Kate Upton, Emma Watson, and 30 Other Stars Almost Cast in 2016's Biggest Movies

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In Damien Chazelle's new musical La La Land, which just earned rave reviews at the Venice Film Festival, Emma Stone and Ryan Gosling sing, dance, and fall in love. It's the actors' third film together, after Crazy Stupid Love and Gangster Squad, but when Chazelle first got the project off the ground, neither actor was involved: Instead, he'd cast his Whiplashstar Miles Teller opposite Harry Potter actress Emma Watson. That Gosling and Stone came to lead the film feels preordained, but it's another example of the tenuous art of casting: Many movies almost get made with totally different actors starring, while sometimes the performers who nearly missed the cut for a big role present an intriguing notion of what might have been. How different could some of this year's most notable movies have looked with different faces?

Sometimes, an actor abruptly jumps ship on a project. Colin Farrell was long rumored to be playing the lead in Warcraft until a cast list was finally released with the far less famous Travis Fimmel in that role. Bruce Williswas originally cast as the Hollywood honcho in Woody Allen's Café Societyand even spent a day on set filming, but he was fired from the project (it's rumored that he didn't know his lines) and was hastily replaced by Steve Carell. Gal Gadot was in negotiations to play the female lead in Ben-Huruntil her Wonder Woman scheduling precluded her from the part, whileSean Combs was cast as a bottle of Courvoisier in Sausage Party but pulled out once he finally realized it was an animated film, according to co-writer Seth Rogen.

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US actors Emma Stone poses on the red carpet arriving to attend a special screening of the film Aloha in London on May 16, 2015. AFP PHOTO / NIKLAS HALLE'N (Photo credit should read NIKLAS HALLE'N/AFP/Getty Images)
US actors Emma Stone (L) and Bradley Cooper pose at a photocall for their new film release Aloha in London on May 16, 2015. AFP PHOTO / NIKLAS HALLE'N (Photo credit should read NIKLAS HALLE'N/AFP/Getty Images)
US actress Emma Stone poses as she arrives for the screening of the film 'Irrational Man' at the 68th Cannes Film Festival in Cannes, southeastern France, on May 15, 2015. AFP PHOTO / BERTRAND LANGLOIS (Photo credit should read BERTRAND LANGLOIS/AFP/Getty Images)
US actress Emma Stone attends a press conference for the film 'Irrational Man' at the 68th Cannes Film Festival in Cannes, southeastern France, on May 15, 2015. AFP PHOTO / ANNE-CHRISTINE POUJOULAT (Photo credit should read ANNE-CHRISTINE POUJOULAT/AFP/Getty Images)
HOLLYWOOD, CA - FEBRUARY 22: (L-R) Jennifer Aniston and Emma Stone attend the 87th Annual Academy Awards at Hollywood & Highland Center on February 22, 2015 in Hollywood, California. (Photo by Jason Merritt/Getty Images)
SANTA MONICA, CA - FEBRUARY 21: Actress Emma Stone speaks onstage during the 2015 Film Independent Spirit Awards at Santa Monica Beach on February 21, 2015 in Santa Monica, California. (Photo by Kevork Djansezian/Getty Images)
Actress Emma Stone arrives for the Oscars Nominees' Luncheon hosted by the Academy of Motion Picture Arts and Sciences, February 2, 2015 at the Beverly Hilton Hotel in Beverly Hills, California. The 87th Oscars will take place in Hollywood, California February 22, 2015. AFP PHOTO / ROBYN BECK (Photo credit should read ROBYN BECK/AFP/Getty Images)
