Epic Origin Stories Revealed: How Marvel Cast All of Your Favorite Superheroes

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Epic Origin Stories Revealed: How Marvel Cast All of Your Favorite Superheroes

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by Tierney Bricker | Thu., Mar. 7, 2019 3:00 AM

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The most powerful superhero in the Marvel Cinematic Universe is one you've never seen on screen: Sarah Finn. Her super power? Casting the juggernaut franchise's stacked line-up of talent.

In the 10 years (!) since Iron Man's release, MCU has proven time and time again that they know how to pick the perfect actor to portray Marvel's vast line-up of heroes, beginning with Robert Downey Jr. and continuing most recently with stars like Chadwick Boseman, Tom Holland, and, of course, Brie Larson.

Larson's debut as Carol Danvers in Captain Marvel is the MCU's first official female-led film, a long time coming for the franchise that's delivered 21 films in its first three phases, and it's just their latest stroke of perfect casting, as the Oscar winner has become a real-life hero to many thanks to her push for female representation in Hollywood in front of and behind the camera while promoting the blockbuster.

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Origin Stories: How Marvel Cast All Of Your Favorite Superheroes

"I know my limitations—I know that I'm just one white girl—and I'm just trying to do as much as I can within the framework of my body. As I've grown, I've noticed these movies the Marvel movies in particular have so much meaning in them. They mean so much!" Larson once explained to E! News on the set of Captain Marvel. "You can have a great time and just enjoy it for having a great time, but you can also be left with really deep philosophical questions. That combo is really powerful. So, the idea we could really make something that was thought-provoking and entertaining, that was going to be seen all over the world? It's a crazy one…The opportunity came and I felt like, 'I gotta take the call the same way [Carol] had to take the call."

Captain Marvel, Marvel Cinematic Universe Cast

Marvel; Melissa Herwitt/E! Illustration

In between Downey as Tony Stark and Larson though, there's been so many actors who have suited up for Marvel over the last decade. Some were already big effin' deals before they landed their respective role. Some were fighting tooth and nail just to get in the door to audition before being cast in the part that would make them one of the most famous stars in the world.

Every hero has their own story and each story is worth telling.

As we head into Captain Marvel's big release and The Avengers: Endgame set bring 10 years worth of storytelling to an end and kick off the franchise's next phase on April 26, we're revealing each of Marvel's biggest stars' origin story, including how they were cast and who else was up for the role with quotes from the heroes themselves, as well as Marvel President Kevin Feige, the man who really assembled the Avengers.

Robert Downey Jr, Iron Man, Tony Stark

Marvel / Walt Disney Studios

Iron Man/Tony Stark

The man who started it all…was basically the last person Marvel wanted to hire to play Tony Stark, a role that now is forever tied to Robert Downey Jr. Director Jon Favreau fought to land Downey, despite his troubled past that included stints in prison and rehab.

"We didn't want to just go with a safe choice. The best and worst moments of Robert's life have been in the public eye. He had to find an inner balance to overcome obstacles that went far beyond his career. That's Tony Stark," he explained to USA Today, drawing comparisons between the actor and the character. "Robert brings a depth that goes beyond a comic book character having trouble in high school, or can't get the girl."

And Downey took the role seriously, offering notes and requesting multiple takes to really nail a scene. "I'm more diligent than I used to be," he said. "I want to show Jon he was right to have faith in me. Whatever questions might have arisen about my life weren't issues with him."

The risk paid off big time, delivering the world's most successful franchise ever, and turning Downey into one of Hollywood's most-sought after (and highest paid) stars, staging the ultimate comeback.

"He's an unparalleled talent. He's an amazing actor. He has an amazing personality and an amazing persona that we thought could be tapped into in an amazing way," Kevin Feige gushed to The Toronto Sun. "We knew he was a great actor and we knew he was unbelievably charismatic and he'd be able to bring Tony Stark to life in an unbelievable way. I've said it before and I'll say it again: the MCU would not exist without Robert Downey Jr."

While Downey really was Favreau's first and only choice to play Iron Man, other actors who were considered were Clive Owen, Timothy Olyphant, and Sam Rockwell. The latter ended up being cast as one of the main villains in Iron Man 2.

Chris Evans, Captain America

Marvel / Walt Disney Studios

Captain America/Steve Rogers

While some were surprised when Evans, then 29 and best known for the less-than-stellar Fantastic Four movie, was named by Marvel as their guy for 2011's Captain America: The First Avenger and the emotional anchor for the entire Phase 1 run. But it was far from an easy process.

"Casting Captain America was super hard. I started to think, 'Are we not going to be able to find Captain America, and if we can't, what are we going to do with Avengers? Is the whole thing going to fall apart?'" Feige recalled to Vanity Fair. "And, then, finally opening ourselves up to Chris Evans, who we had initially sort of just looked past because he was Johnny Storm in a Fantastic Four franchise. Then, bringing him in and showing him the artwork, showing him what was happening in this movie, and he took a weekend to decide.

"Chris Evans has embodied Captain America as well as any actor has ever embodied an iconic pop-culture figure like that," Feige continued. "I go back to Chris Reeve as Superman as the gold standard, and I think Evans is right there. I couldn't imagine anybody else."

But Evans has admitted to being hesitant to take on the role and said he actually turned it down "a few times" before eventually signing on. "I was scared," he admitted to Jimmy Kimmel, explaining the daunting number of films he'd be signing on for and his general "social anxiety with this industry" were major factors.

Of course, came around in the most Cap way possible: "I was saying no out of fear, really," Evans said. "You can't do anything out of fear. You can't be doing something because you're scared. It ended up kind of clicking to me in the way that whatever you're scared of, push yourself into it."

Jack Ryan, John Krasinski

Amazon

Almost Captain Americas

A few big names allegedly went in for Cap, including Channing Tatum, Garrett Hedlund, Scott Porter, Chace Crawford…and Dane Cook?!

"[I] actually am going in to meet on 'Captain America,' which is kind of cool," the comedian spilled to MTV in 2010. "After Superman, he was kind of my favorite." (Bit of advice? Don't say another superhero from a rival company is your favorite!)

