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Terms and conditions apply. * Savings buckets are a feature of Ally Bank's Savings Account. * No ATM fees from Ally Bank at Allpoint and Moneypass ATMs plus we reimburse for fees charged by other ATM owners nationwide up to $10 per statement cycle. * Early direct deposit offers eligible direct deposits up to two days sooner. * Spending buckets are a feature of Ally Bank's Spending Account.  by [Megan McCluskey](https://time.com/author/megan-mccluskey/)  ## Megan McCluskey Staff Writer Dec 18, 2017 10:45 PM UTC  by [Megan McCluskey](https://time.com/author/megan-mccluskey/)  ## Megan McCluskey Staff Writer Dec 18, 2017 10:45 PM UTC [Forty years](http://time.com/4788422/best-star-wars-moments/) after the release of [_Star Wars: A New Hope_](http://time.com/4745528/may-the-fourth-star-wars-original-script/), it’s hard to imagine anyone other than Mark Hamill, [Carrie Fisher and Harrison Ford](http://time.com/4941312/harrison-ford-carrie-fisher-memoir/) playing the space-gallivanting trio of Luke Skywalker, Princess Leia and Han Solo. But when director George Lucas was casting the movie, there were a number of other notable names up for the now-iconic roles. As the galaxy far, far away franchise has expanded, more and more high-profile actors have pursued the opportunity to make an appearance in the saga. Of course, some of these audition stories may just be rumors or one person’s interpretation of what happened, but they still provide an interesting backdrop to the worldwide phenomenon that is _Star Wars_. Here are 20 stars you may have never known were almost cast in the series. ### Leonardo DiCaprio  DiCaprio: Tony Barson—WireImage/Getty Images; Skywalker: Lucasfilm/Fox/Kobal/REX/Shutterstock Although Hayden Christensen was eventually chosen to play Anakin Skywalker in the second two films of the _Star Wars_ prequel trilogy, the role was apparently originally offered to Leonardo DiCaprio. However, the actor, who was still riding the wave of his _Titanic_ fame, apparently wasn’t in the right state of mind to turn to the dark side. DiCaprio told the [Shortlist](http://www.shortlist.com/entertainment/dicaprio-interview) in 2014 that he met with George Lucas to discuss the part, but turned it down. “\[I\] just didn’t feel ready to take that dive,” he explained. ### Paul Walker  Anakin Skywalker: Lucasfilm/Fox/Kobal/REX/Shutterstock; Walker: Fred Duval—FilmMagic/Getty Images Paul Walker was supposedly eager to star in Episodes II and III, but didn’t end up snagging the role of Anakin. The late _Fast and the_ _Furious_ actor was apparently unhappy about the rejection. “I was really bummed out that I didnt get the part of Anakin,” he told [_Teen Movieline_](http://www.angelfire.com/stars2/WeLovePaulWalker/tm.html) in 2000\. “But there were rumors circulating, so I don’t know how close I came to actually getting it. Josh Jackson was apparently in talks to play Anakin, too. You can’t say anything, but a part of me was thinking…’You’d better not get it over me!’ At the same time, you’d be happy if he does get it rather than Hayden Christensen, some no-namer from Canada.” ### Ryan Phillippe  Phillippe: Isabella Vosmikova—USA Network/Getty Images; Anakin Skywalker—Classic images/Lucasfilm Ltd. Following his turn as bad boy Sebastian Valmont in the 1999 cult classic _Cruel Intentions_, Ryan Phillippe was in the running for the lead in _Attack of the Clones_. But he was ultimately deemed too old to play the 19-year-old Anakin. “There is a part of me that really wanted the role. And I got pretty far down to the final cut,” he told [WENN](http://www.imdb.com/news/ni0065060/) in 2001\. “I got to test with Natalie Portman, who is Princess Amidala. In real life, I’m seven years older than her, which was dubbed too old. At age 29, I was an over the hill Anakin.” ### Tupac Shakur  Shakur: The LIFE Picture Collection/Getty Images; Mace Windu: Classic images/Lucasfilm Ltd. According to Rick Clifford — who worked as an engineer at Tupac’s label, Death Row Records — Pac reportedly read for the part of Mace Windu in the early stages of _Episode I: The Phantom Menace_. However, following the rapper’s death in September 1996, the role of the Jedi master went to Samuel L. Jackson. “Pac found out that I worked for Brian Austin Green, who was on _90210_, then he found out I \[worked on\] some movies, so we always talked about his film career and stuff,” [Clifford told](https://www.youtube.com/watch?v=2qzvGQDxEPM) the website [2Pac-Forum](http://www.2pac-forum.com). “He was telling me that he was supposed to read for George Lucas and them. They wanted him to be a Jedi. I’m serious. Samuel L. got Tupac’s part. \[Tupac\] said \[to me\], ‘Old man, keep your fingers crossed.’ He said, ‘I’ve got three movies coming up. One of them, I’ve got to read for George Lucas.'” ### Orson Welles  Darth Vader: Lucasfilm/Sunset Boulevard/Corbis/Getty Images; Welles: Tom Wargacki—WireImage/Getty Images It’s hard to imagine the menacing tones of anyone but James Earl Jones emanating from the mask of Darth Vader. But when George Lucas was considering actors for the voice role, Jones reportedly wasn’t his first choice. Jones told [BBC News](http://news.bbc.co.uk/2/hi/programmes/hardtalk/9656152.stm) in 2011 that Lucas settled for “a guy who was born in Mississippi and stutters” after coming to the conclusion that the voice of Orson Welles was too recognizable. Lucas, on the other hand, has a different view on the matter. “I created a villain . . . I knew the voice had to be very, very special,” he said at the 2015 American Theatre Wing Gala honoring Jones, according to [Page Six](http://pagesix.com/2015/09/29/orson-welles-was-almost-the-voice-of-darth-vader/). “And I had to make a choice — a choice that was a tough choice, but an easy choice, really — between Orson Welles and James Earl Jones . . . \[Jones\] won hands down.” ### Michael Jackson  Jar Jar Binks: Lucasfilm/Kobal/REX/Shutterstock; Jackson: Justin Sullivan—Getty Images Michael Jackson reportedly threw his name in the ring for the role of Jar Jar Binks while George Lucas was casting _The Phantom Menace_. But the King of Pop apparently had a take on the character that didn’t match the director’s vision. In a 2015 interview with [_Vice_](https://www.vice.com/en%5Fus/article/5gjddd/ahmed-best-jar-jar-binks-interview), Ahmed Best — who voiced and provided motion capture for the [widely-disliked and often criticized character](http://www.denofgeek.com/us/movies/star-wars/250992/star-wars-jar-jar-binks-what-went-wrong) — shared his thoughts on why Jackson was passed over for the role. “Me, Natalie Portman and George \[Lucas\]’s kids – we were at Wembley arena at Michael Jackson’s concert,” he said. “We were taken backstage, and we met Michael. There was Michael and Lisa Marie \[Presley\]. George introduced me as ‘Jar Jar,’ and I was like, ‘That’s kind of weird_.’_ Michael was like, ‘Oh. OK.’ I thought, ‘What is going on? After Michael had driven off, we all go back up to a big after-party. I’m having a drink with George, and I said, ‘Why did you introduce me as Jar Jar?’ He said, ‘Well, Michael wanted to do the part, but he wanted to do it in prosthetics and makeup like _Thriller_. George wanted to do it in CGI. My guess is ultimately Michael Jackson would have been bigger than the movie, and I don’t think he wanted that.” ### Christopher Walken  Walken: Moviestore/REX/Shutterstock; Han Solo: Sunset Boulevard/Corbis/Getty Images Harrison Ford has said that when he agreed to help George Lucas audition actors for _Star Wars_, he never thought there was a chance he could end up in the movie. But when it came time for Lucas to make his final casting decisions, the last man standing in his way was apparently Christopher Walken. “I read with more than a hundred actors,” he told [_Rolling Stone_](http://www.rollingstone.com/movies/news/harrison-ford-on-the-force-awakens-and-the-return-of-han-solo-20151215?page=2)in 2015\. “The story that I know is that there were two threesomes that they narrowed it down to, and I was in one of them. I had no idea that that was a potential situation. They asked me if I wanted to do it, and I said, ‘Sure, why not?’ You know who the other choice was…Chris Walken.” ### Kurt Russell  Russell: Stephane Cardinale—Corbis/Getty Images; Han Solo: Lucasfilm/Sunset Boulevard/Corbis/Getty Images The [tape of Kurt Russell’s audition](https://www.youtube.com/watch?time%5Fcontinue=54&v=nix%5FPID3oiA) to play Han Solo shows the smuggler-turned-Rebel-hero that could have been if Harrison Ford hadn’t caught George Lucas’s eye during the screen tests for Episode IV. But there was also another factor in play. During a 2017 interview with [USA _Today_](https://www.usatoday.com/videos/life/movies/2017/05/24/kurt-russell-spills-why-he-wasnt-cast-star-wars/102117178/), Russell explained that he took himself out of the running when Lucas was having trouble making up his mind. “\[I was\] interviewing for the part of Luke Skywalker and Han Solo. On tape, it exists,” he said. “I didn’t have any idea what I was talking about. Something about a Death Star and a Millennium Falcon. I was actually pretty \[close\], in the final running, but I needed to give an answer to ABC to do a western show. I asked George, ‘Do you think you’re gonna use me?’ He said, ‘I don’t know if I want to put you with him, or those two guys together.’ I got to go to work, so I did the western. Clearly, I made the right choice.” ### Sylvester Stallone  Han Solo: Sunset Boulevard/Corbis/Getty Images; Stallone:Michael Putland—Getty Images Sylvester Stallone, on the the other hand, didn’t even make it past the casting call for the role of Han. During a 2010 online fan Q&A on [_Ain’t it Cool News_](http://www.aintitcool.com/node/45978), the _Rocky_ star revealed that George Lucas didn’t give him a second glance when he tried out for _A New Hope_. “Yes as a matter of fact I did \[audition\] and it didn’t meet with much approval since when I stood in front of George Lucas he didn’t look at me once,” Stallone explained. “Then I said ‘Well obviously I’m not the right type.’ But it all worked out for the best since I don’t look good in spandex holding a Ray gun.” ### Al Pacino  Han Solo: Sunset Boulevard/Corbis/Getty Images; Pacino: Michael Putland—Getty Images “_Star Wars_ was mine for the taking, but I didn’t understand the script,” Al Pacino told the [_London Evening Standard_](https://www.standard.co.uk/news/al-pacino-i-blew-star-wars-role-but-did-spot-prodigy-jessica-chastain-8641978.html)in 2013 when asked about parts he had turned down during his career. Pacino later elaborated that the opportunity to play Han Solo came after his Oscar-nominated portrayal of mafia crime boss Michael Corleone. “It was at that time in my career when I was offered everything,” he told MTV at the [2014 Toronto Film Festival](https://www.vanityfair.com/hollywood/2014/09/al-pacino-turned-down-star-wars-han-solo). “I was in _The Godfather_. They didn’t care if I was right or wrong for the role, if I could act or not act. ‘He’s in _The Godfather_. Offer him everything!’ So they offered me this movie. And I remember not understanding it when I read it. Another missed opportunity!” ### Jodie Foster  Princess Leia: Lucasfilm/Sunset Boulevard/Corbis/Getty Images; Foster: Robin Platzer—Image Press/Getty Images Despite the fact that she was only in her early teens at the time, Jodie Foster was reportedly one of Lucas’s top choices for Princess Leia. However, Foster declined the role — supposedly due to scheduling conflicts with _Taxi Driver —_ and doesn’t seem to regret it. “I don’t think I’m going to be on my deathbed going, like, ‘Damn! I didn’t do _Star Wars,_’” she [told ](https://www.vogue.com/article/5-things-you-didnt-know-about-star-wars)[_Empire_](https://www.vogue.com/article/5-things-you-didnt-know-about-star-wars)in 2007. Carrie Fisher was well aware of the stiff competition she beat out for the part though. “Jodie Foster was up for it,” she told [_The Daily Beast_](http://www.thedailybeast.com/carrie-fishers-crazy-star-wars-ride-cocaine-the-rolling-stones-and-that-slave-bikini) in 2015\. “That one I knew the most. Amy Irving and Jodie. And I got it.” ### Cindy Williams  Princess Leia: Sunset Boulevard/Corbis/Getty Images; Williams: ABC/Getty Images Cindy Williams was apparently given the last-minute ax after making it far enough in the Princess Leia audition process to shoot a [screen test](https://www.youtube.com/watch?time%5Fcontinue=49&v=8Ob-k0Rr6Fg). But with _Laverne & Shirley_ premiering in January 1976 — less than two months before production on _A New Hope_ was scheduled to begin — the timing probably wouldn’t have worked out anyway. ### Benicio Del Toro  Del Toro: Ron