The Marvel Comic Universe is one of the most successful film franchises of all time. With 22 movies under its belt and a bunch of box office records, it has cemented itself as one of the best. Naturally, the MCU can afford to hire some of the best writers in Hollywood, but some of the most memorable moments and lines were actually improvised by the cast.
With A-list actors like Robert Downey Jr. and Benedict Cumberbatch, Marvel never had a problem letting the actors have free reign and it definitely paid off in the end.
Dave Bautista Made Up The "Why Is Gamora" Line
Drax the Destroyer is meant to be a strong but relatively dim-witted character who takes himself way too seriously, AKA the perfect role for wrestler Dave Bautista. One of Drax's best lines from the MCU came from Avengers: Infinity War when he adds the line "I'll do you one better! Why is Gamora?"
The script was supposed to end with Robert Downey Jr.'s line "Who is Gamora?" but Bautista embodied Drax and added it in. After the improvisation, the film's screenwriter told Bautista "Okay, you're very good at your job."
"Hey Auntie" Was All Michael B. Jordan's Sass
Fans of Black Panther will never forget when Killmonger arrived in Wakanda and dropped the truth bomb that he is the son of King T'Chaka's brother, N'Jobu. Since he's a descendant of N'Jobu, he technically had a claim to the throne to challenge T'Challa.
The scene was emotionally intense, but Michael B. Jordan imparted some of Killmonger's sass and improvised the line "Hey, Auntie." Unfortunately for Killmonger, it didn't exactly lighten the mood in the room.
Iron Man's Most Famous Line Was Completely Unscripted
One of the earliest unscripted lines in the MCU came in the very first Iron Man film. The now-iconic line "I am Iron Man" by Tony Stark was completely ad-libbed by RDJ. The line is now one of the most famous, and it did a lot to inspire the unscripted direction of Marvel movies.
Producer Kevin Feige said that RDJ's early ad-lib "inspired us to go further in trusting ourselves... and not being afraid to adapt and evolve" from the comic books.
Chris Hemsworth Decided To Try Hanging Mjölnir On The Coat Hook
So, apparently Chris Hemsworth is actually hilarious in real life, and the Marvel screenwriters did their best to let his humor shine through as Thor. They would often leave the camera rolling for longer than the scene and left many lines up to him.
One of the best scenes to come out of this strategy was from Thor: The Dark World when he casually hangs up his hammer Mjölnir on the coat rack. The move would have only been done by a God who doesn't think about how heavy the hammer truly is.
Thor And Captain America's Reunion Was All Chris Hemsworth
Chris Hemsworth strikes again with the hilarious improvisation. During the big battle scene from Avengers: Infinity War, Thor and Captain America reunite after years in the middle of the fight. Rather than exchange normal pleasantries, Hemsworth called out Chris Evans for copying his beard.
Considering that Evans' beard was actually a big deal for fans of the movies since it was Cap's first time with facial hair, the line ended up working perfectly. Thank you again, Chris Hemsworth, for being the comedic relief we all needed.
Benedict Cumberbatch Threw That Beyoncé Line At Benedict Wong
In Doctor Strange, the doctor pokes fun at the character Wong's name by calling him Beyoncé. Wong simply doesn't reply to the line and Dr. Strange goes on by asking Wong if he'd ever heard of the singer because she's a huge star on earth. He simply replies "No."
Wong said the line was totally improvised because Benedict Cumberbatch thought the name Wong seemed like Adele or Beyoncé. The director loved the improvisation and had Wong listening to Beyoncé in the next scene as "research."
Holland Ad-Libbed His Most Memorable (And Meme-able) Line
The internet was abuzz after Avengers: Infinity War was released and the iconic line "Mr. Stark? I don't feel so good..." gained full-blown meme status. Tom Holland knew he was one of the characters to get dusted, but his only direction was to "act like you don't want to go."
Holland's line improvisation worked perfectly since Tony Stark was a mentor and father figure to Peter Parker. Joe Russo loved what Holland did and called it "movie magic."
Jeremy Renner's "Nobody Would Know" Line Came After The Scene Cut
One of Hawkeye's most memorable lines came from Avengers: Age of Ultron. In one scene, he jokes about shooting Quicksilver in the back after he calls Hawkeye an old man. The scene was supposed to cut after the "old man" line, but Renner stopped running and pretending to shoot Quicksilver in the back while muttering the line "nobody would know."
The producers kept it in and now we all know what Hawkeye would have done if he could.
Thor's Love Of Coffee Is All Thanks To Hemsworth
Another classic Thor moment that is all thanks to Chris Hemsworth comes from the very first Thor film. In the coffee shop Thor is taken to, they order him a coffee, and after chugging the drink he ad-libbed the line, "This drink, I like it! Another!" and threw the cup on the ground.
It was actually the president of Marvel Studios, Kevin Feige, who loved the unscripted moment and requested the directors keep it in the film.
A Make-A-Wish Kid Inspired One Line
In Thor: Ragnarok, Thor gets excited once he sees The Hulk and tells everyone that The Hulk is a "friend from work." The line wasn't exactly ad-libbed because Hemsworth had it suggested to him by a kid who was visiting the set as part of Make-A-Wish.