Of course, John Krasinski has told the story of how he made it far enough in the casting process to try on the suit.

"In my head I got the part. It was a big deal for me…when they asked me to test they actually allowed me to put on the suit, I was on a set," The Office fan favorite said on Conan. "It was all very interesting."

Alas, he got the call that it was going to Evans on his wife Emily Blunt's birthday, but took the news in stride.

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Brie Larson, Captain Marvel

Marvel / Walt Disney Studios

Captain Marvel/Carol Danvers

Like many of the superheroes before that came before her, Brie Larson, an Oscar winner for her breakout performance in Room, was unsure she wanted to take on such an iconic role, one that has been teased as the most powerful person in the MCU.

"I was hesitant to even meet. I was like, 'I don't think what comes with a movie like that is anything that I can harness and hold. I'm too much of an introvert. I'll just collapse,'" she explained to The Hollywood Reporter. "But then they started talking to me about this film, and I was like, 'Drat, this is the culmination of a lot of things I've wanted.'"

For Feige, Larson, 29, was the perfect choice. "With Captain Marvel, who has powers that approach a level that we haven't seen before in our films, you need to counter-balance that by finding somebody who is also very human and very relatable and can get into a groove with the audience, where they're willing to see her fly through the sun and punch a moon away from a spacecraft," he told Variety. "At the same time, we need her to land and have relatable flaws. Brie is a person you're going to want to go on this journey with."

Emily Blunt, Cannes Film Festival

Courtesy Lionsgate

Almost Captain Marvels

After losing out on the chance to cast Blunt in two previous roles (more on those later), Marvel reportedly approached the Mary Poppins Returns star about finally joining their superhero ranks as the part-human/part-Kree Carol Danvers.

"I think, it's always for me, it's always about—and now, more so—what am I putting out there? What would be interesting for me and what would be interesting for people to see," Blunt told ScreenCrush when asked about the rumors. "So, if it's an awesome part, it doesn't matter if it's a Marvel movie or a tiny movie, I'd be up for it."

Other stars in contention were reportedly The Handmaid Tale's Yvonne Strahovski, and Katheryn Winnick.

Black Panther, Chadwick Boseman

Marvel Studios

Black Panther/T'Challa

In likely one of the easiest casting choices ever for Marvel, Feige revealed in an interview that Chadwick Boseman, known and celebrated for his turns as Jackie Robinson in 42 and James Brown in Get On Up, was their pick for the future king of Wakanda.

"We were sitting around a table. We were coming up with the story for [Captain America] Civil War [when] Nate Moore, our executive producer, suggested bringing in Black Panther because we were looking for a third party that wouldn't necessarily side with Cap or Iron Man. And almost instantly we all said 'Chadwick,'" Feige said at a 2018 press conference for the movie. "And in my memory, though maybe it was the next day, we got him on speaker phone right then."

No audition. No major negotiations. Just a phone call to Boseman, who was in Zurich promoting Get On Up. Feige said, "You hear people say this all the time when you're in a setting like this but he was the only choice."

The rest is history. Literally, as Black Panther was the first superhero movie to land a Best Picture nomination at the Oscars, won three awards at the 2019 Oscars, making it the first MCU film to win an Academy Award, and is one of the highest-grossing movies of all-time.

Wakanda Forever!

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Chris Hemsworth, Thor, Avengers

Marvel / Walt Disney Studios

Thor

Then a relative unknown, Chris Hemsworth landed the coveted role of the Nordic god. But guess who was this close to beating him out for the role? Liam Hemsworth, his younger brother.

"I had a very early audition early on in the process, didn't go very well. My little brother had an audition, he almost got the part," Hemsworth once revealed on Quora. "Then didn't ‘cause they said he's a bit young so they opened the casting back up."

He continued, "I was really angry that he almost got the part, so I came back in with a newfound fury. And actually had to call him and say, 'How was the audition? Give me some tips,' and he did, thankfully, and I got the part. So it was a very collaborative family event, that one. Motivated by a little brotherly rivalry!"

And it all worked out for the best, as losing out on Thor eventually freed up Liam to do The Last Song aka the Nicholas Sparks movie that introduced him to his future wife, Miley Cyrus.

An early casting report from Deadline confirmed this story, with the casting director initially passing on the then 25-year-old Chris Hemsworth before he was eventually brought back in and put on tape, with Feige and director Kenneth Branagh immediately signing off.

Alexander Skarsgård

Tim P. Whitby/Getty Images for BFI

Almost Thors

Other names that were once in the mix, aside from the Hemsworth brothers? James Bond himself Daniel Craig, Grey's Anatomy star Kevin McKidd andWWE's Triple-H, as well as then-unknowns Charlie Hunnam (pre-Sons of Anarchy), Joel Kinnaman, and Alexander Skarsgaard, whose father Stellan Skarsgard would later join the film's cast.

After losing out on the role, the Big Little Lies star told MTV, "Yeah, I met with Kevin [Feige] a few times and the director [Kenneth Branagh]…There was definitely some truth in that, yeah."

Tom Hiddleston, Loki, Thor, Royal Spares

Paramount Pictures

Loki

Before turning the villainous role of Loki, Thor's brother and the god of mischief, into one of the most beloved characters in the MCU, Tom Hiddleston was actually in serious contention for the titular role.

"Thor was being cast during my first ever trip to Los Angeles as an actor. I'd been signed by an agent on the back of a Shakespeare play I did in London and they said to me: 'Come to LA and we'll introduce you to the city.' I auditioned for everything under the sun," Hiddleston, who is a natural blonde, explained, "Thor was one of them and it was a potential opportunity for me because I had a connection to Kenneth Branagh; I'd worked with him in the theatre."

While he was "proud" of that audition and ultimately got a callback after being asked to put on muscle (dropping to 7 percent body fat!), it wasn't what he was initially expecting.

"Kevin and Keith called me personally and said, 'Well, you're not going to play Thor but we would like you to play Loki.' In a way, it was a gift—and I have no regrets about it at all. I've never once thought, 'I wish I were playing Thor.'"

And he "never" had any idea what the fan response would be to the character, admitting, "That was the best-case scenario—but it was probably far beyond what I could possibly have conceived."