LOS ANGELES, CA - JANUARY 25: Actress Emma Stone attends the 21st Annual Screen Actors Guild Awards at The Shrine Auditorium on January 25, 2015 in Los Angeles, California. (Photo by Ethan Miller/Getty Images)
LOS ANGELES, CA - JANUARY 25: Actress Emma Stone attends the 21st Annual Screen Actors Guild Awards at The Shrine Auditorium on January 25, 2015 in Los Angeles, California. (Photo by Kevork Djansezian/Getty Images)
NEW YORK, NY - OCTOBER 14: Emma Stone attends The Academy Of Motion Picture Arts And Sciences Hosts An Official Academy Members Screening Of Birdman on October 14, 2014 in New York City. (Photo by Robin Marchant/Getty Images for Academy of Motion Picture Arts and Sciences)
US actress Emma Stone arrives for the screening of the movie 'Birdman or the Unexpected Virtue of Ignorance' presented in competition at the opening ceremony of the 71st Venice Film Festival on August 27, 2014 at Venice Lido. AFP PHOTO / GABRIEL BOUYS (Photo credit should read GABRIEL BOUYS/AFP/Getty Images)
NEW YORK, NY - MAY 05: [EDITOR'S NOTE: Image has been digitally processed] Emma Stone attends the 'Charles James: Beyond Fashion' Costume Institute Gala at the Metropolitan Museum of Art on May 5, 2014 in New York City. (Photo by Andrew H. Walker/Getty Images)
NEW YORK, NY - MAY 05: Emma Stone attends the 'Charles James: Beyond Fashion' Costume Institute Gala at the Metropolitan Museum of Art on May 5, 2014 in New York City. (Photo by Dimitrios Kambouris/Getty Images)
NEW YORK, NY - JULY 17: Actors Emma Stone and Andrew Garfield attend the 'Magic In The Moonlight' premiere at the Paris Theater on July 17, 2014 in New York City. (Photo by Dimitrios Kambouris/Getty Images)
NEW YORK, NY - MAY 03: Actress Emma Stone speaks during the 17th Annual EIF Revlon Run Walk For Women on May 3, 2014 in New York City. (Photo by Dave Kotinsky/Getty Images for EIF Revlon Run Walk)
NEW YORK, NY - APRIL 28: Emma Stone visits 'The Tonight Show Starring Jimmy Fallon' at Rockefeller Center on April 28, 2014 in New York City. (Photo by Theo Wargo/NBC/Getty Images for 'The Tonight Show Starring Jimmy Fallon')
NEW YORK, NY - APRIL 25: Actress Emma Stone attends 'The Amazing Spider-Man 2' Be Amazing Day Volunteer Day at I.S. 145 Joseph Pulitzer on April 25, 2014 in the Queens borough of New York City. (Photo by Mike Pont/Getty Images)
NEW YORK, NY - APRIL 25: Actress Emma Stone visits The Empire State Building on April 25, 2014 in New York City. (Photo by Mike Pont/Getty Images)
NEW YORK, NY - APRIL 25: Actress Emma Stone and Spiderman visit The Empire State Building on April 25, 2014 in New York City. (Photo by Mike Pont/Getty Images)
NEW YORK, NY - APRIL 24: Actress Emma Stone dawns a coat at 'The Amazing Spider-Man 2' premiere at the Ziegfeld Theater on April 24, 2014 in New York City. (Photo by Jemal Countess/Getty Images)
NEW YORK, NY - APRIL 24: Actress Emma Stone attends 'The Amazing Spider-Man 2' premiere at the Ziegfeld Theater on April 24, 2014 in New York City. (Photo by Jemal Countess/Getty Images)
NEW YORK, NY - APRIL 24: Actress Emma Stone attends 'The Amazing Spider-Man 2' premiere at the Ziegfeld Theater on April 24, 2014 in New York City. (Photo by Jamie McCarthy/Getty Images)