When recalling that day of filming, Hemsworth said the Make-A-Wish kid was watching the scene play out and suggest Thor say it, and the directors instantly loved it. That's quite the wish come true!
Chris Pratt Got To Ad-Lib His Introduction
Guardians of the Galaxy director James Gunn already knew that actor Chris Pratt had some comedic chops, so he purposely didn't write much for Peter Quill's opening lines.
Pratt knew that Star-Lord was a relatively unknown character in the MCU, so he added his own disappointment when his captors didn't know who the legendary hero Star-Lord actually was. Pratt added his own humor to the rest of the film which made GOTG one of the funniest MCU films.
Hayley Atwell Grabbed Cap's Pecs Instinctively
In Captain America: The First Avenger, we all got to collectively swoon during the scene where Chris Evans takes off his shirt. In the movie, Hayley Atwell's character reaches up to feel Evans' perfectly sculpted pectorals. Atwell later said that move was complete instinct and was just her natural response to grab his pecs.
The director loved the natural act so much that they ended up doing a couple more takes with the move in it.
The Shawarma Scene Was An Afterthought
It might have been one of the more boring post-credit scenes, but the simplicity of the shawarma scene left a lasting impression in MCU history. The scene is all thanks to RDJ's improvised line at the end of The Avengers when he almost dies and suggests taking the day off and trying the shawarma place down the street.
The post-credit scene was filmed only a few days before the film's release because producers changed direction and wanted to highlight RDJ's funny line.
Winston Duke Improvised Those Gorilla Sounds
M'Baku is a pretty powerful guy just on his own, but in one scene of Black Panther, he adds some gorilla grunts to drive the point home. The actor, Winston Duke, improvised the sounds when Martin Freeman's character tries to step in and tell him off.
In the DVD commentary for Black Panther, the producer said the gorilla sounds worked perfectly because it was "M'Baku's way to say "nah, I'm not talking to you right now."
Thor And Loki's Childhood Story Was Ad-Libbed Multiple Times
Since the producers love Chris Hemsworth's humor so much, they purposely asked him to think up stories about what Thor and Loki's childhood was like. The director of the film revealed they did six different shots of that scene and Hemsworth came up with six different, equally hilarious stories.
The story that ended up in the film is about how Loki turned into a snake to stun Thor when they were only eight years old.
Tom Holland Hugged RDJ Just To See If He Could
In Spider-Man: Homecoming, Peter Parker and Tony Stark embrace in a weird hug in the car that we all loved, but Stark hated. According to Holland, that move was totally improvised because he just thought it would be funny to try and do it.
Holland said that RDJ "instincts are so good" then without skipping a beat, he brushed the hug off and said he was just getting the car door. Is there anything RDJ can't improvise as Tony Stark?
Tony Stark Is Always Eating Snacks Because RDJ Hides Them On Set
Fans of the MCU have noticed over the 22 films that Tony Stark loves to snack. Often in S.H.I.E.L.D. or Avengers meetings, Stark is seen snacking while half-listening to the others. That improvisation is thanks to the fact RDJ hides snacks all over the set. In fact, it's well known he hides snacks on every set he's on.
There are a few instances where mid-scene, he'll offer another cast member a snack. Luckily, his co-stars learned this habit and had no problem improvising during the scenes too.
RDJ Improvised A Line To Help Tom Holland With His Blocking
The DVD commentary on Spider-Man: Homecoming revealed that in the scene where Tony Stark is in Peter Parker's bedroom, Tom Holland completely blanked on his blocking. Rather than cut the scene to remind him where to move, RDJ simply ad-libbed the line "I'm gonna sit here, so you move the leg."
In the commentary, the producers reiterated just how talented RDJ is because not only did he use the line to help out the young Holland, but he made it "entertaining and fun."
The "Get Help" Scene Was All Chris Hemsworth's Idea
Hemsworth is obviously good an improvising lines, but he's also good at creating entire additional scenes. In Thor: Ragnarok, Thor pretends that Loki is hurt to ask for help from the guards in order to cause a distraction. Distracting the guards was written by the director, but throwing Loki's body at the guards was entirely thought up by Hemsworth.
That's one scene that needed a few takes though because it's a little difficult to improvise throwing a human body across the room.
Robert Downey Jr. Wasn't Supposed To Speak While Searching For The Secret Door
By the time Avengers: Age of Ultron was filmed, RDJ had cemented himself as being practically the same person as Tony Stark. During that film, all the script said was for Stark to be searching for a secret door, and they left the rest up to RDJ.
Rather than search silently, he added in the lines "Please be a secret door, please be a secret door... Yay!" While the muttering was funny, that "yay!" was an iconic Stark moment.
Captain Stacy's Godzilla Joke Was Completely Unscripted
In The Amazing Spider-Man, Peter Parker faces off against Dr. Curt Connors, also known as The Lizard. Parker turns to the police station for help, but the the officer, Captain Stacy (played by Denis Leary) said, "Do I look like the mayor of Tokyo?" It turns out that Leary dropped that Godzilla reference on the spot.