While fans were devastated by (Spoiler alert!) Loki's death in Infinity War, the character is set to get his own TV show on Disney's streaming service, with Hiddleston set to return as the fan-favorite.

Feige once admitted to being "surprised and happy" by the outpouring of love for Loki.

"The way that Tom brought Loki to life, with all of those different emotions and up to Hulk smashing him into the ground…we hope to have that continue," he said in a MovieFone Q&A back in 2012. "Even if you didn't read comics or weren't versed in mythology and had no idea who Loki was…they responded to him, particularly women. Tom is an amazing looking specimen but also because of that darkness, I think they find a sexiness with him as a badboy."

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Thor: Ragnarok, Tessa Thompson

Marvel

Valkyrie

After Natalie Portman's exit from the franchise, Creed star Tessa Thompson was brought in as Thor: Ragnarok's new female lead, taking on the the warrior role of Valkyrie from the comics. But she wasn't just a love interest for Thor, something Thompson was pretty vocal about when she first approached by director Taika Waititi for the role, which was later revealed to be the MCU's first bisexual hero.

"There were a lot of early conversations that I had with Taika about [the part] because you never know. Early on there were conversations, at least in the press, about her being a love interest but you want to also have a character that's dynamic and does her own thing," she told Collider, "but from the jump, Marvel and Taika really wanted Valkyrie to exist in her own plane and to offer something strong and fresh and new. I think they've been really smart to answer the call to a lot of fans that we need more women in the universe that are dynamic and not necessarily tied to male characters."

While there was some backlash after Thompson's casting was announced, as the character was white and blonde in the comics, Waititi defended the decision in an interview with Comic Book Resources.

"Right from the start we wanted to diversify the cast, and it's hard when you're working with Vikings. You want to be more inclusive and provide a broader representation," he said. "And at that point, you have to look at the source material as a very loose inspiration. And then take it from there and go with your gut. Say, 'You know what? None of that stuff matters. Just because the character was blonde and white in the comic book. That doesn't matter. That's not what [that character] is about.'

He continued, "People forget that. Die-hard fans will say, 'That's not really authentic to the comics,' but as soon as they watch the movie, and they're involved in the story, and actually what's happening, everybody forgets. The fact that we even have to keep having this conversation is ridiculous, because we keep forgetting. Unless it's the topic of the film, it just shouldn't even be—what do we even care? I think the story is king, and you want the best person for the job. We cast a very broad net, and Tess was the best person."

Spider-Man, Tom Holland

Courtesy of Sony Pictures

Spider-Man

After Marvel took Spidey over from Sony and Andrew Garfield was out, most of young Hollywood's top leading men were in the running for the coveted role—even Timothee Chalamet, the current Internet boyfriend.

Other names in the mix included Charlie Rowe, Charlie Plummer, Asa Butterfield, Matthew Lintz and Dylan O'Brien, before Marvel announced a then mostly-unknown Tom Holland as their new Peter Parker in 2015. The finalists were brought in to test with Downey for Civil War to set up for the solo Spidey movie, "Everyone else was good and then there was this other element…" he said of his chemistry with Holland.

"I've worked with a number of up-and-coming directors who have gone on to be superstars and believe that Tom is just such an outstanding talent," Tom Rothman, Sony Pictures Motion Pictures Group chairman, said in a press release. "For Spidey himself, we saw many terrific young actors, but Tom's screen tests were special. All in all, we are off to a roaring start."

And Holland proved to be the right pick, with reviews naming him "the best movie Spider-Man ever" after Spider-Man: Homecoming's 2017 release. (Sorry, Tobey and Andrew!)

Avengers: Infinity War, Benedict Cumberbatch, Robert Downey Jr., Mark Ruffalo, Benedict Wong

Chuck Zlotnick/Marvel Studios

The Hulk/Bruce Banner

Has there ever been a more tumultuous role than that of Bruce Banner/the Hulk?

Initially, Eric Bana played the mean green machine in 2003's Hulk. When that film flopped both critically and at the box office, Marvel decided to reboot, with Edward Norton taking over in 2008's The Incredible Hulk.

The film did OK…but Norton did not seem to be a fan of the MCU's rigorous filming and promotional schedule (and there were reports of creative differences).

"We have made the decision to not bring Ed Norton back to portray the title role of Bruce Banner in the Avengers," Marvel said in a statement ahead of production beginning on The Avengers. "Our decision is definitely not one based on monetary factors, but instead rooted in the need for an actor who embodies the creativity and collaborative spirit of our other talented cast members. The Avengers demands players who thrive working as part of an ensemble."

Shots officially fired, with Norton's camp calling the statement "offensive" and "mean-spiritied," going on to deny the allegations, calling it a "financial decision" on Marvel's part.

Fortunately, Marvel found the right guy in Mark Ruffalo…and realized the character worked better in ensemble settings, not standalone movies. "Mark Ruffalo's Hulk portrayal set a lot of things right in a way that made us all very happy," Feige said at a press conference.

[Hulk is] my generation's Hamlet. Everyone's gonna get a crack at it before it's all said and done," Ruffalo once joked to Vanity Fair.

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Scarlett Johansson, Black Widow, Avengers: Infinity War

Marvel Studios

Black Widow/Natasha Romanoff

Before Scarlett Johansson took on the role of the first female Avenger, making her debut as former Russian spy-turned-badass S.H.I.E.L.D. agent Natasha Romanoff in 2010's Iron Man 2, Emily Blunt was actually attached to star. Alas, scheduling conflicts with the 2010 box office bomb Gulliver's Travels, got in the way. (Never forgive, never forget!)

Before ScarJo was officially cast, Eliza Dushku campaigned for the role, with the Buffy star going n The Howard Stern Show, to say she was "perfect for the Black Widow character, that they just need to get into it." Alas, they did not.

After landing the role, Johansson revealed in an interview she actually sort of dyed her hair red to convince Marvel she was their Black Widow.

"I had actually met with Jon and Kevin [Feige] about a year before pre-production started and we just talked about some of the super heroines in the Marvel Universe. One of them is Black Widow. I think they were kind of toying with the idea of putting the character into the film, and how they would work it in, and all that kind of thing," she said. "Then when I had met Jon the second time, I did have red hair. Part of that was me wanting to experiment with my hair color, and the other part of that was me kind of hoping that Jon would like the fact that I had experimented."

