Sometimes, an actor’s presence helps to establish a movie as an absolute classic. Think Tom Hanks in Forrest Gump or Johnny Depp in Edward Scissorhands. Without their lead players, those films would be drastically different.

But when directors start casting major films, they rarely get their first choice. Actors turn down roles all the time, studios insist on different casting choices, and in some cases, films get canceled entirely. It’s hard to imagine how different Forrest Gump would be with, say, John Travolta in the lead role or how Will Smith would have played Neo in The Matrix.

Of course, that’s not going to stop us from wildly speculating. Here are a few of our favorite examples of actors who (mercifully) didn’t get to play iconic roles, along with a few educated guesses as to what might have happened if they’d made it to the finished product.

1. Will Smith was almost Neo.

The story: The Matrix grossed more than $171 million, catapulting its directors (the Wachowski sisters) to worldwide fame and revitalizing star Keanu Reeves’ career. Critics like Roger Ebert hailed its “flawlessly integrated special effects,” while noting that Reeves’ performance, while not technically impressive, was perfectly in line with the blockbuster’s approach.

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“The Matrix” (1999)/Warner Bros. (via IMDb)

“[Reeves] goes for the impassive Harrison Ford approach, ‘acting’ as little as possible,” Ebert wrote in 1999. “I suppose that’s the right idea.”

That’s an unnecessarily harsh criticism of Ford, but it’s an adequate summary of Reeves’ appeal. The Matrix would have been quite a different film with a more animated actor—which is why we’re glad that Will Smith passed. Smith considered the role of Neo, but ultimately passed after he couldn’t get on board with the idea.

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“The Matrix” (1999)/Warner Bros. (via IMDb)

“You know, The Matrix is a difficult concept to pitch,” Smith explained to WIRED in 2004. “In the pitch, I just didn’t see it.”

With that said, Smith had some kind words for Reeves’ version of Neo.

“I watched Keanu’s performance—and very rarely do I say this—but I would have messed it up,” he said. “I would have absolutely messed up The Matrix. At that point I wasn’t smart enough as an actor to let the movie be. Whereas Keanu was smart enough to just let it be. Let the movie and the director tell the story, and don’t try and perform every moment.”

If it would have happened: We’ll take Smith at his word: He would have messed it up. The Matrix might have flopped. On the bright side, that would mean that we wouldn’t have the other Matrix movies.And in case you’re still wondering what might have been, someone re-cut a trailer for The Matrix to feature the freshest of princes:

Watch The Matrix on Amazon here.

2. Jim Carrey was almost Edward Scissorhands.

The story: Young people might have trouble believing this, but there was a time when Tim Burton films weren’t mostly just remakes of classics. Take Edward Scissorhands, the 1990 goth-cute romance that taught a generation the value of tolerance for people who have scissors instead of fingers.

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“Edward Schissorhands” (1990)/Distributed by 20th Century Fox (via IMDb)

The film was instrumental in building Johnny Depp’s early reputation as a sensitive outsider, one of Hollywood’s true artistes. (Again, young people, it was a very different time.) But Depp wasn’t a shoe-in for the role from the start.

First, Burton and his producers reached out to a total whos-who of late-’80s Hollywood stars. They almost went with Tom Cruise or Robert Downey Jr. Even Michael Jackson was interested in playing the lovable outsider with the Robert-Smith haircut.

And, yes, Burton even entertained the idea of casting Jim Carrey, who, pre-In Living Color, was maybe best known around town as Wiploc from Earth Girls Are Easy. You remember. No one else could have sold the line, “You want a liplock from Wiploc?”

If it would have happened: Let’s be honest: The star of Ace Ventura: Pet Detective probably couldn’t pull off the goth vibe that a Scissorhands requires. In 1990, Carrey appeared on the cast of the groundbreaking sketch comedy show In Living Color, which catapulted him to comedic fame and the dubious pleasures of The Mask (1994).

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“The Mask” (1994)/New Line Cinema (via IMDb)

Carrey wouldn’t really showcase his dramatic side until 1998’s The Truman Show. That’s probably just as well. We’d like to keep our Edward Scissorhands and Dumb and Dumber universes as separate as possible, thank you.

