Close calls in movie casting history always fascinate me. The possibility of some other actor inhabiting what has become the definitive version of that character in your head is mind boggling. The reasons why people turn down roles, especially in successful franchises, are especially confusing. Those last minute casting changes are heartbreaking at times, especially when you see the aftermath of events and how the actors' careers were affected.

With all of the casting switch-ups there have been, we've decided to aim our sights at recasting in movie trilogies. We've broken it up by recasting of characters that took place during filming, between a film and its sequels, and before the actor began filming their part. We've also included a close call and some honorable mentions, as well as some rare footage and photos. Enjoy!

During Filming:

Marty McFly (Back To The Future Trilogy)

Director Robert Zemeckis offered Michael J. Fox the role of Marty McFly. But due to scheduling conflicts with Fox's sitcom Family Ties and a mandate from the studio that forced a firm start date for the time travel comedy, the role was reluctantly offered to Eric Stoltz. This is one of the biggest recasts in movie history, because they had already shot 5 weeks of footage with Stoltz before ultimately deciding that his "comedy sensibilities were very different" than what they had intended in the writing process - that's a very nice way of saying that he wasn't funny. After getting the "okay" from producer Steven Spielberg, they to came the "heartbreaking" (additional $3 million dollar) decision to reshoot those scenes from the first 5 weeks, with the now available Michael J. Fox.

Aragorn (The Lord Of The Rings Trilogy)

Director Peter Jackson's first two choices for the role of Aragorn were Daniel Day-Lewis and Russell Crowe. Day-Lewis passed on the offer, and Crowe couldn't take the part due to scheduling conflicts. They settled on a much younger actor,Stuart Townsend, who spent two months training and rehearsing for the sword-wielding role of Aragorn. After four days of filming with Townsend, Jackson and the producers realized they had cast Aragorn too young. Viggo Mortensen, who is 14 years older than Townsend, would go on to takeover as Isildur's Heir. Mortensen initially knew little about the source material and accepted the role going off the word of his son, who was a fan of the Tolkien novels.

The Oracle (The Matrix Trilogy)

Gloria Foster played the Oracle in The Matrix (1999) and The Matrix: Reloaded(2003). Much like Back To The Future the sequels to The Matrix were shot back to back. Sadly, before Foster could shoot her scenes in The Matrix: Revolutions (2003) she passed away due to complications from diabetes. Instead of simply recasting the role, the Wachowski Bros. wrote the physical change of the Oracle into the script with actress Mary Alice taking over the role for Revolutions and the Enter The Matrix video game.

Zee (The Matrix Trilogy)

Actress/R&B star Aaliyah had filmed part of her role as Zee in The Matrix: Reloaded and was scheduled to complete the role for the final installment of the franchise as well. Due to her untimely death in 2001 in a plane crash in the Bahamas, the role was recast with Nona Gaye and Aaliyah's scenes (which included several significant shots with other cast members) were reshot.

Aftermath: Aaliyah's scenes were later included in The Matrix Ultimate Collection Series.

Between Films:

James "Rhodey" Rhodes (Iron Man Trilogy)

Iron Man (2008), the first film of the soon to be trilogy, was a surprise hit. So it was surprising that Marvel played some hardball and took their time bringing back Jon Favreau to direct the sequel. Though they ultimately did bring him back, Terrance Howard was replaced by Don Cheadle in the role of Col. James "Rhodey" Rhodes. The early rumors claimed that Howard wanted a bigger payday and threw a contract tantrum. In an interview with NPR however, Howard would say that he heard about the recasting the same way we did, saying, "It was the surprise of a lifetime. There was no explanation. I read something in the trades implicating that it was about money or something."

Aftermath: Instead of completely ignoring the fact that the character was recast, there were a couple jokes referencing that fact in Iron Man 2(2010). In the courtroom scene, when Rhodey is introduced, a surprised Tony Stark says, "Rhodey? What? Hey, buddy. I didn't expect to see you here." Rhodey, shown only from behind replies, "Look, it's me, I am here. Deal with it. Let's move on."

