became Great Directors


Ron Howard rose to fame when he was only 6 years old as Opie Taylor on The Andy Griffith Show, appearing in over 200 episodes. He played bit parts in other famous shows like I Spy, Gentle Ben, Lassie, M*A*S*H and Bonanza before getting the long-running role of Richie Cunningham in the wildly popular Happy Days. Movie-wise, he appeared in George Lucas’ American Graffiti and its sequel, as well as the fantastically titled The First Nudie Musical.

Howard’s directorial debut came in the form of 1977’s Grand Theft Auto (no relation to the violent video games) in which he also starred. He went on to direct mermaid flick Splash, Cocoon, Willow and Backdraft. But it was Apollo 13, starring Tom Hanks, that started getting Howard award recognition, as it was nominated for nine Oscars. 2002’s A Beautiful Mind brought home the gold, winning four Oscars including Best Picture and Best Director. Howard has continued to direct blockbuster hits like The Da Vinci Code series, as well as more offbeat choices like Frost/Nixon and Rush. The third entry in the Da Vinci series, Inferno, is set to hit theaters this fall.

Did we miss any of your favorite actors turned directors? Let us know in the comments!