When the big-budget film adaptation of The Hobbit was first in development, Guillermo del Toro was planning to direct a two-part movie version of the story. However, the project was eventually retooled and Peter Jackson was recruited to helm The Hobbit as a trilogy with closer ties to his Lord of the Rings movies.

Jackson has said that Martin Freeman was his top choice for the role of Bilbo Baggins, feeling that he was born to play the part as soon as he met him, but a few other actors were considered at various stages. A few different actors were considered for almost every role.

10 Bilbo: Eddie Redmayne

Eddie Redmayne auditioned to play Bilbo Baggins in The Hobbit movies and would later recount his disastrous experience reading for the part in an interview with Graham Norton.

Redmayne would be up for a bunch of high-profile blockbuster roles before being cast as the lead in the Fantastic Beasts series. He was considered to play Kylo Ren in the Star Wars sequel trilogy (but gave another disastrous audition) and Magneto in the X-Men prequels.

9 Other Role: Bill Nighy As Smaug

Casting Smaug, the dragon that the Company of Dwarves sets off to kill, proved to be a difficult challenge. Bill Nighy was initially considered to provide the character’s voice, but the part eventually went to Benedict Cumberbatch.

Cumberbatch ended up doing the performance-capture for Smaug in addition to the voice, and based on the behind-the-scenes footage, he had a whale of a time.

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8 Bilbo: Tobey Maguire

In the search for the perfect Bilbo Baggins, the producers of The Hobbit trilogy considered Tobey Maguire for the part. If he’d landed the part, Bilbo would’ve been Maguire’s second leading role in a blockbuster trilogy.

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Maguire, of course, previously played the definitive on-screen incarnation of Peter Parker in Sam Raimi’s groundbreaking Spider-Man trilogy, which can partly be credited with starting the comic book movie trend.

7 Other Role: David Tennant As Thranduil

While his best-known role will always be the Doctor from his stint on Doctor Who, David Tennant has played a ton of memorable roles, including Barty Crouch, Jr. in Harry Potter and the Goblet of Fire, D.I. Alec Hardy in Broadchurch, and Kilgrave in Jessica Jones.

He could have added another role to that list – Thranduil, Legolas’ father, in The Hobbit trilogy – but the part ended up being played by Lee Pace instead.

6 Bilbo: Shia LaBeouf

In the late 2000s, Shia LaBeouf quickly became one of the biggest movie stars in the world with the leading role in the first handful of Transformers movies and the role of Indy’s son in Indiana Jones and the Kingdom of the Crystal Skull, which seemed set him up to take over the franchise from Harrison Ford.

Before LaBeouf’s blockbuster cred faded and he found a second wind in smaller indie movies, LaBeouf was considered for the role of Bilbo Baggins in The Hobbit trilogy.

5 Other Role: Julian Fellowes As The Master Of Lake-Town

Stephen Fry ended up being the perfect choice to play Master of Lake-town in the second and third Hobbit movies, bringing his signature dry comic wit to the role, but he wasn’t the first choice.

Julian Fellowes did an audition for the role of the Master of Lake-town before Fry was cast. Fellowes isn’t as well-known for acting as he is for creating Downton Abbey and serving as a Conservative peer of the House of Lords.

4 Bilbo: Daniel Radcliffe

Daniel Radcliffe was up for the part of Bilbo Baggins back when Guillermo del Toro was gearing up to adapt the book into two movies. Of course, this wouldn’t be Radcliffe’s first starring role in a blockbuster fantasy movie franchise. He also played the title role in the obscure, little-seen Harry Potter series.

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Radcliffe wasn’t interested in taking the role of Bilbo, however, because he felt burnt out with the fantasy genre after making eight Harry Potter movies in quick succession.

3 Other Role: Bill Bailey As Glóin

Comedian Bill Bailey auditioned for the role of Glóin in The Hobbit movies. Interestingly, Bailey had previously auditioned for the role of Gimli in The Lord of the Rings trilogy.

Even more interestingly, John Rhys-Davies was initially asked to reprise his role as Gimli in The Hobbit, but he turned it down because after shooting The Lord of the Rings trilogy, he vowed to never go through the lengthy makeup application again.

2 Bilbo: James McAvoy

When Daniel Radcliffe turned down the role of Bilbo Baggins, he recommended James McAvoy for the part. Radcliffe and McAvoy would end up co-starring in Victor Frankenstein, a critically panned adaptation of the Mary Shelley classic.

Elijah Wood also recommended McAvoy for the part after hearing a rumor about his casting. However, McAvoy pulled himself out of the running for the part, saying, “I’m no Bilbo.”

1 Other Role: Saoirse Ronan As Itaril

Saoirse Ronan was offered the role of a wood-elf named Itaril in The Hobbit trilogy, but she turned it down as she didn’t want to commit to such a long shoot.

Itaril didn’t end up appearing in the movies, but it’s been speculated that Itaril was the name given to Tauriel in an early draft of the script.

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