Also a reference to the recasting, at the end of the Garden Battle, Rhodey tells Tony, "I think you should lead with that next time." Favreau explains in the commentary, that it's a reference to the fact that they should have just cast Cheadle in the first movie. Tony apologizes by saying "Yeah, sorry boss. I could only use it once... It's a one-off." "One-off" is also a film term used to describe recasting.

Rachel Dawes (The Dark Knight Trilogy)

Katie Holmes' performance as Rachel Dawes was often thought of as the weak link in Batman Begins (2005). Despite that, fans were upset when Holmes decided to not reprise her role in The Dark Knight (2008). Director Christopher Nolan offered the role of Gotham's Assistant District Attorney to Maggie Gyllenhaal. Gyllenhaal only accepted the role after receiving Holmes' blessing. Holmes turned down the role for a chance to work with one of her heroes, Diane Keaton, in the comedy heist film Mad Money (2008). During press for that film, when asked if she had any regrets about the decision, she told MTV:

Not at all. I had a great experience working with Chris Nolan [and] I'm sure it's going to be a great movie. [But] I chose to do this movie [Mad Money], and I'm really proud of it. I was so excited to work with Diane [Keaton] and Queen Latifah.

Rumors had it that Tom Cruise, upset with a love scene in the Dark Knight script (that never made it into the film), advised his then wife to not take the role.

Aftermath:

Mad Money would go on to gross only $20.6 million at the box-office, while The Dark Knight would become one of the highest grossing movies of all time, earning $530 million in its domestic run. Mad Money was given poor ratings all around from critics, while Maggie Gyllenhaal received praise for her well grounded performance as Rachel Dawes.

George McFly (Back To The Future Trilogy)

Crispin Glover was one of many young actors who tested for the role of Marty McFly. He would go on to win, instead, the part of Marty's fumbling father George. After the success of the first film, in which Glover had a considerable amount of screen time as George McFly at ages 17 and 47, Glover wanted a higher salary for the sequels, as well as script approval. Zemeckis and the producers felt that Glover's salary demands, which were equal to that of Michael J. Fox, were too high. So they recast the role... kind of. By using several tricks in order to hide or obscure the character's face (glasses, back of the head, putting him upsidedown), intercutting archived footage from the first film with new scenes, and using prosthetics in Glover's likeness, they were able to almost seamlessly (I didn't notice when I was a kid) use actor Jeffrey Weissman as a quiet replacement. They even billed Glover in the closing credits of the film as "George McFly in footage from Back to the Future."

Aftermath: Glover hadn't given permission for them to use his likeness, nor did they pay him for the footage they used from the first film. Glover sued the producers of Back To The Future, seeking one million dollars in damages. The case, which was settled for an undisclosed amount, prompted the Screen Actors Guild to devise new regulations, which prohibits the unauthorized use of an actor's image and likeness.

Despite the lawsuits, Zemeckis and Glover patched things up and worked together on Zemeckis' mo-cap retelling of Beowulf (2007).

Jennifer Parker (Back To The Future Trilogy)

Due to her mother becoming ill, Claudia Wells decided that she couldn't go on filming the Back To The Future sequels. The role was recast with Elisabeth Shue. The closing scene for Back To The Future was redone nearly shot-for-shot with Shue for the opening of Back To The Future 2(1989).

Aftermath: Wells wouldn't return to acting for the better part of the next two decades. On the other hand, Shue enjoyed a fairly busy career, earning an Oscar nomination for her role in Leaving Las Vegas (1995). In yet another recasting of the role of Jennifer Parker, Claudia Wells would go on to voice the character for TellTale Games' Back To The Future: The Game, 26 years after last playing her.

