It’s been eighteen years since the birth of the modern genre of superhero films. Who knows how long it will be until the bubble bursts. I, for one, hope it continues for many years to come. Until then the genre has only been expanding. With more and more of these films being released, it’s no longer fans making lists of who’s in them, but more like who isn’t! There’s Russell Crowe, who missed out on his chance to portray Wolverine in Bryan Singer’s first X-Men (2000). That was the film that kicked off the genre. Crowe believed it was a silly cartoon concept and didn’t fit him. He did recommend Hugh Jackman and the rest is history.

In today’s cinematic landscape, the opportunity to take on a role in a superhero film is a quick way to earn pop culture stardom. We’re talking Marvel Cinematic Universe (MCU), DC Universe, or even the Sony-Fox-Marvel mishigas! It doesn’t matter, as long as the film’s good. It also doesn’t matter if you’re a legendary award-winner or a newcomer looking for your big break. Being in a superhero film these days is a good gig! Well, we say that, but as we saw with Crowe, that isn’t always the case. In spite of the impact these films have had on the box office, not every actor is falling over themselves to claim one. Whether it’s because they can’t see themselves seriously performing the role, or they can’t fit in their schedules, as you’ll see here, quite a few simply said ‘no thanks.’ Let’s take a look at 25 superheroes that were almost played by different actors.

25 JESSICA CHASTAIN - HOPE VAN DYNE

Jessica Chastain is known for her award-nominated performances in films like 2012’s Zero Dark Thirty. She’s an A-lister now, so, unsurprisingly, the MCU called her in hopes she might be willing to join. Chastain was receptive but knew you have to get the role right, as you only get one chance to make a first impression.

First, Shane Black asked her to join 2013’s Iron Man 3. Unfortunately, her schedule was already full. Then she was offered the female lead in 2015’s Ant-Man. Again, she had to decline. Hopefully, we’ll have the opportunity to see her suit up soon!

24 GLENN HOWERTON - STAR-LORD

Marvel’s decision to take a chance on television comedic darling Chris Pratt for the lead in Guardians had a huge payoff! Fans couldn’t be happier. But director James Gunn has gone on record claiming that he was also considering Glenn Howerton if Pratt fell through.

It’s Always Sunny fans have long known that Howerton has the comedic ability and chiseled good looks. Howerton auditioned for the role and impressed Gunn. If Chris Pratt hadn’t accepted the role, we’d have had the “Golden God” himself, Glen Howerton!

23 OLIVIA MUNN - VANESSA CARLYSLE

Olivia Munn as Psylocke

In limbo for years, fans finally got the Deadpool film they were waiting for in 2016; there was much rejoicing! That same year, X-Men: Apocalypse opened. The latter film co-starred Olivia Munn as the mutant Psylocke.

Originally, she was approached for the role of Vanessa Carlysle, girlfriend of Wade Wilson, Deadpool. Munn passed on the role as she wasn’t interested in playing the main character’s girlfriend; she wasn’t interested in simply being “eye candy,” as she put it. Morena Baccarin was cast in her place and Munn jumped on-board the X-Men franchise.

22 RAMPAGE JACKSON - JOHN WRAITH

MMA star Quinton “Rampage” Jackson is a legendary UFC fighter. He co-starred as B.A. Baracus in the big-screen adaptation of the hit series The A-Team. However, many don’t know that about a year or so prior, Jackson was offered a role in 2009’s X-Men Origins: Wolverine.

Fox Studios sought the championship fighter for the role of John Wraith, a mutant teleporter, and friend of Wolverine. Jackson was in the middle of training for an upcoming fight and had to decline. The role then went to music star will.i.am.

21 OLIVIA WILDE - GAMORA

olivia-wilde

Olivia Wilde is no stranger to action and fantasy roles. She co-starred in Tron: Legacy (2010) and Cowboys and Aliens (2011). The films might not be so memorable, but her performances were good. She was up for Lois Lane in 2013’s Man of Steel, and was a fan-favorite for Lara Croft role in the new Tomb Raider.

When James Gunn offered her the role of assassin Gamora in 2014’s Guardians, the timing just wasn’t right. She had to decline. Wilde has never discussed why, so we might never know the reason. Zoe Saldana is great in the role, but the versatile Wilde probably would’ve been just as good.

20 DOUGRAY SCOTT - WOLVERINE

dougray scott as Sean Ambrose in Mission Impossible 2

Bryan Singer’s X-Men (2000) kicked off the modern era of superhero films. It changed the cinematic landscape forever and made the genre a massive draw. The breakout character from that early film was Wolverine. Stage actor Hugh Jackman will be forever known for the role. Did you know he wasn’t the studio’s first choice?