Watch Edward Scissorhands on Amazon here.

3. John Travolta was almost Forrest Gump.

The story: The winner of six Oscars (including the Oscar for Best Picture), Forrest Gump was a massive worldwide success, but it was almost canceled during production. The film’s studio wanted to cancel production due to the budget for one particularly expensive sequence (where Forrest runs across the United States), so director Robert Zemeckis and star Tom Hanks paid for the sequence out of pocket.

That turned out to be an excellent decision, as the film’s runaway success helped to establish Hanks as a serious actor. It also made him incredibly rich; instead of taking a straight salary, the actor took a percentage of the profits, which netted him about $60 million. As Entertainment Weekly reports, Hanks opted for a similar deal for Saving Private Ryan, leading to another $30 to 40 million payout.

Box office earnings aside, it’s difficult to imagine anyone else as the lovably earnest Forrest Gump—but Hanks was Zemeckis’ second choice. His first choice: John Travolta.

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@hollywood.com/Twitter

Travolta turned down the role, and while he has expressed some regret over the decision, we can’t imagine the film working without Hanks’ involvement—both for practical and artistic reasons.

If it would have happened: Forrest Gump might have been an enormous flop. Hanks’ performance elevates the film, and without his gentle treatment of the titular character, you’d just have the dude from Saturday Night Fever sitting on a bench and suavely talking about chocolates.

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“Saturday Night Fever” (1977)/Paramount Pictures (via IMDb)

For Travolta, the good news is that he really didn’t make a bad decision. Instead of playing Gump, Travolta chose to take a role in a relatively unknown director’s passion project. That project was Quentin Tarantino’s Pulp Fiction, considered one of the greatest films of all time, and Travolta’s enjoyed a revitalized career for much of the ’90s (alas, that came to an end when he starred in legendary flop Battlefield Earth).

Watch Forrest Gump on Amazon here.

4. Hugh Jackman was almost James Bond.

The story: During the run-up to the latest stretch of 007 films, Hugh Jackman got a phone call from his agent. Jackman was coming off his X-Men debut as Wolverine. In fact, he was getting ready for the sequel when the call came in.

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“X-Men” (2000)/20th Century Fox (via IMDb)

His agent asked if the star was interested in the iconic role of James Bond in a little movie called Casino Royale. Jackman said, “No,” probably in his gruff Wolverine voice.

“I just felt at the time that the scripts had become so unbelievable and crazy, and I felt like they needed to become grittier and real,” he told Variety in 2017. “And the response was, ‘Oh, you don’t get a say. You just have to sign on.’”

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JustJared

Jackman was also worried about getting typecast as an action star. That was a valid fear. The Australian actor went on to play Wolverine for 17 years, appearing as the character in eight films.

“I was also worried that between Bond and X-Men, I’d never have time to do different things,” he told Variety. And that’s how a one-time server named Daniel Craig ended up becoming the James Bond of the new millennium.

If it would have happened: If Jackman had to divide his time between Bond and Wolverine, as he had feared, we might have been stuck with some other, lesser Jean Valjean in Les Miserables (2012)—a role for which Jackman won the 2013 Golden Globe for Best Actor. We also would have had an Australian Bond, rather than a quintessentially English actor playing the quintessentially English spy.

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“Casino Royale” (2006)/Columbia Pictures (via IMDb)

Worst of all, Jackman might have had to lose some of that Wolverine-style musculature to represent the graceful super-spy. Then we wouldn’t be able to call him “Huge Actman” anymore, and that’s not a world we want to live in.

Watch Casino Royale on Amazon here.

5. Nicolas Cage was almost Superman.

The story: This one’s a bit different since the film in question never made it out of production.

In 1997, director Tim Burton began work on Superman Lives, a reimagining of Superman that would feature Nicolas Cage in the lead role. Wondering what that might look like? Wonder no more.

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via comicbook.com

Among comic fans, these shots from an unearthed 1997 costume test are legendary. In footage of the test, Cage appears in a pure blue suit with exposed clavicles, long black hair, and bare feet. In other words, he looks nothing like Superman.

We should note that the costume test footage is a bit misleading, according to people directly involved with the canceled project.