NEW YORK, NY - APRIL 24: Actress Emma Stone of the cast of 'The Amazing Spider-Man 2' answers questions from fans during a SiriusXM 'Town Hall' special with host Jamie Foxx on SiriusXM's The Foxxhole channel at the SiriusXM Studio on April 24, 2014 in New York City. (Photo by Neilson Barnard/Getty Images for SiriusXM)
NEW YORK, NY - APRIL 24: Actors Andrew Garfield (L) and Emma Stone of the cast of 'The Amazing Spider-Man 2' answer questions from fans during a SiriusXM 'Town Hall' special with host Jamie Foxx on SiriusXM's The Foxxhole channel at the SiriusXM Studio on April 24, 2014 in New York City. (Photo by Neilson Barnard/Getty Images for SiriusXM)
HIALEAH, FL - APRIL 22: (L-R) Emma Stone and Andrew Garfield attend Be Amazing 2014 Miami at Hialeah Gardens Elementary on April 22, 2014 in Hialeah, Florida. (Photo by Gustavo Caballero/Getty Images for Columbia Pictures)
HIALEAH, FL - APRIL 22: Andrew Garfield and Emma Stone attend Be Amazing 2014 Miami at Hialeah Gardens Elementary on April 22, 2014 in Hialeah, Florida. (Photo by Gustavo Caballero/Getty Images for Columbia Pictures)
HIALEAH, FL - APRIL 22: Emma Stone attends Be Amazing 2014 Miami at Hialeah Gardens Elementary on April 22, 2014 in Hialeah, Florida. (Photo by Gustavo Caballero/Getty Images for Columbia Pictures)
HIALEAH, FL - APRIL 22: Emma Stone attends Be Amazing 2014 Miami at Hialeah Gardens Elementary on April 22, 2014 in Hialeah, Florida. (Photo by Gustavo Caballero/Getty Images for Columbia Pictures)
BERLIN, GERMANY - APRIL 15: Emma Stone attends the 'The Amazing Spider-Man 2: Rise Of Electro' Berlin Premiere at CineStar on April 15, 2014 in Berlin, Germany. (Photo by Andreas Rentz/Getty Images for Sony Pictures)
BERLIN, GERMANY - APRIL 15: Emma Stone and Andrew Garfield attend the 'The Amazing Spider-Man 2: Rise Of Electro' Berlin Premiere at CineStar on April 15, 2014 in Berlin, Germany. (Photo by Andreas Rentz/Getty Images for Sony Pictures)
BERLIN, GERMANY - APRIL 15: (L-R) Emma Stone and Andrew Garfield attend the 'The Amazing Spider-Man 2: Rise Of Electro' Berlin Photocall at Sony Centre on April 15, 2014 in Berlin, Germany. (Photo by Sean Gallup/Getty Images for Sony Pictures)
American actress Emma Stone poses before the premiere of the film 'The Amazing Spider-Man 2' in Rome on April 14, 2014. AFP PHOTO / TIZIANA FABI (Photo credit should read TIZIANA FABI/AFP/Getty Images)
ROME, ITALY - APRIL 14: Actress Emma Stone attends 'The Amazing Spider-Man 2: Rise Of Electro' Rome Premiere at The Space Moderno Cinema on April 14, 2014 in Rome, Italy. (Photo by Elisabetta Villa/Getty Images)
ROME, ITALY - APRIL 14: Actress Emma Stone attends 'The Amazing Spider-Man 2: Rise Of Electro' Rome Photocall at Grand Hotel St Regis on April 14, 2014 in Rome, Italy. (Photo by Elisabetta Villa/Getty Images)
ROME, ITALY - APRIL 14: Actress Emma Stone attends 'The Amazing Spider-Man 2: Rise Of Electro' Rome Photocall at Grand Hotel St Regis on April 14, 2014 in Rome, Italy. (Photo by Elisabetta Villa/Getty Images)
US actress Emma Stone arrives for the French premiere of 'The Amazing Spiderman', in Paris on April 11, 2014. AFP PHOTO / PATRICK KOVARIK (Photo credit should read PATRICK KOVARIK/AFP/Getty Images)
LONDON, ENGLAND - APRIL 10: Emma Stone attends the World Premiere of 'The Amazing Spider-Man 2' at Odeon Leicester Square on April 10, 2014 in London, England. (Photo by Anthony Harvey/Getty Images)