The Scottish actor Dougray Scott was originally offered the role and he even accepted! However, he was in the middle of filming Mission: Impossible II and production went over schedule. Scott was forced to drop out of the film and Jackman went on to become a huge star!

19 EMILY BLUNT - BLACK WIDOW

Rita looks over her shoulder while wearing her mech suit in Edge of Tomorrow

Emily Blunt was a fan-favorite for the lead role in the upcoming Captain Marvel film. What most people don’t know is that Blunt had already been offered a few roles in Marvel films. Originally, in 2010, Jon Favreau wanted Blunt for the role of Natasha Romanoff in 2010’s Iron Man II.

Blunt couldn’t do it due to some scheduling conflicts, but the following year Kevin Feige then offered her the role of Agent Peggy Carter in 2011’s Captain America: The First Avenger. Again, the timing wasn’t right and she had to pass. Scarlett Johansson and Haley Atwell ended up being cast in those roles, respectively. It’s not hard to see how great Blunt would’ve been as either of those characters!

18 JOAQUIN PHOENIX - DOCTOR STRANGE

When Marvel set about casting the mystical character of Doctor Stephen Strange, Joaquin Phoenix topped the list. They approached Phoenix and he was receptive to the idea, but ultimately passed on the role. He has often said that he has nothing against Marvel films, even calling them fun. However, Phoenix felt that he would not do well acting against a green screen.

He actually has shown little interest in CGI and effects-driven films. Marvel may have wanted Phoenix, but director Scott Derrickson said the only actor he wanted was Benedict Cumberbatch. So, for the film, it all worked out.

17 JOSEPH GORDON-LEVITT - STAR-LORD

Okay, Chris Pratt is Star-Lord! The guy worked out aggressively, lost a bunch of weight, and the role might have even ended up costing him his marriage. I’d say he’s earned all of his success. However, now we know the role was not really his originally.

Pratt might’ve been a top choice over Glenn Howerton, but rumors are that Joseph Gordon-Levitt was a top contender. He’s always publicly denied it, of course. Still, different rumor mills have stated that Gordon-Levitt was actually offered the role and he turned it down, choosing instead to join Sin City: A Dame to Kill For.

16 MATTHEW MCCONAUGHEY - UNNAMED ROLE IN GUARDIANS OF THE GALAXY

Matthew McConaughey once admitted that he was actually offered a big role in the Guardians sequel, but turned it down. McConaughey opted instead to star in the film adaptation of the Stephen King thriller The Dark Tower.

In a Playboy interview, he explained, “I like Guardians of the Galaxy, but what I saw was, 'It's successful, and now we've got room to make a colorful part for another big-name actor.' I'd feel like an amendment.” He has never elaborated on what role he was offered. Many have speculated that it was Ego, the role that ultimately went to Kurt Russell.

15 MATT DAMON - TWO-FACE

Aaron Eckhart was cast as Harvey Dent, Gotham District Attorney, in Christopher Nolan’s The Dark Knight. The heroic character ultimately becomes the villain Two-Face. It was a great role in a great film. Many fans don’t realize that Eckhart wasn’t actually Nolan’s first choice.

Matt Damon reportedly got the call first but had to decline. “I couldn’t [do it] – there was a scheduling thing,” Damon told MTV News. Would he join the franchise now, especially with good friend Ben Affleck involved? “I'd consider anything with the right director…," he said. "If [Ben] was directing me, I'd jump on it in a New York minute. I'd love to work with Ben."

14 JOHN KRASINSKI - CAPTAIN AMERICA

Would you believe John Krasinski was almost cast as Captain America? Well, you might believe it now, but years ago there was no way. Krasinski came in to test for the role back before Chris Evans was cast. In 2016, during an interview with Conan O’Brien, Krasinski explained how he was invited to the Marvel set.

He was trying on the new Captain America suit. He got it up to his waist, shirtless, “feeling pretty good about myself,” he recalled. “All of a sudden, Chris Hemsworth walked by as Thor, and he’s like ‘hey mate,’” Krasinski continued. “And I went, ‘I’m good, this is stupid. I’m not Captain America.’” The sight of all that muscle on Hemsworth shattered any confidence he might have had in portraying the character. As it happened, having Chris Evans become Captain America became one of the greatest things that could have happened to the MCU.

13 LEONARDO DICAPRIO - ROBIN

Leonardo DiCaprio’s role in 1997’s Titanic, raised him to superstar status. However, a few years prior, Warner Bros. approached DiCaprio to portray Dick Grayson, Robin, in Joel Schumacher’s Batman Forever (1995). Some say he even screen-tested for the role, which, of course, DiCaprio steadfastly denies.