“I know that there are stills floating around out there. The stills actually don’t do it justice at all,” director’s assistant Derek Frey told The Los Angeles Times.

According to Frey, the plan was to develop several Superman suits, which Cage would wear throughout the film as he gradually became the superhero that we all know and love (well, considering Batman vs. Superman’s critical reception…the superhero we all know, anyway).

But even if the suits made sense in context, this reboot was supposed to be much, much weirder than anything else in the Superman film franchise. The aborted project would have featured a “giant biomechanical alien spider,” according to concept artist Rolf Mohr, and screenwriters were told that Superman wasn’t supposed to fly.

It sounds completely insane—and, given Burton’s track record in the ’90s, potentially great.

If it would have happened: A successful Superman flick in 1998 might have jump-started other comic book franchises.

Superhero movies might have become popular a decade early, but D.C. Comics would have the momentum, not Marvel. It’s quite possible that we’d all be purchasing tickets to Superman Lives VI: Clark Kent Uncaged this summer rather than Avengers XXIV: The Ultimate, Real Battle That’s Finally The Last One For Now.

Of course, the film might have bombed, in which case Nicolas Cage would have to take dozens of lackluster roles in order to make ends meet. We can’t even imagine a world in which an actor of Cage’s caliber is seen as inconsistent.

Watch The Wicker Man on Amazon here.

6. John Lithgow was almost in Tim Burton’s Batman…with Robin Williams.

The story: Lithgow, best known for his starring role in the ’90s sitcom 3rd Rock from the Sun, auditioned for the part of the Joker, but he didn’t do so well.

“My worst audition was for Tim Burton for Batman,” Lithgow told Vulture in 2017. “I have never told anyone this story, but I tried to persuade him I was not right for the part, and I succeeded. I didn’t realize it was such a big deal. About a week later I heard they were going after Robin Williams and Jack Nicholson.”

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“Pitch Perfect 3” (2017)/Universal Pictures (via IMDb)

Of course, Robin Williams wasn’t in Batman, either; while he was offered the title role, that eventually went to Michael Keaton. Later, Williams reportedly turned down the part of the Riddler in 1995’s Batman Forever, which might have been better suited to the late comedian’s talents.

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“Batman Forever” (1995)/Warner Bros. (via IMDb)

“[Williams] believed the character was too intellectual and not as comedic as the Riddler played by Frank Gorshin on the TV series,” an insider told Entertainment Weekly in 1994.

If it would have happened: Williams would have been an odd choice for Batman, and Michael Keaton’s performance was so spectacular that we can’t imagine anyone else in the role.

As for the Joker, you can call us crazy, but we think Lithgow would have pulled it off. Over the last decade, he’s shown serious range, turning in excellent performances as Winston Churchill in Netflix’s The Crown and as a methodical psychopath in Showtime’s Dexter. In the latter series, he was a believable bad guy with some genuinely creepy moments.

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“Dexter” (2009)/13th Street Universal

The Joker would be the polar opposite of Lithgow’s Dexter character, but a great actor is always up for a challenge, and—dare we say it—Lithgow is a seriously underrated actor. If he’d landed the Batman role, we probably couldn’t call him underrated, since his career undoubtedly would have benefited from the exposure.

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“Batman” (1989)/Warner Bros. (via IMDb)

Then again, we wouldn’t get Nicholson’s iconic Joker, and we might not have seen Lithgow in 3rd Rock from the Sun. That would be a bummer. Maybe we can see Lithgow take some role in a future Batman movie; if you ask us (and nobody did), he’d make a great Riddler.

Watch Batman (1989) on Amazon here.

7. Ja Rule almost played a minor role in 2 Fast 2 Furious.

The story: Dedicated fans of The Fast and the Furious know that rapper Ja Rule was in the first film…for one scene, anyway. Ja plays a street racer (as pretty much everyone does in the Fast and Furious films).

When the time came to cast a sequel, producers reached out to the musician to see if he’d be willing to reprise his character for an expanded role. After Vin Diesel declined to return for 2 Fast 2 Furious, Ja decided to follow his lead.