Emperor Palpatine (Original Star Wars Trilogy)

The unnamed Emperor first appeared in The Empire Strikes Back (1980). The character was originally portrayed by a woman, Elaine Baker (wife of make-up designer Rick Baker), and was voiced by New Zealand-born actor Clive Revill. In Return of The Jedi (1983), the role was taken over by Ian McDiarmid. Along with the casting, the look of the character changed drastically between the films as well. In Empire Strikes Back, chimpanzee eyes were superimposed on Baker's face to create an "unsettling" look. In Return of The Jedi, the then 38-year old McDiarmid spent hours in the makeup chair to portray the century old Emperor.

Aftermath: Ironically, nearly two decades later, when George Lucas started making the Star Wars prequels, Ian McDiarmid was the perfect age to portray his younger self. In one of countless changes made to the original films for DVD and Blu-Ray releases, Lucas reshot the scene from Empire Strikes Back with McDiarmid, in order to create continuity. Some dialogue was changed as well.

Before Filming:

Logan/Wolverine (X-Men Trilogy)

A slew of actors were considered for the role of Wolverine in Bryan Singer'sX-Men(1999). The director made a strong push to get Russel Crowe, who turned down the offer when they couldn't meet his salary demands. Scottish actor Dougray Scott would go on to win the role. But filming delays on Mission: Impossible 2 (2000)would force Scott to have to drop out of the movie. The then unknown Aussie actor, Hugh Jackman, would be cast as the adamantium-clawed mutant 3 weeks into filming. Jackman would spend the rest of the shoot bulking up for the shirtless scenes in the film that were saved for the end of production.

Aftermath: Along with the two films that would round out the X-Men trilogy, Jackman would enjoy much success as an actor and performer, as well as two Wolverine spin-off films, one of which is currently in production. Scott continues to enjoy a good career, but is hardly the household name that Jackman became with the Wolverine role.

Scott Summers/Cyclops (X-Men Trilogy)

Jim Caviezel was originally tapped to play Scott Summers a.k.a Cyclops in X-Men. But the shooting schedule for X-Men conflicted with Caviezel's sci-fi thriller Frequency(2000). So, much like Dougray Scott, Caviezel would have to drop out of his role in X-Men due to prior filming obligations. Singer would cast James Marsden, who literally had big shoes to fill because of Caviezel's exit. The actor, who is 4 inches shorter than Caviezel, would have to wear lifts so he wouldn't be dwarfed in the on screen love triangle between his, Famke Janssen, and Hugh Jackman's characters.

Aftermath: Singer stepped out of the director's chair for the X-Men franchise after the second film to shoot Superman Returns (2006). Marsden, who had a major role in Singer's Superman flick, would be unceremoniously killed off in the opening moments of the third X-Men film, X-Men: The Last Stand (2006).

Ironically, Jim Caviezel was rumored to be the studio's "fall back" choice for the Man of Steel if Singer didn't find the perfect unknown that he was searching for. It was also rumored that Singer didn't want Caviezel, because he had played Jesus Christ in The Passion of The Christ, since in Superman Returns the main character is portrayed as a Christ-like figure.

Jennifer Parker (Back To The Future Trilogy)

What's that?! You thought the Back To The Future trilogy recasts were over? Not quite. This is the fourth and final one though. Even though Claudia Wells would ultimately go on to star in the first film, she initially had to turn down the role of Jennifer Parker due to scheduling conflicts with her sitcom, Off The Rack. So there was a brief time when Melora Hardin (best known as Jan from The Office) was to be Jennifer. She was to play opposite Stoltz, who (as you know) would ultimately get canned. After Michael J. Fox was cast as Marty McFly, Hardin was too tall for the role. Within those 5 weeks, Off The Rack was cancelled, allowing Wells to be recast as Jennifer. Hardin never shot any scenes as Jennifer.

So if you've been keeping track, the character of Jennifer Parker was passed around like this, Wells > Hardin > Wells > Shue > and back to Wells for Back To The Future: The Game.