But fans really didn't get to know Natasha until The Avengers, though director Joss Whedon was initially nervous scheduling conflicts could prevent Johansson from returning.

"Because of the timing of the shooting schedule, there was a moment when we weren't sure if we could get Scarlett, but I was a very happy man when she signed on because she adds so much to the film and it's a great juxtaposition to her male counterparts. Scarlett is probably the least like her character because she's so funny, delightful and just so darn cute," he said. "I wanted her to play the role completely opposite of her personality because we wanted Black Widow to be a darker incarnation of who she was in Iron Man 2. You get a bit of a hint of her back-story in this film and it isn't pretty. The great thing with Scarlett is she gets very precise about how she's playing a character and what she's doing with it, so it worked very well for the evolution of Black Widow."

And now, finally,

The Avengers, Jeremy Renner

Zade Rosenthal/Marvel

Hawkeye/Clint Barton

After his breakthrough performance in The Hurt Locker, Jeremy Renner was cast to take on the role of S.H.I.E.L.D. agent Clint Barton, though he originally denied the rumors for months, with director Joss Whedon calling his casting "so exciting."

"Hawkeye could be interesting. They're going to send me some stuff on it, see what it is," he once told Empire. "But I think they're pretty awesome, trying to make superhero movies almost plausible and not just some fantasy thing."

Renner made his first appearance in an uncredited cameo in 2011's Thor before 2012's The Avengers officially introduced Hawkeye. But the actor later spoke out about his frustrations with the human character's arc in the movie.

"At the end of the day, 90% of the movie, I'm not the character I signed on to play," he told the LA Times. "I'm literally in there for two minutes, and then all of a sudden…So there's not a lot of back story or understanding we can really tell about who Clint Barton is, or Hawkeye, and is he working for SHIELD or not? There's a lot of unanswered questions, even for me."

He then added, "At least I was still in the movie," he added. "And I was glad for that…there are a lot of people in that movie. And a lot of important characters. And my character, I felt like if I can help serve the story, then I did my job."

In the sequel, Whedon beefed up Hawkeye's role, including the surprise reveal that Clint had a wife and kids. "I loved the idea that one Avenger had a secret, and that it was that he was a normal guy who is genuinely connected to the world in a way no other Avenger is," Whedon told a fan on Tumblr. "We cut a lot of the misdirection that would have made the reveal more fun, but emotionally and thematically it still works great for me."

Heading into The Avengers: Endgame following Renner's absence in Infinity Wars, fans are hoping to see Hawkeye's dark transformation into Ronin (a la the comics).

"We're doing a lot of really wondrous things that I've always wanted to do with this character," Renner hedged in an interview. "I think everyone will be very pleased when they find out what happens."

Samuel L. Jackson, Nick Fury, Avengers

Marvel Studios

Nick Fury

C'mon, Samuel L. Jackson was the only person who could play Nick Fury. Why? Because the character in the Ultimate Marvel Comics series was literally based on him.

"Sam is famously the coolest man alive, and both myself and artist Bryan Hitch just liberally used him without asking any kind of permission," comic book writer Mark Millar admitted to Business Insider. "You have to remember, this was 2001 when we were putting this together. The idea that this might become a movie seemed preposterous, as Marvel was just climbing out of bankruptcy at the time."

Jackson ended up signing a nine-picture deal with Marvel and Nick Fury became an important character to organically weave many of the superheroes' stories together, with the (now) former director of S.H.I.E.L.D. his first appearance in Iron Man's post-credits scene, the first one in the MCU…and it ended up becoming an essential moment for the entire franchise even though that wasn't the original intent behind the quick cameo.

"That was a bit of a lark. I wanted to include Easter eggs that the fans would appreciate and we thought the idea of a post-credit scene it could be fun. It was something that wasn't really in the script originally. But I thought the idea of Nick Fury being Sam Jackson would be really fun, because when Nick Fury was re-imagined in The Ultimates (comic book) they recast him as Sam Jackson, and I thought that that would be a really good nod to the audience," Jon Favreau explained to EW. "And Kevin [Feige] was way into it, too. Kevin really lit up. We worked on that dialog together. We were very careful how we selected the words. 'You're part of a bigger world now, a bigger universe,' and 'the Avengers Initiative,' laid breadcrumbs for what was to come. We had the idea that we would somehow group these characters together, that was part of what would happen, but a lot of things had to go right for that to happen, so we were really just laying out a basic mission statement of purpose, to show our intent, and thinking that the few people who would linger in the theater would be the ones who would appreciate it most."

Little did he know Feige has major plans.

For Captain Marvel, his ninth Marvel film BTW, the filmmakers digitally de-aged Jackson by 20 years so he could play Nick Fury in the mid-'90s, also serving as an origin story of sorts for the character fans know today.

"He hadn't become jaded or a slave to the cynicism that we normally see," Jackso

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Sebastian Stan, Captain America: The Winter Soldier

Marvel/Walt Disney Studios

Winter Soldier/Bucky Barnes

Before he was cast as Cap's BFF-turned-nemesis-turned-BFF-again, Sebastian Stan actually auditioned for the titular role.

"I was really bummed that I didn't get Captain America," Stan admitted to People in 2016. "I remember getting the phone call and going, 'You were great, but it's not for you.'"

Fortunately, another call quickly came, with the I, Tonya star saying, "When they called me back again to tell me that there was this other role that I should be looking at, I was really excited because it wasn't over yet." And wouldn't be for awhile, as he signed a 9-movie deal, just like Evans.

With a few more movies left in that deal, most fans are speculating that, like in the comics, Buck will eventually assume the role of Captain America from Steve.

"I mean, look, it would have to be a very different, quote, Captain America," he said. "It just wouldn't be the same. It would be interesting," Stan said to the BUILD series of the possibility of the storyline coming to fruition. "In the comic books it was always interesting because there's an emotional turmoil, there was a guilt there that was driving for me as a character, because it's Steve's absence. It sort of felt like the guy had to once again carry on this vision that his best friend had for years and what he stood for. And that struggle, have that kinda coming into conflict with someone who's still grappling with their own past and what is the right thing to do now."

