Here’s the original choice for The Expendables 3’s villain, before Mel Gibson was cast in the role. The Expendables was billed as the movie that would return to the kind of R-rated, practical effects-driven action films of the 1980s and 1990s. Sylvester Stallone created and helmed the first movie, and over the years, the movies have collected a vast number of action icons, including Jet Li, Bruce Wills, Wesley Snipes, Jason Statham, Arnold Schwarzenegger and many more.

While The Expendables movies have proven to be enjoyable guilty pleasures, they’ve never lived up to the action classics they harken back to either. That was especially true of The Expendables 3 from 2014, which is viewed as the worst of the Sylvester Stallone movie franchise thus far. This third entry cast Mel Gibson as Conrad Stonebanks, a vicious arms trader and ex-member of the titular team. The Expendables 3 was a misguided effort to make the series more mainstream, with the sequel being a more lighthearted, PG-13 affair. This move ultimately backfired, and in addition to bad reviews, it was a box-office letdown.

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For a time it appeared the film marked the end of the franchise, though The Expendables 4 was later greenlit and is on target for a 2022 release. The Expendables series has always been ambitious with the action legends it tried to recruit, though several like Jackie Chan and Kurt Russell passed on the chance to appear. For The Expendables 3, major names rumored to be linked to the sequel included Clint Eastwood – who once passed on Superman – and Jack Nicholson, neither of which sounded likely. However, Stallone later confirmed to IGN that Nicholson was one of the first choices for The Expendables 3’s villain before Gibson was offered the part.

By the time The Expendables 3 was gearing up for production, Nicholson had all but retired following the 2010 comedy How Do You Know. According to Stallone, “I was going to go [call] up Jack Nicholson and we just got there a little too late, because actually he had said he might be interested in it.” It appears Nicholson did briefly mull the idea of The Expendables 3, and Stonebanks is the kind of hammy role the actor could have chewed the scenery with. It’s doubtful he could have made a convincing physical opponent for Stallone as Gibson did in The Expendables 3’s finale, but as he proved time and again with the likes of Joker in Batman ’89 or The Departed, Nicholson made for a fantastic villain.

It’s seemed by the time Stallone reached out about The Expendables 3, Jack Nicholson had made up his mind about retirement. While Eastwood was also linked to a film, Stallone said “Well, you know Clint is so involved with what he’s doing, so that’s kind of a pipe dream.” By that point in his career, Eastwood had scaled back his work as a performer, and while he joked in the press about helming an Expendables movie himself, it’s probably not the kind of project that appealed to him.

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