US actress Emma Stone (L) talks on the red carpet with US-British actor Andrew Garfield (R) arriving to attend the world film premiere of 'The Amazing Spider-Man 2' in central London on April 10, 2014. AFP PHOTO / BEN STANSALL (Photo credit should read BEN STANSALL/AFP/Getty Images)
LONDON, ENGLAND - APRIL 09: Actress Emma Stone attends the Amazing Spider-Man 2 Cast and Filmmaker photocall at the Park Plaza Hotel on April 9, 2014 in London, England. (Photo by Gareth Cattermole/Getty Images for Sony)
LONDON, ENGLAND - APRIL 09: Actors Andrew Garfield, Emma Stone and Jamie Foxx attend the Amazing Spider-Man 2 Cast and Filmmaker photocall at the Park Plaza Hotel on April 9, 2014 in London, England. (Photo by Gareth Cattermole/Getty Images for Sony)
TOKYO, JAPAN - MARCH 31: Actors Emma Stone (L) and Andrew Garfield speak to each other as they attend 'The Amazing Spider-Man 2: Rise Of Electro' press conference on March 31, 2014 in Tokyo, Japan. (Photo by Ken Ishii/Getty Images)
TOKYO, JAPAN - MARCH 31: Emma Stone attends 'The Amazing Spider-Man 2: Rise Of Electro' press conference on March 31, 2014 in Tokyo, Japan. (Photo by Ken Ishii/Getty Images)
SINGAPORE - MARCH 29: Emma Stone of 'The Amazing Spider-Man 2' attends the Earth Hour Kick-Off with Spider-Man, The First Super Hero Ambassador for Earth Hour, the global movement organized By WWF (World Wide Fund For Nature) on March 29, 2014 in Singapore. #spiderman (Photo by Andrew Goodman/Getty Images for Sony)
SINGAPORE - MARCH 29: Andrew Garfield, Emma Stone and Director Marc Webb of 'The Amazing Spider-Man 2' attend the Earth Hour Kick-Off with Spider-Man, The First Super Hero Ambassador for Earth Hour, the global movement organized By WWF (World Wide Fund For Nature) on March 29, 2014 in Singapore. #spiderman (Photo by Christopher Polk/Getty Images for Sony)
SINGAPORE - MARCH 29: Emma Stone of 'The Amazing Spider-Man attends the Earth Hour Kick-Off with Spider-Man, the first super hero ambassador for Earth Hour, the global movement organized by WWF (World Wide Fund For Nature) on March 29, 2014 in Singapore. (Photo by Andrew Goodman/Getty Images for Sony)
SINGAPORE - MARCH 26: Emma Stone and Andrew Garfield attend 'The Amazing Spider-Man 2' Singapore Fan Event at Marina Bay Sands on March 26, 2014 in Singapore. (Photo by Christopher Polk/Getty Images for Sony)
SINGAPORE - MARCH 26: Emma Stone attends 'The Amazing Spider-Man 2' Singapore Fan Event at Marina Bay Sands on March 26, 2014 in Singapore. (Photo by Andrew Goodman/Getty Images for Sony)
SINGAPORE - MARCH 26: Emma Stone and Andrew Garfield attend 'The Amazing Spider-Man 2' Singapore Fan Event at Marina Bay Sands on March 26, 2014 in Singapore. (Photo by Christopher Polk/Getty Images for Sony)
SYDNEY, AUSTRALIA - MARCH 20: Emma Stone and Andrew Garfield at 'The Amazing Spider-Man 2: Rise Of Electro' photocall on March 20, 2014 in Sydney, Australia. (Photo by Caroline McCredie/Getty Images)
SYDNEY, AUSTRALIA - MARCH 20: Emma Stone at 'The Amazing Spider-Man 2: Rise Of Electro' photocall on March 20, 2014 in Sydney, Australia. (Photo by Caroline McCredie/Getty Images)
Actress Emma Stone poses for photographers during a photo call of the movie Spider Man 2, in Rome, Monday, April 14, 2014. (AP Photo/Gregorio Borgia)
Emma Stone arrives at the premiere of "Magic In The Moonlight" on Thursday, July 16, 2014, in New York. (Photo by Evan Agostini/Invision/AP)