Chris Pratt, Guardians of the Galaxy

Marvel

Star-Lord/Peter Quill

Best known as the lovably dim Andy Dwyer on NBC's Parks and Recreation, it was the lead role in Guardians of the Galaxy that turned Chris Pratt into a full-blown superstar. Aside from his transformation from goofy sidekick to charismatic leading man, Pratt underwent a headline-making physical transformation to lead the rag-tag team of space misfits as Peter Quill.

"For me it felt like a perfect fit right off the bat. I felt like at my very first audition that I nailed it, but, I was afraid that I wasn't physically right for it because I was still pretty big," Pratt admitted to The Huffington Post. "I mean, I knew he had my spirit—I knew that my spirit was right. And I knew it sounded right, I just didn't look right yet."

And his director at the time sort of agreed, with James Gunn admitting, "I didn't even want to see Chris at first. He was overweight at the time, and he seemed like a comedy guy, and he didn't think he was the right person for the role. But he came in, and he was doing his audition, and 20 seconds into his audition I'm like, 'That's the guy.'"

Still, Pratt went on to lose 60 pounds in six months, hilariously documenting the journey on Instagram ("Six months no beer. #GOTG Kinda douchy to post this but my brother made me" was the caption for one shirtless gym pic) and eventually landing endless magazine covers and headlines all about his impressive new bod.

"He's a hilariously frumpy, doofy guy in Parks and Rec, and he's an incredibly kickass ripped guy in Zero Dark Thirty and that's pretty awesome," Feige said after the unexpected casting news was officially announced. "He's going to need that in Guardians. That's a big range right there."

Little did Pratt know back in the audition process that the Marvel team was looking way down the line, with Feige revealing, "We always cast for the movie we're making, but we also have an eye on the future. So when we were casting Chris Pratt, we needed the best Star-Lord, but at the same time, we said, 'We need somebody who one day might go toe to toe with Robert Downey Jr.'" (Which they did in Infinity War.)

While it's hard to imagine anyone other than Pratt and his effortless charm and swagger playing Peter, Marvel had considered Eddie Redmayne, Joel Egerton, Jack Huston, Joseph Gordon-Levitt and Lee Pace for the role, with Pace ending up taking on the role of villain Ronan the Accuser. But the No. 1 contender after Pratt seemed to be an It's Always Sunny in Philadelphia star: Glenn Howerton.

Zoe Saldana, Guardians of the Galaxy

Marvel Studio

Gamora

Who better to play the deadliest woman in the galaxy and estranged daughter of Thanos than Zoe Saldana, with her impressive action resume that included Avatar and Star Trek?

While there was initially talk of using CGI for the role of the green assassin, Zaldana opted to go through daily four-hour make-up sessions instead.

In an interview with Net-a-Porter, Saldana called out other actors who claim the Marvel stars are selling out by doing superhero movies. "Those elitists should be a little more cognizant about what playing a superhero means to a young child. Because you're not just dissing me, you're dissing what that child considers important in their world," she said. "I feel so proud to be living in space, to be playing green and blue aliens, to inspire, primarily, the younger generations. I remember what it was like to be young and to feel completely excluded out of the mainstream conversation of life because I was just little and unimportant and ‘other.'"

Still, Saldana had major concerns before officially signing on, noting director James Gunn was completely on board with all of her notes.

"I was not that excited about the script from Gamora's standpoint. You want me in every scene, but I don't speak in any of them," she said during a roundtable interview with bloggers. "So I'm just going to go there for 6 months, go through 5 hours of make up every day, 6 days a week, to just be like a fly on the wall in every scene? And just look at all the guys while they're cracking jokes…And before any lunch break you're going to do my close up? I'm like, "No baby, that's not going to happen.'"

And it didn't, with Gamora becoming one of the emotional anchors of the franchise, and playing a pivotal role in Infinity War.

Saldana was Marvel's first choice for the role, but other rumored stars up for the role allegedly included Olivia Wilde, Gina Carano, and Adrianne Palicki, with Palicki later joining the Marvel TV universe in ABC's Agents of S.H.I.E.L.D.

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Rocket Raccoon, Guardians Of The Galaxy

Marvel Studios

Rocket Raccoon

While he has all the makings of a Marvel leading man, Bradley Cooper decided to go fur more unusual superhero route than most of his peers. (See what we did there?)

Cooper described Rocket's voice as "Gilbert Gottfried meets Joe Pesci" during an appearance on Ellen, saying he initially intended on using a much more serious voice a la Daniel Day Lewis in There Will Be Blood.

But some fans might not know Cooper isn't the one to don the green suit on set to play Rocket. It's actually Sean Gunn, the brother of director James Gunn who also plays Ravagers member Kraglin.

"He is a motion reference actor. That means we film everything Sean does on set as Rocket. We film it," Gunn once explained on Facebook. "I don't stop doing takes of him until we get the performance right and then we use that performance as a basis for much of Rocket's acting."

And before locking down the A Star Is Born director and star, Marvel reportedly gauged the interest of big-time comedians like Adam Sandler and Jim Carrey to voice the foul-mouthed member of the Guardians.

Groot, Guardians of the Galaxy

Marvel

Groot

Arguably one of the most adored characters in the $10 billion MCU franchise is voiced by the face of one of the world's other major franchises: The Fast and the Furious' Vin Diesel. And his origin story began with a prank, as Marvel contacted him about a role after he posted on his Facebook that Marvel had "requested a meeting."

While Groot only has one line—his infamous "I am Groot"—Diesel actually received separate scripts that revealed the meaning and inflection behind each time Groot speaks.

"The special Groot version of #GotGVol2 that only Vin Diesel & I have, where every Groot line is printed in English," director James Gunnonce revealed on Instagram, showing off the "Groot Version" of the GOTG Vol. 2 script.

And even when Groot (spoiler alert!) died at the end of the first Guardians of the Galaxy only to be reborn as a tiny potted plant, Diesel still voiced Baby Groot.

