When it comes to the Star Wars movies, it's hard to imagine anyone else in the iconic roles of heroes like Han Solo, Luke Skywalker, and Princess Leia. Even the Star Wars prequels most aggressive critics will admit that Ewan McGregor shined as Obi-Wan Kenobi, the character fans of the galaxy far, far away first encountered as embodied by the late Sir Alec Guinness. But as with any film, the casting process is, well, a process. And there have been plenty of legendary actors who almost made their way into this galaxy from a long time ago and very far, far away.

Most fans know that Kurt Russell was among the actors considered for the role of everyone's favorite scruffy nerf herder, Han Solo. He even screen tested with aspiring Luke Skywalker William Katt, who would later star as television's Greatest American Hero. Karen Allen auditioned for Princess Leia, a few years before she ended up as the romantic lead opposite Harrison Ford in another film, Raiders of the Lost Ark. But none of those came to pass.

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For Star Wars Episode II: Attack of the Clones, Lucas cast a wide net to find his Anakin Skywalker, with actors ranging from Leonardo DiCaprio to the late Paul Walker considered for the role ultimately won by Hayden Christensen. Aside from the actors considered for Luke, Leia, Han, and the troubled Anakin, there were a whole host of other near misses within the Star Wars franchise. Now we take a look at the biggest missed opportunities with 10 Actors Who Were Almost in Star Wars.

Orson Welles as Darth Vader

Hayden Christensen got to play Darth Vader following Anakin's turn to the dark side in Revenge of the Sith. But once Vader was in his iconic suit, the great James Earl Jones was kind enough to bless us with another voice performance as the galaxy's most infamous Sith Lord. He returned again for Rogue One: A Star Wars Story and a handful of episodes of Star Wars Rebels, where in some scenes, his voice was blended with the voice of Matt Lanter, the 90210 actor who voiced Anakin in the Clone Wars television series. But would you believe James Earl Jones wasn't the first choice to voice Darth Vader? After quickly dismissing the idea of giving the voice role to the man wearing the suit, George Lucas wanted Orson Welles to have the part. Yes, the man who co-wrote, directed, produced, and starred in arguably the greatest film of all time, Citizen Kane. Lucas eventually decided Welles was too well-known and gave the part to Jones instead. James Earl Jones reportedly didn't care to be credited for the performance until the release of Return of the Jedi in 1983.

Gary Oldman as General Grievous

General Grievous is one of the most formidable villains in all of Star Wars. A mysterious warrior with breathing problems who is now "more machine than man," the separatist leader may not have been a Sith lord, but he was trained in the Jedi arts by no less than the fallen Jedi Count Dooku aka Darth Tyranus. Grievous killed so many Jedi during the Clone Wars that he kept lightsabers as trophies, often using them in battle with his multiple robotic arms. Whether you loved or hated Grievous in Revenge of the Sith, it's worth exploring the character's various storylines in the Clone Wars Series. It's all canon and it's all great, giving him a richer characterization. Grievous was primarily voiced by Skywalker Sound staffer Matthew Wood and a handful of other actors in different mediums. But we know of at least one A-list actor who sent in a voice audition for the role: Gary Oldman. That's right, Sid Vicious, Dracula, Commissioner Gordon, General Grievous - imagine that resume! Oldman is a friend of Star Wars producer Rick McCullum and reportedly sent in his audition at Rick's request. It's fun to imagine some sort of cross between what we now know as Grievous and one of Oldman's own twisted leaders, like his crooked cop in the Professional or dreadlocked badguy in True Romance. One wonders how he might have played the General's chronic cough.

Mel Blanc as C-3PO

As of summer 2017, C3PO and R2D2 are the only two characters who have appeared in every single theatrically released Star Wars film, to say nothing of all of the associated stories told in various pieces of both canon and what we now call Legends. R2 of course speaks in a series of beeps and bloops, but there's no mistaking the voice of C3PO. A year after the first Star Wars film was released, he was heard as the voice of Legolas in the animated Lord of the Rings, but Anthony Daniels is of course best known for his work as the beloved protocol droid. But it wasn't Daniels voice that got him in the suit, but rather, his impressive range as a mime. After all, C3PO requires a performance devoid of facial expressions. The Man of 1000 Voices, aka cartoon legend Mel Blanc, nearly changed that to 1001 when he came in to audition for the voice role of C3PO. According to Daniels in the Empire of Dreams documentary, the Looney Tunes legend responsible for Bugs Bunny, Daffy Duck, Porky Pig, Foghorn Leghorn and so many other beloved character's voices felt that Daniels voice was already well suited for the part. And it became his.

N'SYNC as Jedi Knights

In at least one move apparently designed to please fans of the beloved franchise, Lucasfilm mercifully decided to wave "Bye, Bye, Bye" to the idea of N'SYNC as Jedis. Some 15 years after George Lucas and producer Rick McCallum invited the boy band to be in Attack of the Clones at the behest of their young daughters, Joey Fatone and his brother, Steven, finally confirmed what almost was in an interview with the Huffington Post. Justin Timberlake and Lance Bass were too tired to make the trip to ILM during a short respite from touring, but Joey and his brother happily joined Joey's bandmates JC Chasez and Chris Kirkpatrick in a cavernous soundstage to get their greenscreen on. Apparently they were outfitted as Jedis and were set to cameo in the background during a hallway walk-and-talk scene between Obi Wan and Yoda and even more spectacularly, they were filmed as part of the arena battle on Geonosis. Now Eminem may have famously rapped that "Chris Kirkpatrick is gonna get his ass kicked," but on the Attack of the Clones set, Lucasfilm would make sure everything went smoothly. Because according to the Fatone brothers, they were simply handed lightsabers and told to swing them around like they were fighting droids. "Do any kind of style you want because later on we'll react the droids to what you did" Steven recalled. Though all of the scenes were officially cut from the film due to fan outcry and possibly some complicated Screen Actors Guild rules, various conspiracy theorists claim they've spotted a mohawked, blue lightsaber wielding Joey Fatone in the background during the battle of Geonosis.

