Goodfellas has been praised for every single aspect of it, mostly the performances of its cast, but the movie's reception could have been very different has Madonna been cast, as she was considered to play Karen Hill at some point. The gangster genre is one of the most popular ones, and it has seen many stories that are considered among the best movies ever made, and among those is Martin Scorsese’s Goodfellas. Released in 1990, Goodfellas is Scorsese’s second gangster movie after Mean Streets (1973), and even though he has done more since then, Goodfellas is still widely considered his best work in this genre.

Based on the book Wiseguy by Nicolas Pileggi, Goodfellas chronicles the life of mob associate Henry Hill (Ray Liotta), from his days as a teenager fascinated by the mafia presence in his neighborhood to his full involvement with the Lucchese crime family, culminating with his decision to become an FBI informant. Goodfellas is told through the perspective of Henry, but it’s also intertwined with the point of view of his wife, Karen Hill (Lorraine Bracco), offering an outsider perspective even if briefly. Goodfellas was a major critical and commercial success, and the performances of its cast received a lot of praise, but had the production crew gone with some of their first casting choices, the audience and critics’ reception might have been very different.

Related: Goodfellas: What Happened To The Real Karen Hill After The Movie

It’s no secret that directors and producers not always get the actors they first envision for their movies, and the same happened to Scorsese and Goodfellas, though in the end, it all turned out for the best. For instance, the role of Henry Hill almost went to Alec Baldwin (who auditioned for it), while big names like Tom Cruise, Nicolas Cage, Sean Penn, and John Travolta were considered for it before it went to Ray Liotta. In the case of Karen Hill, Lorraine Bracco wasn’t the first option, and the crew behind Goodfellas had someone entirely different in mind for the role: Madonna (yes, that Madonna).

Goodfellas Henry Karen

Speaking to GQ in 2010 for a special interview celebrating 20 years of Goodfellas, Scorsese and producers Barbara De Fina and Irwin Winkler opened up about the casting process for the movie, with De Fina revealing Madonna was actually considered for the role of Karen Hill. De Fina explained they saw her in the play Speed-the-Plow (this back in 1988) and Scorsese greeted the singer and actress afterward, and while De Fina admitted it was an odd choice, she added that “Marty can get a performance out of almost anyone”. While they didn’t give a reason for not casting Madonna as Karen Hill in Goodfellas, it most likely had to do with either her busy schedule and/or the reception of her performance in the aforementioned play Speed-the-Plow. Although Madonna has appeared in a number of movies, her performances have been mostly panned by critics, and while at the time she had had both successes and failures in her acting career, Scorsese saw more potential in Lorraine Bracco.

In the same interview with GQ, Bracco shared that one of the things that worked for her when meeting Scorsese was that she was brought up in a Jewish neighborhood, just like Karen, so she could relate with the character, and of course, her chemistry with Ray Liotta also helped her get the role. It’s hard to imagine how Goodfellas would have worked out with Madonna playing Karen Hill, but surely, casting Lorraine Bracco instead was an excellent decision.

Next: Henry's Narration Is Him Talking To The FBI: Goodfellas Theory Explained