List of Hollywood Stars that Almost Got Cast in the MCU

When you’re dealing with a brand company as big and long-lived as Disney, you’d know that there are many parts of its storied history where something could have happened, but never did. We once covered the subject of Disney theme parks that never got off the planning stage. Here we something else, focused on one of their subsidiaries: Marvel Studios.

Marvel Studios of course had been the filmmaking arm of Marvel Entertainment prior to acquisition by the House of Mouse. It was then spun off into an entity of its own, all the while adapting characters and stories from Marvel Comics to create the MCU.

They too have their share of “what could have been” instances. Usually that involves some Hollywood stars and celebrities that have been considered for various roles in the Marvel Cinematic Universe, only for the canon castings to be chosen instead.

TIME made a list of some of the more prominent actors and actress who nearly became MCU regulars. Our format goes: name, most iconic or recent film/TV show, and character they almost got to portray:

1. Emily Blunt (“Mary Poppins Returns”) – auditioned to be Agent Romanov/Black Widow (Scarlett Johansson) in “Iron Man 2;” also considered for Peggy Carter (Hayley Atwell) in “Captain America: The First Avenger”
2. John Krasinski (“A Quiet Place”) – Emily Blunt’s husband almost landed the role of Steve Rogers/”Captain America” (Chris Evans)
3. Sam Rockwell (“Vice”) – well, he played Justin Hammer in “Iron Man 2;” but back when the first “Iron Man” was still in development, Rockwell was called to audition for Tony Stark by director Jon Favreau; Robert Downey Jr. got in before he did though
4. David Duchovny (“X-Files”) – was close to being picked as the second actor to portray Bruce Banner/the Hulk after Eric Bana in the pre-MCU 2003 movie; Edward Norton was cast instead for “The Incredible Hulk” (2008)
5. Joseph Gordon Levitt (“The Dark Knight Rises”) – was offered the role of Peter Quill/Star-Lord for “Guardians of the Galaxy” (2014); he instead picked the lead role in “Sin City: A Dame to Die For” and Chris Pratt was cast as Star-Lord
6. Jason Momoa (“Aquaman”) – yes, AQUAMAN (or his actor at least) was almost part of the MCU, twice; one time he auditioned with Chris Pratt for “Guardians;” the second time was when he was invited to talks with MCU directors the Russo brothers (probably around the time of “Captain America: The Winter Soldier”) for an unspecified villainous role
7. Joaquin Phoenix (“Gladiator”) – had been in talks to play the titular “Doctor Strange” before the role was awarded to Benedict Cumberbatch
8. Timothée Chalamet (Showtime’s “Homeland”) – the young Oscar-nominated French-American actor had just the right teenage looks to be considered to play Peter Parker/Spider-Man starting from “Captain America: Civil War;” needless to say we know Tom Holland got that honor
9. Asa Butterfield (“Hugo”) – a fellow Brit like Tom Holland, and also got called in for the Peter Parker audition; Butterfield actually had an advantage over Holland due to being born and growing up in New York City itself; ultimately he thinks Marvel chose well with Holland

Rumor also has it that Tom Cruise was approached for Tony Stark, but the actor himself has debunked that story.