“I had a meeting with Joel Schumacher,” he says. “It was just one meeting and, no, I didn’t end up doing it.” DiCaprio insists he was never interested in the role. “As I recall I took the meeting but didn’t want to play the role… I don’t think I was ready for anything like that.” Judging by the film’s place in cinematic history, I’d say he made the right choice in turning it down. He became very busy in starring in movies that would continue to rise him to Oscar level status.

12 TOM HARDY - RICK FLAG

Having already appeared in The Dark Knight Rises, Tom Hardy was ready when Warner Bros. decided to launch the DC Universe. The studio wanted Hardy to appear in David Ayer’s Suicide Squad (2016), as Col. Rick Flag.

Hardy was down and the studio sent the script to him. Later, Hardy politely declined and said he wouldn’t be able to take the role. Rumors are that Hardy disliked the script, though he says that’s not true. Hardy says he had to pull out due to a previous commitment to Alejandro G. Inarritu’s The Revenant, which had just added three additional months of filming.

11 JASON MOMOA - DRAX

Jason Momoa Justice League Aquaman

Fans are eagerly awaiting Jason Momoa’s solo outing as the titular hero in James Wan’s Aquaman. What many fans don’t know is that we almost got to see Momoa join the MCU a few years prior to his DC debut. James Gunn offered the impressively built Momoa the part of Drax the Destroyer in the Guardians of the Galaxy franchise.

Momoa claims he had to pass as it seemed just another tough guy role where he wouldn’t be wearing a shirt. I guess at first glance the role might seem a bit one-dimensional. It’s a credit to Dave Bautista that he was able to bring so much more out of the character than probably originally envisioned. Plus, we now get to see Momoa as Aquaman!

10 MICHAEL B JORDAN - FALCON

Michael-B-Jordan-Human-Torch-Fantastic-Four

Fans really felt connected to Michael B. Jordan’s portrayal of the tragic villain Killmonger in 2018’s Black Panther. Some years before that role, Jordan was close to joining the MCU in a totally different role, a hero role.

When Marvel was casting for the role of Sam Wilson, a.k.a. Falcon, in 2014’s Captain America: The Winter Soldier, Jordan got the call. He went in to read for the part and was called back for an audition. He made the short list, as you know he would, but he was edged out by Anthony Mackie.

9 SAOIRSE RONAN - SCARLET WITCH

When it was announced that the Scarlet Witch would appear in 2015’s Avengers: Age of Ultron, I began to think of who would be a perfect portrayal. I envisioned someone like Saoirse Ronan, honestly. Many thoughts the same and it was rumored that Marvel was considering her. It seemed that everyone wanted this lady to play our favourite witch.

Naturally, Ronan caught wind of the role and expressed interest and a desire to work with Joss Whedon. Unfortunately, her busy schedule couldn’t accommodate the film. I guess that’s the rub when you’re an in-demand three-time Oscar-nominated talent!

8 JAKE GYLLENHAAL - RICK FLAG

Jake Gyllenhaal

After Tom Hardy had to pass on the role of Rick Flag in Suicide Squad, director David Ayer moved on to his next choice, Jake Gyllenhaal. He was no stranger to blockbuster action flicks. Unfortunately, he also had to pass on the role. Gyllenhaal has never given a reason why he declined, but again, many say it was the script that turned him off to the role.

Of course, Gyllenhaal has always been on the superhero short list. Sam Raimi actually hired him to star in Spider-Man 2, when Tobey Maguire suffered a back injury. Maguire ended up sticking it out and Gyllenhaal was tapped again for 2019’s Spider-Man: Far From Home, albeit as the villain.

7 RACHEL MCADAMS - PEPPER POTTS

Rachel McAdams Lois Lane

Rachel McAdams appeared alongside Benedict Cumberbatch in 2016’s Doctor Strange. What many don’t know is that she almost joined the MCU some eight years earlier. Reports are that McAdams was originally offered the role of Pepper Potts in 2008’s Iron Man.

Gwyneth Paltrow has become synonymous with the role for the past decade and has appeared at Tony Stark’s side in six MCU films. In fact, without Potts, Stark would’ve crashed and burned long ago. Paltrow has been great in the role, but McAdams could’ve been just as great. I’ll guess we’ll have to wait and see if another opportunity arises.

6 ANTHONY HOPKINS - ALFRED PENNYWORTH

Anthony Hopkins in Transformers: The Last Knight

Sir Anthony Hopkins is a legendary actor who always delivers the goods. We can’t picture anyone else as Odin in the Thor franchise. We almost got to see Hopkins on the other side of the coin, as Warner Bros. wanted him to join the Batman franchise.

Before Sir Michael Caine was cast as Alfred Pennyworth in Christopher Nolan’s Batman Begins (2005), the role was actually offered to Hopkins. He turned it down. Hopkins has never said why he refused the role but Caine went on to give some great movie moments. At least we got Hopkins in the MCU.