Actress Emma Stone and boyfriend actor Andrew Garfield attend the "Magic In The Moonlight" premiere, hosted by Dolce & Gabbana, at the Paris Theatre on Thursday, July 17, 2014, in New York. (Photo by Evan Agostini/Invision/AP)
Emma Stone attends the 17th annual EIF Revlon Run/Walk for Women on Saturday, May 3, 2014 in New York. (Photo by Charles Sykes/Invision/AP)
NEW YORK, NY - APRIL 29: Emma Stone visits ABC's Good Morning America in New York City on April 29, 2014. Credit: RW/MediaPunch
NEW YORK, NY - APRIL 29: Emma Stone visits ABC's Good Morning America in New York City on April 29, 2014. Credit: RW/MediaPunch
NEW YORK, NY - JULY 16: Emma Stone arrives for the 'Late Show with David Letterman' at Ed Sullivan Theater on July 16, 2014 in New York City. (Photo by Donna Ward/Getty Images)
NEW YORK, NY - JULY 16: Emma Stone arrives for the 'Late Show with David Letterman' at Ed Sullivan Theater on July 16, 2014 in New York City. (Photo by Donna Ward/Getty Images)
NEW YORK, NY - MAY 05: Emma Stone attends the 'Charles James: Beyond Fashion' Costume Institute Gala at the Metropolitan Museum of Art on May 5, 2014 in New York City. (Photo by Neilson Barnard/Getty Images)
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Emma Stone has said she was offered a role in Paul Feig's reboot ofGhostbusters, but the Amazing Spider-Man actress was gun-shy about taking on another big-budget series: "It just didn't feel like the right time for me ... I think maybe I need a minute before I dive back into that water." And while Robin Williams was long attached to play the big friendly giant in Steven Spielberg's The BFG, the director wasn't willing to shoot the film until special-effects advances made it possible to take on last year with Mark Rylance in the title role.

Some actors are just a good fit for the superhero universe, and if one big role eludes them at first, another one is just around the corner. Take French actress Élodie Yung, who nearly snagged the Wonder Woman role in Batman v Superman that went to Gal Gadot, but shortly afterward was cast as Elektra for the second season of Marvel's Daredevil. Zendaya, too, was in the mix to play young Storm in X-Men: Apocalypse, but sheeventually landed in the much more promising Spider-Man: Homecomingas M.J. opposite Tom Holland (who himself beat out actors like Nat Wolff, Asa Butterfield, and Timothee Chalamet to play the new MCU version of Peter Parker).

Then there are the white-whale actors who are constantly pursued for superhero roles but never deign to commit. The mercurial Joaquin Phoenix was wooed for Lex Luthor in Batman v Superman and the title role in Doctor Strange, but eventually turned down both. The parts went to Jesse Eisenberg and Benedict Cumberbatch, respectively, though theStrange role proved hard to cast: Marvel considered stars like Jared Leto, Ethan Hawke, Ewan McGregor, and Jake Gyllenhaal for it before finally settling on the Sherlock star. Gyllenhaal was also offered the part of Rick Flag in Suicide Squad (which went to Joel Kinnaman) after first-choice Tom Hardy pulled out, but here's a much more tantalizing casting notion from the same film: Oprah Winfrey was targeted for the cold-blooded Amanda Waller role that Viola Davis eventually got. (Both Winfrey and Davis were pursued for this winter's mathematician storyHidden Figures, too, in roles that went to Octavia Spencer and Taraji P. Henson.)