Galella—WireImage/Getty Images; Darth Maul: Classic images/Lucasfilm Ltd. Benicio Del Toro appears as an [“enigmatic” new character in _The Last Jedi_](http://ew.com/movies/2017/08/10/the-last-jedi-new-details-on-benicio-del-toros-devious-character/), but he was reportedly almost introduced to the galaxy far, far away saga at a much earlier date. According to [Screen Rant](http://screenrant.com/actors-almost-starred-cast-star-wars/), Del Toro was originally cast as Darth Maul in _The Phantom Menace_ but chose not to pursue the role after George Lucas cut much of the Sith Lord’s dialogue. The part was then given to martial artist Ray Park. ### Billie Lourd  Rey: Lucasfilm/Bad Robot/Walt Disney Studios/Kobal/REX/Shutterstock; Lourd: Gerardo Mora/Getty Images for Disney During a 2017 appearance on _The Ellen DeGeneres Show_, [Billie Lourd](http://time.com/4940100/star-wars-carrie-fisher-daughter-billie-lourd-rey/) — the daughter of the late Carrie Fisher — revealed she met with J.J. Abrams to discuss playing Rey in _The Force Awakens_, but ultimately ended up with a smaller role. “J.J. Abrams called me to come in for _Star Wars_ because he couldn’t find someone for the lead,” she explained. “He ended up finding Daisy Ridley, who’s an incredible actress — so talented! But I went in and he ended up giving me this tiny role with a couple lines. I was super excited.” ### Saoirse Ronan  Ronan: Walter McBride—WireImage/Getty Images; Rey: Lucasfilm/Bad Robot/Walt Disney Studios/Kobal/REX/Shutterstock Unlike many of the young stars who went through the secretive process of auditioning forJ.J Abrams’s highly-anticipated reboot of the _Star Wars_ franchise, Saoirse Ronan went on the record about her experience. During a 2015 appearance on the [Empire Podcast](http://www.empireonline.com/movies/news/exclusive-saoirse-ronan-star-wars-episode-vii-audition/), Ronan spoke about how much she enjoyed going out for a role in _The Force Awakens_. “Yeah, I did \[audition for _Star Wars Episode VII_\]… I don’t know whether I should have said that now! I mean, everyone did. Everyone has auditioned for it,” she said. “I’ve gone in and read for it, but I have to say, I think it’s the only time I’ve ever thought, ‘You know what? Even if I don’t get it, I had so much fun auditioning, pretending to take out a lightsaber – out of a bag, kind of inspect it and not know what it is.’ That was…that was great. A lightsaber! Star Wars!” ### Gary Oldman  Oldman: GP Images/WireImage/Getty Images; General Grievous: Classic images/Lucasfilm Ltd. Gary Oldman reportedly pulled out of voicing droid warlord General Grievous in the final installment of George Lucas’s prequel trilogy, _Revenge of the_ _Sith_, due to the fact that it was a non-Screen Actors Guild film. “We did urge Lucas to ask SAG for special permission for Gary to do the movie, but they became very annoyed and I know they are still annoyed,” Oldman’s manager, Doug Urbanski, told [_Variety_](http://variety.com/2004/film/markets-festivals/sag-rule-one-force-is-strong-with-oldman-1117910545/)in 2004\. “We’re quite puzzled by the whole thing. But out of respect for and solidarity with the other \[SAG\] members, he could not and would not consider violating the rules of his union.” ### Jim Henson  Yoda: Lucasfilm/Sunset Boulevard/Corbis/Getty Images; Henson: Jeff Kravitz—FilmMagic/Getty Images Muppets creator Jim Henson did consult on the building of the Yoda puppet, but reportedly turned down the opportunity to voice the ancient Jedi master because he was preoccupied with Muppets-related commitments. However, he was the one to recommend Frank Oz for the job. “Jim \[Henson\] came to me and said Gary Kurtz, who was co-producer of _The Empire Strikes Back_, had a character and I think they asked Jim first – but with running a company and everything he couldn’t do it, so he recommended me,” Oz told [IGN](http://www.ign.com/articles/2000/02/10/interview-with-frank-oz-part-2-of-4) in a 2000 interview. “From then on, I was the one who kind of put all the elements of Yoda together, and although Jim didn’t make Yoda, George \[Lucas\] and he had an understanding that they would exchange technology information. George would give to Jim and Jim would give some of his people to George to