Inglourious Basterds could have had a very different cast than the one the world now knows, had Quentin Tarantino not encountered a couple of obstacles during pre-production. Tarantino's film career has been a very successful one so far, and the writer-director has explored different genres in over 20 years – from crime (Reservoir Dogs, Pulp Fiction) to martial arts (Kill Bill), all of them with his trademark narrative style and big doses of blood and violence. Tarantino took his career one step further in 2009 with Inglourious Basterds, offering an alternate version of history – a style he used again with Once Upon a Time in Hollywood.

In typical Tarantino fashion, Inglourious Basterds followed different subplots that were connected by one big event (World War II) and a couple of characters, mostly Hans Landa (Christoph Waltz). The story focused on the Basterds, a group of Jewish soldiers with the mission of killing nazis, led by Aldo Raine (Brad Pitt); Shosanna Dreyfus (Mélanie Laurent), a Jewish girl who escapes from Landa and his men after they kill their family and now operates a cinema under the identity of Emmanuelle Mimieux; and Lt. Archie Hicox (Michael Fassbender) and Bridget von Hammersmack (Diane Kruger), who are part of a mission with the Basterds to attack a Nazi premiere. Their common goal, of course, was to kill as many Nazis as possible, including Hitler.

Related: Why Tarantino's Inglourious Basterds Spin-Off Never Happened

Inglourious Basterds was a box office hit, becoming Tarantino's highest-grossing film at the time (later surpassed by Django Unchained and Once Upon a Time in Hollywood), and with Waltz receiving multiple awards for his performance as Hans Landa, including the Academy Award for Best Supporting Actor. Like most Tarantino films, Inglourious Basterds is well remembered for its cast, which went through a couple of changes in pre-production and looked very different at the beginning. Here are the actors who almost starred in it.

Leonardo DiCaprio as Hans Landa

Inglourious Basterds Hans Landa

Tarantino's first option for the movie's main villain was none other than Leonardo DiCaprio, but the director ultimately decided to have a native German-speaking actor playing the role. German-Austrian actor Christoph Waltz is fluent in English, German, and French, and was the chosen one for the role. Tarantino later said that Waltz “gave him his movie” as he was afraid the part was “unplayable”. Michael Fassbender originally auditioned for this role, but ended up playing Lt. Archie Hicox.

Simon Pegg as Archie Hicox

Archie Hicox smoking a cigarette in a basement bar in Inglourious Basterds

Speaking of Archie Hicox, the character could have been played by Simon Pegg, as Tarantino intended, but the English actor dropped out due to scheduling conflicts with Steven Spielberg's 3D animated film The Adventures of Tintin, in which Pegg played one half of the Thomson and Thompson duo, alongside long-time collaborator and friend Nick Frost. As mentioned above, Michael Fassbender landed the role.

Nastassja Kinski as Bridget von Hammersmark

Inglourious Basterds Bridget von Hammersmark

German actress Nastassja Kinski – best known for her role in Roman Polanski's 1979 drama film Tess – was approached to play Bridget von Hammersmack. Although she met with Tarantino, they couldn't reach a deal and the role ultimately went to Diane Kruger.

Adam Sandler as Donny Donowitz

Donny prepares to beat down a Nazi in Inglorious Basterds

Tarantino's initial vision of Inglourious Basterds included Adam Sandler as Donny “the Bear Jew” Donowitz. Sandler was approached by Tarantino to play the role but declined due to scheduling conflicts with Judd Apatow's black comedy Funny People. Donny Donowitz was played by Eli Roth, who also directed the film-within-the-film Nation's Pride... and killed Hitler during the premiere.

Next: Quentin Tarantino Universe Timeline: When Each Movie Takes Place