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Oprah Winfrey speaks during the unveiling ceremony of the Maya Angelou Forever Stamp at the Warner Theater in Washington, DC, on April 7, 2015. AFP PHOTO/NICHOLAS KAMM (Photo credit should read NICHOLAS KAMM/AFP/Getty Images)
HOLLYWOOD, CA - FEBRUARY 22: Oprah Winfrey attends the 87th Annual Academy Awards at Dolby Theatre on February 22, 2015 in Hollywood, California. (Photo by Christopher Polk/Getty Images)
SANTA MONICA, CA - FEBRUARY 21: Oprah Winfrey speaks onstage during the 2015 Film Independent Spirit Awards at Santa Monica Beach on February 21, 2015 in Santa Monica, California. (Photo by Kevork Djansezian/Getty Images)
PASADENA, CA - FEBRUARY 06: (L-R) Actress Carmen Ejogo, actress/producer Oprah Winfrey and director/producer Ava DuVernay accept the award for Outstanding Motion Picture for 'Selma', onstage during the 46th NAACP Image Awards presented by TV One at Pasadena Civic Auditorium on February 6, 2015 in Pasadena, California. (Photo by Frederick M. Brown/Getty Images for NAACP Image Awards)
Actress/producer Oprah Winfrey arrives for the Oscars Nominees' Luncheon hosted by the Academy of Motion Picture Arts and Sciences, February 2, 2015 at the Beverly Hilton Hotel in Beverly Hills, California. The 87th Oscars will take place in Hollywood, California February 22, 2015. AFP PHOTO / ROBYN BECK (Photo credit should read ROBYN BECK/AFP/Getty Images)
SELMA, AL - JANUARY 18: 'Selma' director Ava DuVernay, actor David Oyelowo, and producer/actress Oprah Winfrey participate in the ceremony to commemorate the life of Dr. Martin Luther King, Jr. on January 18, 2015 in Selma, Alabama. (Photo by David A. Smith/Getty Images)
LOS ANGELES, CA - JANUARY 15: (EXCLUSIVE COVERAGE) Actors David Oyelowo (L) and Oprah Winfrey attend the 20th annual Critics' Choice Movie Awards at the Hollywood Palladium on January 15, 2015 in Los Angeles, California. (Photo by Jason Kempin/Getty Images for A&E Network)
BEVERLY HILLS, CA - JANUARY 09: (EDITORS NOTE: IMAGE WAS SHOT IN BLACK AND WHITE) Actors Miles Teller (L) and Oprah Winfrey attend the 15th Annual AFI Awards at Four Seasons Hotel Los Angeles at Beverly Hills on January 9, 2015 in Beverly Hills, California. (Photo by Frazer Harrison/Getty Images for AFI)
SANTA BARBARA, CA - DECEMBER 06: Oprah Winfrey attends the 'Selma' and the Legends Who Paved the Way gala at Bacara Resort on December 6, 2014 in Goleta, California. (Photo by Jason Merritt/Getty Images)
NEWARK, NJ - SEPTEMBER 27: Oprah Winfrey attends the Oprah's The Life You Want Weekend - Day 2 at Prudential Center on September 27, 2014 in Newark, New Jersey. (Photo by Dave Kotinsky/Getty Images)
NEWARK, NJ - SEPTEMBER 26: Oprah Winfrey speaks at the Oprah's The Life You Want Weekend - Day 1 at Prudential Center on September 26, 2014 in Newark, New Jersey. (Photo by Dave Kotinsky/Getty Images)
PASADENA, CA - FEBRUARY 22: Oprah Winfrey speaks onstage during the 45th NAACP Image Awards presented by TV One at Pasadena Civic Auditorium on February 22, 2014 in Pasadena, California. (Photo by Kevin Winter/Getty Images for NAACP Image Awards)
LONDON, ENGLAND - FEBRUARY 16: Presentater Oprah Winfrey poses in the winners room at the EE British Academy Film Awards 2014 at The Royal Opera House on February 16, 2014 in London, England. (Photo by Anthony Harvey/Getty Images)
LOS ANGELES, CA - JANUARY 18: Actress-TV personality Oprah Winfrey in the audience during the 20th Annual Screen Actors Guild Awards at The Shrine Auditorium on January 18, 2014 in Los Angeles, California. (Photo by Kevork Djansezian/Getty Images)