“Me and Vin talked after he turned it down,” the rapper told MTV in 2002. “He hollered at me ’cause they still wanted me to do the film and they bumped up my role as a starring role and everything. And you know, we talked about it. I just felt it wasn’t the best move for me as far as what I want to do in Hollywood right now. I’m really trying to do this acting thing very seriously. And you know, sometimes every move is not the right move.”

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IMDb

But 2 Fast 2 Furious director John Singleton disputed that account in an interview with Grantland.

“Ja got too big for himself. He turned it down. He turned down a half a million dollars,” Singleton said. “He got 15 grand to be in the first movie. He was really big at that time. I guess [his music company] was throwing out hits and were making money hand over foot. He was acting like he was too big to be in the sequel. He wouldn’t return calls.”

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“2 Fast 2 Furious” (2003)/Universal Pictures (via IMDb)

“I went to the studio to go see him—that’s just my mantra, I deal with a lot of music people. He was kinda playing me to the side and I was like, ‘What? What is this s***?’ This was all initiated by me.”

Singleton didn’t like Ja Rule’s response, so he called another world-famous rapper.

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“Furious Seven” (2015)/Universal Pictures (via IMDb)

“I then made a call. I called Ludacris. I said, ‘Hey, Luda, I haven’t met you before, but I like what you’re doing right now.’ Luda was all humble, excited to meet me. I said, ‘I’m doing this movie and I’m wondering if you want to be a part of it.’ He goes, ‘What? Yeah! Anything you do I want to be a part of.’ That’s how Ludacris got in 2 Fast 2 Furious, and the rest is history.”

If it would have happened: We doubt that the change would have affected the direction of The Fast and the Furious franchise much, but we’re glad that Ludacris stepped up to the plate. He’s got a charisma that Ja Rule just can’t match—sorry, Ja, we’re just being real. It’s just the way you walk, the way you talk; we can go on without you.

Then again, if Ja Rule had taken the payday, maybe he wouldn’t have felt the need to play a key role in the disastrous Fyre Festival. In 2017, Ja’s “luxury music weekend” crumbled due to poor organization, resulting in multiple lawsuits from outraged concertgoers.

Those concertgoers sued pretty quickly; you might say that they were both fast and furious. Thank you, thank you. We’re here all week.

Watch 2 Fast 2 Furious on Amazon here.

8. Gwyneth Paltrow almost played Rose in Titanic.

The story: Gwyneth Paltrow, Queen Goop herself, made an unlikely appearance on the Howard Stern Show in 2015. During the discussion, Paltrow tried to avoid talking about a famous movie role she reportedly turned down: that of Rose DeWitt Bukater, the female lead in a little 1997 movie called Titanic.

Paltrow didn’t want to address the rumor. “My mother will kill me that I’m talking about turning down movie roles,” Paltrow told Stern, as quoted in US Weekly. “She says it’s not ladylike.”

This being Howard Stern, though, he wouldn’t let her off the hook. He insisted that Paltrow give his listeners the full story, and she did…sort of.

“I know the story is that I turned it down,” she told the shock jock. “I think I was really in contention for it. I was one of the last two.”

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“Titanic” (1997)/Paramount Pictures (via IMDb)

Well, whether Paltrow turned down the role or lost out to Kate Winslet fair and square, things probably worked out for the best in the end. It’s kind of hard to associate Paltrow with anything but fad diets and moisturizers these days.

If it would have happened: We suspect Paltrow always lands on her feet. Her career may have gotten a nice bump if she starred in the highest-grossing film up to then, but it’s hard to picture her being any more beloved just because of one movie, epic though it was.

Kate Winslet probably would have seen the real changes in this alternate reality. While she was an established actress by the time she tangled with Leonardo DiCaprio aboard the doomed ocean liner, there’s no question that Titanic gave her the freedom to pick roles that she might have had to pass over otherwise.

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“Titanic” (1997)/Paramount Pictures (via IMDb)

That’s not a universe we want to live in. Where would we be without the Winslet starring in the Marquis de Sade period piece Quills? And who else could have squeezed our hearts so hard opposite Jim Carrey in the sci-fi weeper Eternal Sunshine of the Spotless Mind?

DiCaprio may be the “king of the world,” but Winslet remains the queen. That makes Paltrow, what, like, the duchess of the world?

Watch Titanic on Amazon here.

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