Titanic had some big names in its cast, but it almost had Robert De Niro in it as he was set to play one minor but important character, but ultimately dropped out – here’s what happened and who he was going to play. While James Cameron is often associated with sci-fi projects thanks to movies like The Terminator and Avatar, one of his biggest and most memorable projects was far from that realm: Titanic, a disaster drama movie released in 1997 and which at the time was the most expensive movie ever made.

Based on the accounts of the sinking of the RMS Titanic in 1912, Titanic tells the story of Rose DeWitt Bukater (Kate Winslet) and Jack Dawson (Leonardo DiCaprio), two passengers from opposite social classes who fall in love aboard the ship during its ill-fated maiden voyage. Although the main, romantic story of Titanic, as well as its protagonists, is fictional, through Jack and Rose viewers met a variety of characters based on real-life people, such as Molly Brown (Kathy Bates) and Bruce J. Ismay (Jonathan Hyde), and of course, some important crew members and leaders were also included, as were Officer William Murdoch (Ewan Stewart) and Captain Edward John Smith (Bernard Hill).

Related: Titanic True Story: Why Murdoch's Family Were Offended By His Portrayal

Although he only appears sporadically and briefly throughout Titanic, Captain Smith is one of the most unforgettable and important minor characters in the movie, and his final scene is one of the most memorable ones as he, like a great captain, literally went down with his ship. Captain Smith was played by Bernard Hill, but had things gone according to the production crew’s plans, another actor would have taken his place: none other than Robert De Niro, who unfortunately turned down the offer due to some health issues.

According to The Mirror, Robert De Niro was offered the role of Captain Smith in Titanic, but the legendary actor had to turn down the offer. De Niro reportedly had a gastrointestinal infection at the time that prevented him from taking the role, so the casting crew had to find another actor. The same year Titanic was released, De Niro appeared in three movies: James Mangold’s neo-noir crime movie Cop Land, Quentin Tarantino’s Jackie Brown, and Barry Levinson’s black comedy Wag the Dog. Of course, not playing Captain Smith in Titanic wasn’t a big loss for De Niro, who continued to appear in a number of movies from different genres, most notably the Meet the Parents trilogy, Silver Linings Playbook, Joker, and The Irishman. Bernard Hill’s career got a push after playing Captain Smith in Titanic, with his biggest roles since then being Philos in The Scorpio King and King Théoden in the Lord of the Rings trilogy.

Given how little screen time Captain Smith had in Titanic, it’s hard to say how much Robert De Niro would have impacted the final product, or if his involvement would have granted the character more scenes and dialogues. Ultimately, Robert De Niro dropping out of Titanic was the best move for both actors, as De Niro got to appear in Jackie Brown and Bernard Hill landed the role of Captain Smith in one of the biggest and most influential movies of all time.

Next: Titanic: Rose's Funniest Line Is A Real Life Historical Inaccuracy