Tupac Shakur as Mace Windu

The dreaded boy band cameo aside, there was at least one musical crossover moment that nearly happened across all three prequels that could have been cool. In a 2014 fan forum interview later picked up by Rolling Stone, a former engineer for Dr. Dre and Suge Knight's West Coast gangster rap label Death Row Records said the late great Tupac Shakur confided in him that he'd read for the part of Mace Windu, considered the prequels' most formidable Jedi Knight aside from Yoda. Tupac of course regularly appears on any credible list of the all time greatest rappers. Could he have wielded a lightsaber as skillfully as he brandished a microphone? His acting chops were certainly formidable. Many rappers have crossed over into Hollywood with varying degrees of success and capability. But Tupac was classically trained, having spent some time at the Baltimore School of Arts as a kid and making his stage debut in A Raisin in the Sun at the tender age of 13. Shakur appeared in no less than seven feature films before his untimely murder at the hands of a gunman in Las Vegas in September 1996. Three of his films were released after his death. 'Pac actually costarred with Samuel L. Jackson in 1992's Juice. Jackson, of course, was the man who ultimately won the role of Mace Windu. As cool as Pac would've been in the role, it's important to remember it was Jackson's idea to give Mace Windu the franchise's only purple lightsaber. And that rules.

Michael Jackson as Jar Jar Binks

While it's easy to imagine Tupac declaring "This party's over!" before decapitating Jango Fett in Attack of the Clones, one shudders to imagine one of cinema's most reviled characters performed by one of the world's most complicated entertainers. Ahmed Best did his, ahem, "best" with what he was given as Jar Jar Binks, a character whose purpose in the saga became slightly more clear when he was duped into giving Palpatine the emergency powers that helped him become Emperor. Binks was less irritating as a more fleshed out character in the Clone Wars series, where he was voiced by Best and in a handful of episodes, voice actor BJ Hughes. In the 2017 novel Star Wars: Aftermath: Empire's End, which is set after Return of the Jedi and is part of the onslaught of new canon following the sale of Lucasfilm to Disney, Binks entertains orphaned children as a street performer, 'though he's hated by grownups for his role in the rise of the Empire - a clear example of art imitating life reacting to art. But imagine what might have been if the King Of Pop had been the one in service Naboo's Boss Nass? Yes, Michael Jackson desperately wanted to play Jar Jar Binks. Jacko's Star Wars fandom is well documented. Neverland Ranch was filled with props. Vice broke the story in a 2015 interview with Best himself, who said George Lucas told him about it after he met Michael backstage at a 1999 Wembley Arena concert, which he attended with Natalie Portman, George, and George's kids. According to Best, Jackson wanted to play the part in prosthetics, like "Thriller." George was adamant about doing it with CGI. He added, "My guess is that Michael Jackson would have been bigger than the movie and I don't think George wanted that."

Christopher Lee as Tarkin and Benicio Del Toro as Darth Maul

For the last entry, we're going to cheat a little bit and talk about two different guys. Why? Well, because each of these actors missed their shot at being in Star Wars the first time around, both of them ended up joining the franchise years later, playing different characters than the ones that were almost given to them. First up is the late, great screen legend Christopher Lee: evil wizard Saruman in Peter Jackson's Lord of the Rings trilogy; Bond villain in The Man with the Golden Gun; Lord Summerisle in the Nicolas Cage free 1975 original version of The Wicker Man; and of course, the one true Count Dracula of the Hammer Horror Film. Christopher Lee and Peter Cushing were both veterans of the Hammer Films, appearing in several of them both apart and together, like 1958's Horror of Dracula. The guy in the Vader suit, David Prowse, was another Hammer Films veteran, as a matter of fact. Cushing of course is the man Star Wars fans know as the guy "holding Vader's leash," Grand Moff Tarkin, but that role nearly went to his old pal, Christopher. According to a handful of sources, Lee was considered for Governor Tarkin. Some 25 years later, Lee indeed joined the franchise as a villain, playing former Jedi Count Dooku, seduced by the dark side and reborn as Darth Tyranus. Count Dooku may have abandoned his duties as Jedi Knight when he, like Saruman, turned to evil. But Christopher Lee was made a real like Knight of the British Empire, or his services to drama and charity, in 2009. Incidentally, had Lee played Tarkin, the filmmakers behind Rogue One would have had the same digital challenges ahead of them, as Lee passed away at the age of 93 in 2015.

Dooku, of course, was the replacement apprentice to Darth Sidious following the apparent death of Darth Maul in Episode I: The Phantom Menace. Stuntman Ray Park played the fearsome double bladed lightsaber wielding Dark Lord of the Sith. A different actor altogether dubbed in Maul's voice in Episode I with Sam Witwer, aka Crashdown from the reimagined Battlestar Galactica, providing the former Sith's voice in The Clone Wars series, which revived the character, and Rebels, which effectively ended him once and for all, once again at the hands of Obi-Wan Kenobi.

Years before he was cast in the eighth chapter of the Star Wars saga, director Rian Johnson's Star Wars: The Last Jedi, Benicio del Toro reportedly accepted the role of Darth Maul in Episode I. Rumor has it he left the project after rewrites saw the number of lines spoken by the enigmatic son of Dathomir were cut to just a few. Now of course this list is by no means exhaustive or definitive.