Kate Winslet says she had a “difficult discussion” before she signed on to star in Woody Allen’s latest film, “Wonder Wheel”, given the past allegations of sexual misconduct against the director.

“Um,” she pauses when asked by Variety about facing backlash for accepting the lead role. “It’s just a difficult discussion. I’d rather respectfully not enter it today,” she says deflecting the question.

The 42-year-old Oscar winner plays Ginny, the beleaguered wife of a 1950s Coney Island carousel operator, Humpty (Jim Belushi). Their lives are thrown into turmoil when his estranged daughter (Juno Temple) unexpectedly shows up on the run from the mob. Wannabe playwright and lifeguard Mickey (Justin Timberlake) serves as the narrator for the entire ordeal.

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Though Winslet is now one of Allen’s leading ladies, she once accepted — then turned down — the opportunity to work with him on the 2005 drama “Match Point”. Scarlett Johansson was eventually cast in the role.

“Whenever this comes up, I always feel so bad for Scarlett Johansson. Things shuffle all the time. God knows how many times I’ve been the fourth or fifth choice for something,” she says, explaining the timing just wasn’t right for her to take on that role over a decade ago. “My son Joe was only 9 weeks old. I would have had to stop nursing. It would have been too much of a compromise to the rhythm of my life and my new baby. I just couldn’t do it. I said, ‘I’m really sorry, that wasn’t the right decision to have made.’ I knew that there was a strong possibility that might be my one go-around.”

Luckily for the actress, she got her second chance when Allen called, asking her to read for the part of Ginny in “Wonder Wheel”, telling her she would be “wonderful” in the role. “And so, someone did come over and delivered the script by hand and sat outside in a car whilst I read it,” she tells Variety. “I’m actually quite a slow reader. So I remember thinking, Oh God. This person is waiting outside.

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“When I finished reading it, honestly, my first thought was, I can’t play that part. I just don’t know how. Oh f***!” she exclaims. But Winslet did accept the role, giving her the chance to appear opposite Timberlake.

“We had a lot of fun. I would say to him, ‘It’s such a relief that you’re not what any of us thought you were going to be. Because that would have been such a nightmare,'” she says. “We shared a trailer. We had a thin partition wall between us. I would hear him peeing in the morning and singing to himself, and I loved it.”

With “Wonder Wheel” opening in theatres nearly 20 years after “Titanic”, Winslet shares one of her clearest memories of filming the 1997 epic.

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“My clearest specific memory is us shooting the scene behind the gate, where he loses the key. That was genuinely scary, and I didn’t like shooting that at all,” she says, adding she’s sure she’ll re-team with her pal Leonardo DiCaprio on-screen again, but it likely won’t be in the near future.

“I don’t think it will be for a very long time. I think when we’re probably much older,” she says.