Stuart Gordon (Re-Animator) was attached to direct when Iron Man was first developed in 1990.
Quentin Tarantino was approached to develop the movie in 1999.
Joss Whedon briefly became attached to the project in 2000.
Nick Cassavetes (The Notebook) was actually announced as the director of Iron Man in 2004.
Nicolas Cage was attached in 1996.
Tom Cruise was going to develop it as a starring vehicle for himself in 1998.
Clive Owen was considered.
Sam Rockwell was considered.
Hugh Jackman was offered the role.
Timothy Olyphant screen tested for the part.
Rachel McAdams was Favreau’s first choice, but she declined.
Jessica Biel, Gemma Arterton, Natalie Portman, Jessica Alba and Angelina Jolie were all considered for the role of Black Widow. Eliza Dushku campaigned for the part.
Emily Blunt was originally cast as Black Widow, but had to pull out due to scheduling conflicts.
Al Pacino was first considered.
Sam Raimi was attached in the 1990s.
David Goyer was attached in 2004.
Matthew Vaughn was attached in 2005.
D.J. Caruso was considered in 2008.
Kenneth Branagh declined to direct the sequel.
Patty Jenkins was originally hired to direct the sequel but negotiations broke down.
Tom Hiddleston jokingly offered to direct, but was turned down due to lack of experience.
Daniel Craig was the first choice to play Thor.
Channing Tatum and WWE wrestler Paul Levesque (aka Triple H) were considered.
Charlie Hunnam, Tom Hiddleston, Alexander Skarsgård, and Joel Kinnaman tested for the role.
Chris Hemsworth ultimately beat out his brother, Liam, for the title role.
Tom Hiddleston also auditioned for Thor.
Jim Carrey was originally the favorite for the role.
Josh Hartnett was rumored.
Charlie Cox auditioned for the role.
Zachary Levi was approached to play Fandral, but had to turn it down due to scheduling conflicts.
Dominic Cooper was rumored.
Stuart Townsend was cast, but left due to creative differences.
Mads Mikkelsen was considered, but bowed out due to scheduling conflicts.
Louis Leterrier offered, but Marvel declined.
Jon Favreau and Nick Cassavetes were also considered for earlier incarnation of the movie.
Sam Worthington and Will Smith advanced to the “talks” stage.
Garrett Hedlund, Channing Tatum, Scott Porter, Mike Vogel, Sebastian Stan, Chris Evans, Wilson Bethel, John Krasinski, Michael Cassidy, Chace Crawford and Jensen Ackles were shortlisted.
Kellan Lutz, Ryan Phillippe, Dane Cook, Kevin Jonas, Joe Jonas, and Alexander Skarsgård auditioned.
Alice Eve, Gemma Arterton, and Keira Knightley were considered.
Emily Blunt declined.
Anna Kendrick, Felicity Jones, Imogen Poots, Teresa Palmer, Alison Brie, Emilia Clarke, Mary Elizabeth Winstead, Elizabeth Olsen, and Jessica Brown Findlay were all considered.
Nikolaj Coster-Waldau, Kevin Durand, and Josh Holloway all screen tested.
Michael B. Jordan read for the role.
Jon Favreau was originally attached (he declined, but helped produce)
Joe Carnahan was considered.
Edward Norton was set to reprise his role form the Louis Leterrier film, but negotiations broke down. Mark Ruffalo, who was considered for the Leterrier film, stepped in.
Joaquin Phoenix was rumored.
Agent Maria Hill
Amanda Peet was considered.
Morena Baccarin, Jessica Lucas, and Mary Elizabeth Winstead screen tested.
The Scarlet Witch
Saoirse Ronan and Sasha Pietersen were considered.
Lindsay Lohan auditioned.
Guardians of the Galaxy
Joel Edgerton, Eddie Redmayne, Jensen Ackles, Lee Pace, Wes Bentley, Jack Huston, Cam Gigandet, Sullivan Stapleton, Logan Marshall-Green, Garrett Hedlund, Chris Lowell, James Marsden, Jim Sturgess, Joseph Gordon-Levitt, Aaron Paul, Michael Rosenbaum, Glenn Howerton, and John Krasinski all auditioned, screen tested or were considered.
Adam Sandler, David Tennant, Sharlto Copley, Jim Carrey, and H. Jon Benjamin were considered as the voice.
Gina Carano, Rachel Nichols, and Adrianne Palicki auditioned.
Olivia Wilde declined.
Drax the Destroyer
Jason Momoa declined due to scheduling conflicts.
Isaiah Mustafa, Brian Patrick Wade, and Djimon Hounsou were considered (Hounsou landed a different role).
Edgar Wright obviously developed the project before being replaced by Peyton Reed. Adam McKay, Ruben Fleischer, Rawson Marshall Thurber, Nicholas Stoller, Michael Dowse, and David Wain were also considered.
Scott Lang/Ant-Man (Paul Rudd)
Joseph Gordon-Levitt was considered.
Adrien Brody expressed interest.
Ewen McGregor was short-listed.
Rashida Jones and Emma Stone were considered.
Hank Pym (Michael Douglas)
Sean Bean, Pierce Brosnan, and Gary Oldman were all considered.
Hope van Dyne (Evangeline Lilly)
Jessica Chastain declined
Paxton (Bobby Cannavale)
Patrick Wilson was originally cast, but had to leave due to scheduling conflicts
Spider-Man (Tom Holland)
Everyone under the age of 25 who wasn’t already in the Marvel universe auditioned for the role. Asa Butterfield, Nat Wolff, Charlie Plummer, Timothee Chalamet, and Liam James made it to the shortlist.
Sharon Carter (Emily VanCamp)
Anna Kendrick, Felicity Jones and Imogen Poots were also considered for the role.
Doctor Strange (Benedict Cumberbatch)
Oscar Isaac, Matthew McConaughey, Ethan Hawke, Jared Leto, Ewan McGregor, and Jake Gyllenhaal were all reportedly on the shortlist.
The Ancient One (Tilda Swinton)
Morgan Freeman, Ken Watanabe, and Bill Nighy were reportedly up for the role.
Guardians of the Galaxy 2
Peter Quill’s father (Kurt Russell)
Matthew McConaughey declined.
Gary Oldman was considered for The Vulture (Michael Keaton). Mark Hamill wanted the role.
Jane Levy and Kaya Scodelario were considered for the role of the love interest, Liz (Laura Harrier)
Charlize Theron was considered for the role of Hela (Cate Blanchett)
Morris Chestnut was rumored to play the lead, as was Michael Jai White.
An earlier incarnation of the film would have been directed by John Singleton starring Chiwetel Ejiofor in the lead. F. Gary Gray was also in talks to direct at one point.
Several years ago, Noel Clarke (Mickey from Doctor Who) offered to write the film and play the lead. Marvel declined.
John Boyega was considered for the role of T’Challa.