"I mean, there's a tiny amount of processing that we do on a few of our characters, but it's very little,"Gunn told EW. "It's mostly just Vin's voice. He's able to, you know, speak in a much higher register than he normally does."

Dave Bautista, Guardians of the Galaxy

Marvel Studios

Drax the Destroyer

Before landing one of the biggest roles over at DC with Aquaman, Jason Momoa revealed he was in talks to play Drax and even auditioned with Chris Pratt before choosing to walk away.

"It didn't really fit in my time because I've done so many things where I don't say much and I'm colored up and I have my shirt off again," the Games of Thrones star explained to Zap2It. "It's not that it's not a good role, it just wasn't the right thing. I was on Stargate: Atlantis for four years playing a similar character called Ronon, who was an alien who didn't say much and grunted. I've been there and done that, whether people have seen it or not.You want to stretch."

Marvel ended up finding their perfect Drax in WWE star Dave Bautista, though he admitted to being "terrified" during the audition process. "Each time I was called back," Bautista told Wired, "it became more nerve-wracking and more real."

Of casting the MMA fighter, Feige said, "One of the reasons Bautista got the part was because his banter and ad-libs and screen tests with Pratt were awesome."

And landing a role on space's rag-tag team was a dream come true for him, with Bautista telling Hero Complex, "I still can't freaking believe I got this job. It's something that I wanted more than anything I ever wanted in my life. When I got it, I broke down and cried like a little baby."

Hey, to spend five hours in make-up every day you gotta love what you do!

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Karen Gillan, Nebula, Guardians of the Galaxy

Marvel Studios

Nebula

Has there ever been a cooler casting confirmation that Karen Gillan stepping out at Comic-Con in 2013 to debut her shaved head, officially announcing she was joining Guardians of the Galaxy as Nebula, one of the movie's main villains and the sister of Gamora?

Already a genre favorite for her time on Doctor Who, Gillan later told W Magazine, "In the audition for [Guardians of the Galaxy], they asked if I was willing to shave my head, and it sounded like a cool project and I was up for this change. I've always had long red hair that was kind of a defining feature for me."

Originally, Nebula was supposed to die in the first GOTG, with Gillan later telling EW, "I was really shocked when I got to come back and as part of the team in the next movie. That was amazing! I definitely didn't expect that."

Nebula has gone on to play a crucial role, even surviving her adoptive father Thanos' infamous finger-snap, standing alone with Tony Stark by Infinity War's end.

Pom Klementieff, Mantis, Guardians of the Galaxy

Marvel Studios

Mantis

"The most awesome and easiest person I've ever had to cast" is how Guardians of the Galaxy director James Dunn described Pom Klementieff, who joined the franchise in Vol. 2 as Mantis, the new addition to the team that can control others' emotions.

"She blew me away," he continued. "She's amazing, and I can't wait to share her with the world."

And in a statement announcing the casting, Gunn revealed Marvel "auditioned a lot of actresses for that role. We had four actresses screen test and each of them was completely amazing. Pom Klementieff just happened to be the best in terms of being very emotional, which the character has to be. That by her nature is her super power, so to speak. She is an empath."

A huge fan of the first movie, the French actor admitted she was "really freaking out" during her auditions.

Paul Rudd, Ant-Man

Marvel / Walt Disney Studios

Ant-Man/Scott Lang

One of Hollywood's most beloved stars Paul Rudd landed the role of Marvel's pint-sized superhero, much to the Internet's delight, in 2012.

"We felt a huge sense of relief because the first step in creating any Marvel Studios film is finding the right star. We knew early on that we had found the right person in Paul," Feige said. "When he not only agreed to do it but became as enthusiastic as any actor we'd ever met with about doing the work, we knew we'd found the right guy."

Per a Variety report before Rudd's casting was announcement, the other actor who was seriously considered for the role was Joseph Gordon-Levitt.

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Ant-Man and the Wasp

Marvel Studios

The Wasp/Hope van Dyne

Already a genre fave thanks to her turn as Kate on ABC's Lost and Tauriel in The Hobbit: The Desolation of Smaug, Evangeline Lilly was tapped to play Hope van Dyne in Ant-Man, delivering the telling line at the film's end: "It's about damn time."

And with 2017's Ant-Man and The Wasp, Lily became the first woman to headline an MCU movie, with Hope really taking on the lead role as finally fully became the Wasp, with Scott serving as her sidekick.

"There were a lot of girlfriends and wives. And that's typical of what we saw in the original comic books," Lilly told ESPN. "So it's an exciting time for me to be working with Marvel as they give women these mantles in which they are fully realized people."

But Lilly isn't all that interested in a standalone Wasp movie, believing Scott and Hope work as a duo, saying, "So I don't love the idea of breaking them up—except if there was an all-female Avengers film…then I'm in." Ditto!

Rumors prior to Lilly's casting speculated that Emma Stone and Rashida Jones met with Marvel to discuss the role, and Jessica Chastain allegedly turned down the role due to scheduling conflicts.

Doctor Strange

Jay Maidment/Marvel

Doctor Strange/Dr. Stephen Strange

The Internet nearly had a meltdown when it was first rumored that Benedict Cumberbatch, beloved for his turn as Sherlock Holmes on Sherlock, was the frontrunner to play Doctor Strange, easily Marvel's riskiest standalone yet. Alas, scheduling conflicts initially prevented it from happening. "I really did think I had to kiss it goodbye," Cumberbatch told Empire.

Enter: Joaquin Phoenix, another unusual but prestige choice. But, for whatever reason, nothing ever came of the talks between the Oscar winner and Marvel, with Phoenix later sort of (but not really) explaining, "I enjoy those movies sometimes, and I think they keep the f–king industry going in some ways, so I don't have a problem with it at all…I'm trying to figure out how to say this most diplomatically…I think everybody was really happy with how things turned out."

After meeting with a few other people (allegedly including Tom Hardy and Jared Leto), director Scott Derrickson ultimately convinced Marvel to push back filming in order to secure their No. 1 choice for the renowned doctor-turned-sorcerer.