Close Call:

Peter Parker/Spider-Man (Spider-Man Trilogy)

After sustaining a back injury during the filming of Seabiscuit (2003) it was uncertain whether or not Tobey Maguire would be able to fulfill the physically demanding role of Spider-Man for Spider-Man 2. Sony began negotiations with Jake Gyllenhaal, a dead ringer for Maguire, who also just so happened to be dating Kirsten Dunst (Mary Jane Watson) at the time. Maguire would recover in time to dawn the mask and tights for Spider-Man 2 and unfortunately, for Spider-Man 3 as well.

Aftermath: The resemblance that Maguire and Gyllenhaal share is undeniable - the two would go on to star together as brothers in the aptly titled film, Brothers (2009).

In a scene in Spider-Man 2, where Peter Parker attempts to regain his Spidey powers, Peter falls and lands on his back. As he walks away from the fall he groans to himself, "My back. My back." In the Spider-man 2 commentary, director Sam Raimi and Maguire state that the joke was unintentional, and not targeted at the actor's much publicized injury.

Honorable Mentions:

Clarice Starling (Hannibal Films)

Since Red Dragon (2002) was shot as a prequel to Silence of The Lambs (1991) and Hannibal (2001), it doesn't quite qualify as a trilogy. But it's pretty damn close, so this definitely deserves a mention. Despite Anthony Hopkins jumping back on board to play Hannibal Lecter, Jodie Foster turned down the offer to reprise her role as FBI Agent Clarice Starling, because she felt the characterization of Starling in the Hannibal novel, which the film is based off, had "negative attributes" and "betrayed" the original character. She elaborated on this in an interview with Total Film in 2005, saying:

The official reason I didn't do Hannibal is I was doing another movie, Flora Plum. So I get to say, in a nice dignified way, that I wasn't available when that movie was being shot...Clarice meant so much to [Silence of the Lambs director] Jonathan [Demme] and I, she really did, and I know it sounds kind of strange to say but there was no way that either of us could really trample on her.

Amidst uncertainty from the studio about whether or not audiences would be okay with the recasting the character, Hopkins suggested his Surviving Picasso co-star Julianne Moore to director Ridley Scott. Moore would sign on to play the FBI agent.

Aftermath: The controversial ending of the book (*spoiler* Clarice is brainwashed by Lecter, and the two go on a violent spree together as lovers), which is likely what Foster's beef was about, was changed for the film. The release of the film would break box-office records in the USA, UK, Australia, and Canada.

Indiana Jones (Indiana Jones Franchise)

This is a weird one, since the second film, Indiana Jones and The Temple of Doom (1984) is a prequel to Raiders of The Lost Ark (1981). The Last Crusade and The Kingdom of the Crystal Skull make it four films, but if we block the last film from our memory, is it a trilogy? I don't know, so we're slappin' an "honorable mention" on this one...

Director Steven Spielberg suggested to George Lucas that they bring in Harrison Ford for the role of archeologist, Indiana Jones. Not interested in making Ford his version of Martin Scorcese's DeNiro, Lucas went on the hunt for a lesser known actor. That year, Tom Selleck tested for Magnum P.I. and Raiders of the Lost Ark, and got both parts! Too bad he signed with CBS first, because they wouldn't let him out of his commitments to Magnum P.I., which forced him to drop out of the role. With three weeks left before they needed to start filming, Spielberg persuaded Lucas to bring in Ford after the producers were impressed with Ford's turn as Han Solo in The Empire Strikes Back.

Aftermath: The rest is history. Harrison Ford went on to become one of Hollywood's biggest stars. Tom Selleck is still a household name, but mostly for being a tiny shorts wearing houseguest/investigator. Selleck would eventually get his day as Indiana Jones, with the release of his screen test for Raiders...

Storm (X:Men Trilogy)

I know Halle Berry wasn't recast with Halle Berry in the X-Men films. But anytime I get to point out that Storm had an accent in the first X-Men movie, and that it just disappears in X2: X-Men United and in X-Men: The Last Stand, I take that opportunity. For that awful change-up this gets an honorable mention.

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