AceShowbiz -

Kate Beckinsale was not really a fan of Michael Bay although he helped give her a blockbuster breakthrough in his movie "Pearl Harbor". During a visit to "The Graham Norton Show", she recalled the hurtful things the director said about her looks.

"I don't think I fit the type of actress Michael Bay had met before," she told Graham Norton. "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, but was told that if I got the part, I'd have to work out," Beckinsale added before referring to her role in the 2001 war movie, "And I just didn't understand why a 1940s nurse would do that."

"When we were promoting the film, Michael was asked why he had chosen Ben [Affleck] and Josh [Hartnett], and he said, 'I have worked with Ben before and I love him, and Josh is so manly and a wonderful actor'," she remembered. "Then when he was asked about me, he'd say, 'Kate wasn't so attractive that she would alienate the female audience.' He kept saying it everywhere we went, and we went to a lot of places."

Back in 2001 during a chat with Movieline, Michael Bay did say, "I didn't want someone who was too beautiful. Women feel disturbed when they see someone's too pretty. I'm not saying Kate's not pretty ... [she] is very funny, could hang with the guys. She's not so neurotic about everything, like some actresses."

"When you look at Titanic, Kate Winslet is pretty, but not overwhelmingly beautiful," the director continued. "That makes it work better for women."