"I thought Benedict was perfect as Doctor Strange, because [he] has the combination of high education and high intelligence. I believe that he can be a top neurosurgeon. He's so smart and also has incredible depth, feelings, and range as an actor," Derrickson told Vanity Fair. "He has to play this arrogant neurosurgeon who goes through this emotional journey. He goes through a lot of pain, a lot of suffering, a lot of disorientation, a lot of anger and then enlightenment. There aren't a lot of actors that I felt could cover all of that, but Benedict can. I felt that he would be a great action star. He has the ability to give the audience emotion even in the middle of an action scene. Harrison Ford is the greatest example of all time. You never get tired of watching his face no matter what he is doing, because you are feeling what he is letting you feel. And Benedict is the same way."

Captain America: Civil War, Paul Bettany

Marvel

Vision/JARVIS

Paul Bettany has been one of the actors with the longest history in the MCU, even if you didn't know it. The British actor served as the voice of JARVIS, Tony's trusty A.I. sidekick in the first Iron Man movie that kicked off everything and it's probably the funniest origin story in the entire MCU.

"I got a phone call from Jon Favreau saying, 'I need the voice of a sort of personality-less robot and I thought of you immediately,'" Bettany recounted to GQ. "[Laughs] I thought it was the funniest thing I'd ever heard so I said yes."

For The Avengers: Age of Ultron, Marvel made the rare move of casting Bettany as Vision, as JARVIS (RIP!) was uploaded into a synthetic body, along with the Mind Stone, to create the superhero.

"They [Marvel] have a rule, that you're not allowed to play more than one character in the Marvel universe," Bettany told Business Insider. "So, they broke the rules…they bent the rules slightly for me because Joss [Whedon] really wanted to bring the Vision into the film world, and he really wanted me to do it."

So how was the transition from two hours of voice-work to physically being on-set?

"Before I used to turn up for two hours and get paid a silly amount of money for…I used to feel like a pirate running off with a bag of cash at the end of the day," Bettany joked. "Now, I actually have to show up and stuff."

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Avengers: Infinity War, Elizabeth Olsen

Marvel Studios

Scarlet Witch/Wanda Maximoff

After breaking out of her insanely famous older twin sisters' tiny-but-mighty shadows in 2011's indie hit Martha Marcy May Marlene, Joss Whedon knew Elizabeth Olsen was the star he wanted for the Russian superhero, which is based on the Marvel Ultimates version of the character and her twin, though they got their powers (she can go inside people's minds and has telekinetic abilities) after being experimented on by H.Y.D.R.A. in the film.

But she wasn't even sure what role she was meeting for at first, telling EW, "I met with Joss and vaguely knew the characters we were meeting about. No one told me. I just knew it had to do with the next Avengers, and they were introducing two new characters, and that was all I knew."

Before Olsen was cast, the big rumor was that Saoirse Ronan was going to suit up as Scarlet Witch (with Marvel reportedly even using her as the prototype in the development process). "I have heard about it and yes, I would. Yeah, of course I would [be interested]," the Lady Bird star once said. "I love Joss and I love those films, and I love his handle on them and how he portrayed these kinds of superheroes. I think it's very different from what anyone else has done. So yeah, I'd love to be in it."

Scarlet Witch ends up as part of the new generation of Avengers by the end of Age of Ultron, though she suffers two losses: her brother, who heroically dies in battle, and her Russian accent, which is just dropped by Infinity War. So what happened to it?

"We have intentionally tried to strip that accent away for a couple of reasons. One is you'll notice at the beginning of Civil War that Black Widow is training her to be a spy, and two is she's been on the run, and one of the most distinguishing characteristics that she has is her accent," co-director Joe Russo explained on the Happy Sad Podcast. "So if you're gonna try to disguise yourself or hide yourself or not be caught, you're going to try to limit those trigger warnings that would make it easy for someone to identify you, which would be inclusive of her accent."

Works for us!

Fans can prepare to learn a lot more about Scarlet Witch on the small screen as Disney's upcoming streaming service will have a TV series about the character, with Olsen reprising the roe in some capacity.

Quicksilver, Aaron Taylor-Johnson, Avengers

Marvel

Quicksilver/Pietro Maximoff

Why did director Joss Whedon pursue only Kick-Ass' Aaron Taylor-Johnson for the role of Quicksilver for Age of Ultron?

"He is an old-school movie star. Pietro has always been kind of a dick. Aaron is so beautiful—like sculpture beautiful—that you buy him as somebody who's going to be a little arrogant," Whedon told Buzzfeed. "He's not as a person. He's a dear. He works his ass off. But I knew that he could play that guy."

But it took about a year for Taylor-Johnson to decide whether or not he wanted to join the MCU, explaining, "You've got such a huge cast, what the hell difference is it going to make if I come on the scene? So it was the character and that took about a year of going back and forth about it. It took a while but I'm super happy to be in that one."

One reason he ended up signing on was because his onscreen wife in the Godzilla reboot, Elizabeth Olsen, was set to play Quicksilver's twin sister.

However, expectations were already high for the speedy superhero, thanks to Evan Peters' breakout and beloved turn as the character in X-Men: Days of Future Past, with Whedon admitting he was a fan of the sequence, but "I was never thrilled."

Still, Taylor-Johnson, who is friends with Peters, wasn't too concerned.

"I think the X-Men movies are great. I don't fear things like that. I feel like without Scarlet Witch, you haven't really got Quicksilver," he told Buzzfeed. "We're not just, like, a little moment in this. We have a story. We have a history. Yeah, OK, he's fast as fuck, but who cares? It's just a super power, you know?

Gwyneth Paltrow, The Avengers

Marvel Studios

Pepper Potts

Marvel went big for its first leading lady, landing Oscar winner Gwyneth Paltrow to star opposite Robert Downey Jr.

"Gwyneth is the embodiment of a leading lady. She brings intelligence, poise and an incredible range of talent to this role," Feige said at the time. "We could not be more excited about the great chemistry this illustrious cast will bring to Iron Man."

While Paltrow initially said she'd likely only do the three Iron Man movies, she's gone on to appear in several other MCU movies.

"I'd be open to more Pepper because I love working with Robert and it's a great franchise," Paltrow told Empire, with The Avengers director Joss Whedon later revealing RDJ fought to add Pepper Potts into the film.