help.” ### Mel Blanc  C-3PO: CBS/Getty Images; Blanc: Michael Ochs—Getty Images Although Anthony Daniels had already secured his spot inside the C-3PO suit, George Lucas was apparently initially intent on dubbing over the English actor’s voice. It was then that Mel Blanc — the Man of a Thousand Voices — entered the mix. However, as Daniels remembers the story, it was Blanc who finally convinced Lucas to just go with the talent he already had. “George was trying to find a voice to replace the one I had done through a radio transmitter,” Daniels [reportedly](http://starwarsinterviews1.blogspot.com/2010/01/anthony-daniels-interview.html) told one of his former personal assistants. “He got bogged down by Richard Dreyfuss, who was one of the people that tried to make a voice. It may have been Mel who said ‘Anthony’s voice is really good, why don’t you keep it?’ And, George kept it. It wasn’t that I was brilliant, it is just that Threepio is Threepio. There isn’t a choice. If they hadn’t used it, I wouldn’t have been a part of the things outside the movies as the voice is an integral part of the character.” ### Toshiro Mifune  Obi Wan Kenobi: Classic images/Lucasfilm Ltd.; Mifune: CBS/Getty Images According to his daughter Mika, Toshiro Mifune turned down the chance to play Obi-Wan Kenobi because he was worried that _Star Wars_ wouldn’t depict samurai in the right light. The late Mifune is best known for his portrayal of the Japanese warriors in the films of director Akira Kurosawa. “I heard from my father that he was offered the role of Obi Wan Kenobi,” [she reportedly said](http://www.hollywoodreporter.com/heat-vision/toshiro-mifune-turned-down-star-845721) at a 2015 event to announce the first Tokyo Comic Con. “But he was concerned about how the film would look and that it would cheapen the image of samurai, on which George Lucas had based a lot of the character and fighting style.” ### Michael Fassbender  Kylo Ren: Jonathan Olley—Lucasfilm; Fassbender:James Alcock—Fairfax Media/Getty Images Although Michael Fassbender never revealed exactly which role he was in the running for in _The Force Awakens_, it’s rumored that [director J.J. Abrams spoke to him about playing Kylo Ren](http://ew.com/movies/2016/12/22/michael-fassbender-star-wars-force-awakens-role/). “We talked about a role,” Fassbender said during a 2016 ppearance on the [_Happy Sad Confused_ podcast](http://www.mtv.com/news/2966123/happy-sad-confused-with-megan-mullally-and-michael-fassbender/). “We had a conversation. I’m pretty sure I was busy doing something else in the summer he was kickstarting that.” Star Wars: 20 Actors You Never Knew Were Almost Cast ```json [{"@context":"https://schema.org","@type":"NewsArticle","@id":"https://time.com/4936666/star-wars-actors-almost-cast-leonardo-dicaprio/","mainEntityOfPage":{"@type":"WebPage","@id":"https://time.com/4936666/star-wars-actors-almost-cast-leonardo-dicaprio/"},"headline":"20 Actors You Never Knew Were Almost Cast in Star Wars","datePublished":"2017-12-18T22:45:04.000Z","dateModified":"2026-05-11T04:58:30.741Z","description":"From Leonardo DiCaprio to Tupac Shakur","url":"https://time.com/4936666/star-wars-actors-almost-cast-leonardo-dicaprio/","keywords":["movies","Star Wars topic","Pop Culture","Actors"],"thumbnailUrl":"","author":[{"@type":"Person","name":"Megan McCluskey","jobTitle":"Staff Writer","url":"https://time.com/author/megan-mccluskey/"}],"articleSection":"Entertainment","image":[],"publisher":{"@type":"Organization","name":"Time","url":"https://time.com/","logo":{"@type":"ImageObject","url":"https://time.com/images/logo.png","width":528,"height":156},"foundingDate":"March 3, 1923","sameAs":["https://www.facebook.com/time","https://www.instagram.com/time/?hl=en","https://twitter.com/time","https://www.pinterest.com/timemagazine"]}},{"@context":"https://schema.org","@type":"BreadcrumbList","itemListElement":[{"@type":"ListItem","position":1,"item":{"@id":"/section/entertainment/","name":"Entertainment"}},{"@type":"ListItem","position":2,"item":{"@id":"/tag/movies/","name":"movies"}},{"@type":"ListItem","position":3,"item":{"@id":"https://time.com/4936666/star-wars-actors-almost-cast-leonardo-dicaprio/","name":"20 Actors You Never Knew Were Almost Cast in Star Wars"}}]}] ```