SANTA MONICA, CA - JANUARY 16: Actress Oprah Winfrey attends the 19th Annual Critics' Choice Movie Awards at Barker Hangar on January 16, 2014 in Santa Monica, California. (Photo by Christopher Polk/Getty Images)
WASHINGTON, DC - NOVEMBER 20: Oprah Winfrey attends a dinner in honor of the Medal of Freedom awardees at the Smithsonian National Museum of American History on November 20, 2013 in Washington, DC. The Presidential Medal of Freedom is the nation's highest civilian honor, presented to individuals who have made meritorious contributions to the security or national interests of the United States, to world peace, or to cultural or other significant public or private endeavors. (Photo by Kevin Dietsch-Pool/Getty Images)
US President Barack Obama chats with broadcast journalist Oprah Winfrey before presenting her with the Presidential Medal of Freedom during a ceremony in the East Room of the White House on November 20, 2013 in Washington, DC. The Medal of Freedom is the country's foremost civilian honor. AFP PHOTO/Mandel NGAN (Photo credit should read MANDEL NGAN/AFP/Getty Images)
Oprah Winfrey waves as she speaks during the Let Freedom Ring Commemoration and Call to Action to commemorate the 50th anniversary of the March on Washington for Jobs and Freedom at the Lincoln Memorial in Washington, DC on August 28, 2013. Thousands gathered on the mall on the anniversary of the march and Dr. Martin Luther King, Jr.'s famous 'I Have a Dream' speech. AFP PHOTO / Saul LOEB (Photo credit should read SAUL LOEB/AFP/Getty Images)
LOS ANGELES, CA - AUGUST 12: Oprah Winfrey attends LEE DANIELS' THE BUTLER Los Angeles premiere, hosted by TWC, Budweiser and FIJI Water, Purity Vodka and Stack Wines, held at Regal Cinemas L.A. Live on August 12, 2013 in Los Angeles, California. (Photo by Mike Windle/Getty Images for TWC)
NEW YORK, NY - AUGUST 05: Oprah Winfrey attends the press conference for The Weinstein Company's LEE DANIELS' THE BUTLER at Waldorf Astoria Hotel on August 5, 2013 in New York City. (Photo by Ben Gabbe/Getty Images for Lee Daniel's THE BUTLER)
CAMBRIDGE, MA - MAY 30: Oprah Winfrey receives an Honorary Doctor of Laws Degree at 2013 Harvard University 362nd Commencement EXercises at Harvard University on May 30, 2013 in Cambridge, Massachusetts. (Photo by Paul Marotta/Getty Images)
COLLEGE PARK, GA - MAY 20: Oprah Winfrey attends the Spelman College Commencement at Georgia International Convention Center on May 20, 2012 in College Park, Georgia. (Photo by Rick Diamond/Getty Images)
NEW YORK, NY - MARCH 09: Oprah Winfrey attends at the 3rd annual Diane Von Furstenberg awards at the United Nations on March 9, 2012 in New York City. (Photo by Andrew H. Walker/Getty Images)
US television talkshow Queen Oprah Winfrey gestures during an interview at Jaipur Literature Festival (JLF) in Jaipur on January 22, 2012. Television chatshow queen Oprah Winfrey received a rock star's welcome when she spoke on Sunday to a heaving audience of thousands of fans at the Jaipur Literature Festival in India. Winfrey, wearing a gold and red Indian outfit, told the packed crowd that her love of books had helped her education and enabled her to rise from a poor childhood in Mississippi to become one of the world's most influential women. AFP PHOTO / Prakash SINGH (Photo credit should read PRAKASH SINGH/AFP/Getty Images)
MEYERTON, HENLEY ON KLIP - JANUARY 14: Oprah Winfrey poses with the Graduates at the inaugural graduation of the class of 2011 at Oprah Winfrey Leadership Academy for Girls on January 14, 2012 in Henley on Klip, South Africa. (Photo by Michelly Rall/Getty Images)
