At the end of Inglourious Basterds, writer-director Quentin Tarantino boldly uses Brad Pitt’s Lt. Aldo Raine as a mouthpiece to declare, “I think this just might be my masterpiece.” In crafting his alternate history epic, the director brought the nonlinear storytelling of Pulp Fiction, tense standoffs of Reservoir Dogs, and action-packed spectacle of Kill Bill to a World War II setting.

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Although actors like Christoph Waltz, who won an Oscar for his performance, and Mélanie Laurent were the perfect choices for their roles, they weren’t all the first actors to be offered their parts. From Leonardo DiCaprio to Simon Pegg, these are the actors who were almost in Inglourious Basterds.

Leonardo DiCaprio As Col. Hans Landa

Split image of Leonardo DiCaprio in The Wolf of Wall Street and Christoph Waltz in Inglourious Basterds

Tarantino initially wrote the role of S.S. Colonel Hans Landa, now regarded as one of the greatest movie villains of all time, with Leonardo DiCaprio in mind. However, when it came to actually cast the piece, the director felt it would be more appropriate for Landa to be played by a native German-speaking actor.

During the casting process, Tarantino feared he’d written an unplayable role — and then Christoph Waltz came in with a mind-blowing audition that saved the movie. Tarantino ultimately cast DiCaprio as a different sadistic villain, Calvin Candie, in his next movie Django Unchained.

Simon Pegg As Lt. Archie Hicox

Split image of Simon Pegg in Hot Fuzz and Michael Fassbender in Inglourious Basterds

The role of Lt. Archie Hicox was initially offered to Simon Pegg, who accepted the role. However, right before filming was due to begin, Steven Spielberg offered him the role of Thompson in his performance-capture animated Tintin movie.

So, Pegg was faced with the choice between working with Quentin Tarantino and working with Steven Spielberg. In the end, he went with Spielberg and vacated the Basterds role, allowing Michael Fassbender to swoop in and replace him.

Cloris Leachman As Mrs. Himmelstein

Cloris Leachman in Spanglish

Cloris Leachman shot a scene for Inglourious Basterds that was cut to keep the runtime down. She played an old Jewish woman named Mrs. Himmelstein in a scene set in Brooklyn (but shot in Germany).

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Eli Roth’s Donny Donowitz comes to visit her and asks her to sign the names of people she knows who have been affected by the Nazis on his bat. Donny then, of course, takes that bat across enemy lines and uses it to beat German soldiers to death. This is an interesting piece of backstory, but its lack of connection to the main plot unfortunately made it easy to cut.

Albert Finney As Winston Churchill

Albert Finney as Winston Churchill

Tarantino wanted Rod Taylor for the role of Winston Churchill, but Taylor recommended his friend Albert Finney as Finney had played Churchill several times previously.

The director agreed that if Taylor had to turn down the offer, he would offer it to Finney. This ended up being Taylor’s final film role before his death.

Maggie Cheung As Madame Ada Mimieux

Maggie Cheung in In the Mood for Love

Maggie Cheung was cast in Inglourious Basterds as a character named Madame Ada Mimieux, who appeared in a handful of scenes set around Shoshanna’s cinema in Paris. However, these scenes all ended up being removed from the final cut due to concerns about the runtime. There was so much story material in Tarantino’s Basterds script that he contemplated turning it into a miniseries, so a lot of characters sadly ended up on the cutting room floor.

According to Cheung, there were no hard feelings about her scenes getting cut. She explained, “[Tarantino] called me from Cannes to explain that my scenes had to be cut to ensure the film’s length. I really thought it was no big deal.”

Nastassja Kinski As Bridget Von Hammersmark

Nastassja Kinski As Bridget Von Hammersmark

Tarantino’s top choice for the role of undercover movie star Bridget von Hammersmark was Nastassja Kinski. The director even flew to Germany so he could meet with Kinski to talk about the character.

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However, the producers were unable to reach an agreement with Kinski’s representation and the role was instead offered to Diane Kruger, who accepted.

Jean Reno As Perrier LaPadite

Jean Reno As Perrier LaPadite

The breathtaking opening scene of Inglourious Basterds sees Col. Landa visiting the dairy farm of Perrier LaPadite and interrogating him about the Jewish refugees he’s harboring under his floorboards. Tarantino considers it to be the greatest scene he’s ever written, a title previously held by the Sicilian scene in True Romance.

Tarantino’s original choice for the role of the dairy farmer was Léon star Jean Reno, but he turned it down. LaPadite ended up being played by lesser-known actor Denis Ménochet, who did a stellar job of conveying the tension of the scene.

Adam Sandler As Sgt. Donny “The Bear Jew” Donowitz

Split image of Adam Sandler in Uncut Gems and Eli Roth in Inglourious Basterds

Surprisingly, Adam Sandler was Tarantino’s original choice for the role of Sgt. Donny “The Bear Jew” Donowitz, the notorious Jewish-American soldier who uses a baseball bat to beat his enemies to a pulp for the entertainment of the other Basterds.

However, Sandler had to turn down the offer because he was already committed to starring as a fictionalized version of himself in the dramedy Funny People, directed by his old roommate Judd Apatow.

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