Steven Spielberg is one of the most popular and sought-after directors in Hollywood. If you’re making a movie and you can get Spielberg in the director’s chair, you’re well on the way to having a sure-fire hit on your hands. For the most part, Spielberg has chosen his own projects, selecting novels to adapt and discovering true stories to dramatize and then developing screenplays with writers.

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But he’s occasionally worked as a director for hire, and more frequently been asked to work as a director for hire and turned down the offer. So, here are 10 movies that Steven Spielberg almost directed.

Return Of The Jedi

Luke, Han, Leia, Lando, R2, C3-PO and the Wookies in a bonfire

George Lucas wanted Steven Spielberg to direct Return of the Jedi, but since Lucas wasn’t a member of the Director’s Guild of America anymore, the Guild wouldn’t allow Spielberg’s hiring.

Lucas later approached Spielberg to direct The Phantom Menace, but Spielberg turned down the offer, instead encouraging Lucas to direct the film himself. Spielberg then offered to helm Attack of the Clones, but Lucas had decided to helm the whole trilogy by then.

Shrek

Shrek talking to Donkey

In 1991, a full decade before Shrek would hit the big screen, Steven Spielberg purchased the film rights to William Steig’s source material and planned to direct a traditionally animated adaptation for his company Amblin.

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Spielberg planned to cast Bill Murray as Shrek and Steve Martin as Donkey. By 1994, as Shrek was morphing into a CG-animated DreamWorks production, Spielberg had moved on to other projects.

American Sniper

Bradley Cooper looking through a sniper lens in American Sniper

When a movie adaptation of Chris Kyle’s 2012 memoir American Sniper first went into development in 2013, Steven Spielberg was hired to direct.

However, due to a disagreement with Warner Bros. over the budget, Spielberg dropped out of the project, paving the way for Clint Eastwood to take over with an impeccably committed Bradley Cooper playing Kyle.

Meet The Parents

Robert De Niro giving Ben Stiller a lie detector test in Meet the Parents

Before Jay Roach was hired to direct Ben Stiller in Meet the Parents, Steven Spielberg was attached to direct the movie with Jim Carrey starring as Greg Focker.

However, both Spielberg and Carrey dropped out due to scheduling conflicts. Spielberg’s company DreamWorks still co-distributed the final movie.

Cape Fear

In the early ‘90s, Martin Scorsese was attached the direct Schindler’s List and Steven Spielberg was attached to direct a remake of the classic 1962 thriller Cape Fear. If Spielberg had helmed Cape Fear, he would’ve cast Bill Murray as psychopathic convict Max Cady and Harrison Ford as mild-mannered attorney Sam Bowden, which certainly would’ve made for a different kind of movie.

Spielberg and Scorsese eventually decided to swap projects, with Scorsese helming Cape Fear with Robert De Niro playing Cady and Spielberg helming Schindler’s List with Liam Neeson as Oskar Schindler.

Interstellar

From the mind of theoretical physicist Kip Thorne, sci-fi epic Interstellar was written specifically for Steven Spielberg to direct. When Spielberg moved on, it was retooled as a Christopher Nolan movie.

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At the time of the film’s release, critics noted that the schmaltzy twist at the end would be better-suited to a sentimental Spielberg movie than a Nolan movie.

Rain Man

Charlie and Raymond walk in a park in Rain Man

A few filmmakers considered helming Rain Man before Barry Levinson signed on, and Steven Spielberg was among them. It was Spielberg’s idea to make the Raymond Babbitt character autistic, and he convinced Ronald Bass to rewrite the script accordingly.

Eventually, Spielberg dropped out of the project as the wheels started spinning on Indiana Jones and the Last Crusade and he was obligated to continue Indy’s big-screen adventures. However, the director has since said that he regrets not directing Rain Man.

The Secret Life Of Walter Mitty

This is the second movie that Ben Stiller adopted from Steven Spielberg’s catalog of unrealized projects. In 2003, Spielberg approached John Goldwyn about possibly remaking the 1947 classic The Secret Life of Walter Mitty.

Jim Carrey was the top choice to play the title role before Paramount put the project in turnaround at the end of 2003 and Spielberg’s vision was ousted. Stiller wouldn’t direct and star in his own remake until 2013.

Three Amigos

After Raiders of the Lost Ark was complete, Steven Spielberg was considered to direct the classic Lorne Michaels-produced comedy Three Amigos. Spielberg wanted to cast Steve Martin, Bill Murray, and Robin Williams in the lead roles.

Spielberg eventually opted to direct E.T. the Extra-Terrestrial instead and Martin was the only member of his starring trio who ended up in the final film. Chevy Chase and Martin Short joined the cast in the other two lead roles.

Harry Potter And The Sorcerer’s Stone

Harry Potter

When a film adaptation of J.K. Rowling’s Harry Potter books first went into development, Steven Spielberg was the frontrunner to direct. According to Spielberg himself, he worked on the script with screenwriter Steve Kloves for around six months before dropping out of the project.

Spielberg wanted to adapt Harry Potter as an animated movie, but Warner Bros. objected. He also wanted to cast Haley Joel Osment as Harry, which was at odds with Rowling’s request for an all-British cast. He went on to direct A.I.: Artificial Intelligence with Osment instead.

NEXT: 10 Actors Who Were Almost Cast In Steven Spielberg Movies