US talk show queen Oprah Winfrey looks on as she answers to journalist's questions at her South African girls' academy on January 13, 2012 in Henley on Klip. Winfrey founded the $40-million school for girls in 2007. AFP PHOTO/ STEPHANE DE SAKUTIN (Photo credit should read STEPHANE DE SAKUTIN/AFP/Getty Images)
Oprah Winfrey winner for Favorite Talk Show Host during The 30th Annual People's Choice Awards - Press Room at Pasadena Civic Auditorium in Pasadena, California, United States. (Photo by Jeffrey Mayer/WireImage)
NASHVILLE, TN - MAY 2: Oprah Winfrey arrives at the opening of Charlie's War at the Nashville Film Festival at the Green Hills Regal Cinema May 2, 2003 in Nashville, Tennessee. Her father Vernon Winfrey has a role in the film. (Photo by Adriane Jaeckle/ Getty Images)
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After two films where Renée Zellweger ping-ponged between Hugh Grant and Colin Firth, does it seem a bit unusual that in Bridget Jones's Baby, Patrick Dempsey has scrubbed in instead? That's because Hugh Grantbegged off the film years ago as it languished in development hell (at one point, it was meant to shoot in 2011 as Paul Feig's follow-up toBridesmaids). The Girl on the Train originally had a much more super-sized ensemble supporting Emily Blunt, as filmmaker Tate Taylor was in negotiations with Jared Leto and Chris Evans to play the biggest male roles in the film, but after their busy schedules couldn't be worked out, Luke Evans and Justin Theroux stepped in. And though Chris Pratt and Jennifer Lawrence seem ideally cast as the leads in the this winter's sci-fi drama Passengers — they're basically opposite-sex versions of each other, after all — the movie nearly got made two years ago with a very different pair, Keanu Reeves and Rachel McAdams.

Warren Beatty works at his own deliberate pace, so when he first put together his Howard Hughes comedy Rules Don't Apply, in 2011, Felicity Jones was cast as the female lead and Beatty met with actors like Shia LaBeouf and Andrew Garfield to play her paramour. After production delays and a studio shuffle, though, Beatty finally shot the film in 2014 with Lily Collins and Alden Ehrenreich (your new Han Solo) as the leads. Similarly, Matt Damon approached writer-director Kenneth Lonergan several years ago with the idea for a film that would become Manchester by the Sea, which he had planned to direct John Krasinski in. After reading Lonergan's first draft, Damon decided to star with Lonergan directing, but as the busy actor's dance card began filling up, he gave thesure-to-be-Oscar-nominated role to Casey Affleck so the movie could make its start date.

Still, the most mind-boggling casting that almost came to be involved a dougie-prone swimsuit model who nearly joined the Harry Potteruniverse. When filmmaker David Yates was looking for a female lead to play opposite Eddie Redmayne in Fantastic Beasts and Where to Find Them, he narrowed down his search for 1920s witch Porpentina to three actresses: Inherent Vice star Katherine Waterston (who eventually got the part), fierce Aussie Elizabeth Debicki, and ... Kate Upton? Yes, somehow, the Sports Illustrated cover model found her way into final contention for the new J.K. Rowling movie, despite a meager cinematic resume best known for a slow-mo bikini saunter. Does this suggest that Kate Upton could be a better actress than we give her credit for? Perhaps that's the biggest magic trick the Potterverse has ever pulled off.

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