"He really thought Gwyneth would bring something great to the table, and we all thought so as well, but he was the one who convinced her to come and do it," he said.

But Paltrow seems ready to move on from the franchise, recently telling Variety, "I mean, I'm a bit old to be in a suit and all that at this point. I feel very lucky that I did it, because I actually got talked into it. I was friend with Jon Favreau. It was such a wonderful experience making the first Iron Man and then to watch how important it has become to fans."

Still, she secured a life-long friend in Downey, who delivered a toast at her wedding to Brad Falchuk in September 2018. Pepperony forever!

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Anthony Mackie, Falcon, Sam Wilson, Avengers: Infinity War, Poster

Marvel / Walt Disney Studios

Falcon/Sam Wilson

Coming off of his breakout performance in The Hurt Locker, Anthony Mackie was cast to play Cap's new right-hand man in Captain America: The Winter Soldier, kicking off a fun bromance triangle with Bucky later on.

But at a 2015 Emerald City Comic-Con event, he revealed he actually reached out to Marvel with a different character in mind.

"I was initially writing them because I wanted to be Black Panther," he said on stage. Of course, they eventually got back to him…about Falcon, a role Mackie was more than "happy" to take on.

"To go to work with those people every day, I'm very content and happy to be Falcon, next to Captain America," he said, "It's great to be in a great movie with a great group of people rather than let your ego say, 'I have to be the guy.'"

Captain America: The Winter Soldier co-director Anthony Russo told Collider of casting Mackie, "Yeah, we fell in love with Anthony Mackie for this character because he has an energy and a sense of fun and…Cap's coming from a very difficult place in this movie. He's basically a guy who wakes up in the modern world, we're maybe a year or two after he's come out of the state and his whole world is gone, this guy has lost everybody. It's a very severe sort of emotional and psychological place to be in, and Anthony Mackie just has this sort of wonderful energy that we just thought, if you're going to form a new friendship, he needed somebody like that to pull him."

Hayley Atwell, Agent Carter, Avengers

Marvel/Katrin Marchinowski

Peggy Carter

Another Marvel role, another missed opportunity for Emily Blunt to join the MCU.

Producers had eyed The Devil Wears Prada standout for Peggy Carter, Captain America: The First Avenger's female lead, but she later explained to Vulture of Peggy and Black Widow not working out, "It was never the right time, really, and it just didn't work out scheduling-wise with those two. It's always a difficult thing to talk about, because it's not fair to the actresses who ended up playing them, you know? It just wasn't the right time."

While the role easily could've been a forgettable, generic "girlfriend to the hero" one, relatively unknown Hayley Atwell, then just 22,turned Peggy into a fan-favorite.

"I likened her character to that famous Ginger Rogers quote. She can do everything Captain America can do, but backwards and in high heels," she said. "She's an English soldier through and through, although she always looks fabulous. She might stand there with a machine-gun shooting Nazis, but she's obviously gone to the loo beforehand and applied a bit of lipstick. She doesn't need to be rescued. That's exciting to me: her strength."

In fact, Atwell was so well-received she ended up receiving her own TV show, Agent Carter, which ran for two seasons on ABC.

Don Cheadle, War Machine, James Rhodes, Avengers

Marvel / Walt Disney Studios

War Machine/Colonel Rhodes

There's no drama quite like MCU recast drama, as we learned with the Hulk. In Iron Man, Terrence Howard played Rhodes, Tony Stark's BFF/U.S. air force office who eventually becomes War Machine. But by 2010's Iron Man 2, Howard was on the outs with Marvel, with Don Cheadle taking over the role.

And Howard, who was actually the first actor cast on Iron Man (and reportedly paid more than Downey) was not going quietly; during an appearance on Watch What Happens Live, the vocal Empire star blamed RDJ for his exit.

"It turns out that the person that I helped become Iron Man, when it was time to re-up for the second one took the money that was supposed to go to me and pushed me out," Howard claimed. "We did a three-picture deal. So that means, you did the deal ahead of time. It was going to be a certain amount for the first one, a certain amount for the second, certain amount for the third." He then alleged they only offered him a small fraction of what he was originally intended to receive "'because we think the second one will be successful with or without you.' And I called my friend that I helped get the first job, and he didn't call me back for three months."

As for Cheadle, he didn't have a lot of time to make a decision about taking over War Machine's duties, revealing he was only given an hour to decide. "I said, 'An hour? It's like eight movies!'" he said on Late Night with Seth Meyers.

He also revealed that he nearly landed the role in the first place, telling MTV News, "I met very early on before the first one with Jon [Favreau] and the team…and I guess there was a split —some people Terrence, some people me."

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 Josh Brolin, Avengers: Infinity War

Marvel Studios

Thanos

OK, technically, he's the biggest of the MCU's big bads thus far, but in his own mind, Thanos is humanity's savior, right?

While mostly CGI, directors Joe and Anthony Russo eventually sought out Josh Brolin for the role when it came time for Thanos to truly eff s–t up. (Thanos first made his debut in the post-credits scene of The Avengers, with Damion Poitier playing him.)

"He's such an amazing performer and so uniquely suited to Thanos," Anthony Russo said in an interview with The Telegraph. "What we were looking for in the character of Thanos is the strongest, most intimidating figure in the universe. While at the same time we wanted to tell a story about a character with a really complex and empathetic interior life. There are not a lot of actors that can give you both of those things. Josh Brolin is perhaps the best example that you can find where you have somebody who has a physical presence and brings that level of intensity and threat, while at the same time having another layer always at work underneath that, which is a very complex inner life and a lot of emotional depth and texture."

Joe added, "Josh created an incredibly nuanced character who is both frightening and oddly emotional."

When it came to making the decision to play the purple eight-foot-tall "Mad Titan," Brolin told Total Film he had to make a call first: "At the beginning, before I said yes, I called Mark Ruffalo and I said, 'What do you think of this?' He was like, 'It's going to be really uncomfortable in the beginning, and then you see the movie, and you'll just be absolutely blown away by the stuff you were doing.'"

Captain Marvel hits theaters on March 8, 2019.

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