Although this movie is now outside of the MCU, it's still a great joke in a Marvel movie. In fact, Director Marc Webb encouraged ad lib on the set, adding to the movie's spontaneous comedy.
The Incredible Hulk's Post-Credit Scene Had No Script
At the end of The Incredible Hunk, Tony Stark meets up with Thaddeus "Thunderbolt" Ross at a bar to discuss a new team "they" are putting together. The witty scene obviously set up the upcoming Avengers movie, but William Hurt (who played Thunderbolt) later revealed that the entire scene was improvised.
The actors were given some ground rules for the conversation, such as that they had to mention the Avengers. But other than that, the entire scene features Robert Downey Jr. and William Hurt showing off their superb improv.
Ant-Man's Ad Libbed His Discussions With His Cellmate
2015's Ant-Man featured several improvised scenes. The majority of the ad-lib resided in Scott Lang's (Paul Rudd) discussions with his old cellmate, Luis (Michael Pena). In an interview with Variety, Pena said that about 50% of their conversations were made up on the spot, and that he and Rudd were constantly re-writing their scenes.
Rudd also improvised several discussions with his estranged ex Maggie, played by Judy Greer." Scott Scott's conversations with Judy's new husband were also largely ad-libbed.
Odin's Growl At Loki Threw Tom Hiddleston Off
When director Kenneth Branagh encouraged his actors to improvise in the first Thor movie, Anthony Hopkins pulled off some brilliant results. His most notable ad lib was when his character Odin took away Thor's hammer, and Odin snarled at Loki when he tried to interfere.
Tom Hiddleston's shocked expression is completely genuine, and the actors reportedly struggled to finish the scene with straight faces. That didn't prevent the finished product from becoming an emotionally tense scene.
Sean Gunn Got Everyone Standing In A Circle
While Bradley Cooper played the voice for Rocket Raccoon in Guardians of the Galaxy, director James Gunn's brother, Sean, animated the character on set before they cast Cooper. As the cast filmed with Sean, he coined one of Rocket's funniest lines entirely unscripted.
After Star Lord proposes his loosely-defined plan, the characters all pledge to him as they stand. Rocket is the last to stand, and Sean Gunn decided to destroy the heroic moment with a brilliant one-liner: "Now I'm standing, you all happy? We're all standing up now. Buncha [expletive] standing in a circle."
Weasel Compares Deadpool's Face To An Avocado
Before T.J. Miller got arrested by the FBI, the controversial actor delivered plenty of deadpan one-liners in the 2016 movie Deadpool. When Wade (Ryan Reynolds) goes to Miller's character Weasel for help concerning his face, Weasel makes some dirty comparisons to describe Wade's deformity. These descriptions were largely improvised.
Numerous other scenes were improvised by the actors of Deadpool. However, many of them were cut for being too raunchy for an R-rated film. Even so, those types of jokes do fit well in the Deadpool universe.
Literally Most Of Thor: Ragnarok
As New Zealand director Taika Waititi directed Thor: Ragnarok, he trusted that the actors knew their characters well. He encouraged them to divert from the script the actors felt it to be appropriate. After the film's release Waititi told MTV News that most of the movie ended up going off script.
"I would say we improvised probably 80 percent of the film or ad-libbed and threw in stuff," the director said. "My style of working is I'll often be behind the camera...yelling words at people, like, 'Say this, say this! Say it this way!'"
Also The Majority Of Iron Man
Over ten years after its release, Iron Man still stands as one of Marvel's most iconic movies. So it may surprise people to learn that Jeff Bridges, who played Obidiah Stane, revealed that the movie didn't even have a script. The actors would show up every day not knowing what they were going to say.
"They had an outline," Bridges told iO9. "We would have to go into our trailer and work on this scene and call up writers on the phone, 'You got any ideas?'" Knowing that makes one of the first hit Marvel movies all the more impressive to watch.
Adults Are Talking Off Script
Given Robert Downey Jr.'s affinity for ad-lib, it's no surprise that the Avengers sequels come with their fair share of improvisation. In Avengers: Infinity War, Tony Stark, Doctor Strange, Ebony Maw, and Peter Parker regroup after a battle. Peter calls himself "backup," and Stark quickly fires back, "Adults are talking." In a Q&A with fans, Tom Holland reveals that the one-liner was all Downey.
This scene provides a lighter joke compared to the equally improvised "I don't want to go" line, but it's clear that both actors understand their characters like the back of their hands.
Stark's Dramatic Line In Avengers: Endgame Wasn't Planned
At the end of Avengers: Endgame, Thanos tells Tony Stark, "I am inevitable," to which Stark replies, "And, I am...Iron Man." The moment added great dramatic impact, but according to a Q&A in Washington, D.C., directors Joe and Anthony Russo said that the line came out of the editing process, not filming.
Originally, Robert Downey Jr. didn't say anything before he snapped his fingers. Film editor Jeff Ford found the moment to be a bit lacking, so he recommended that Stark recite his famous "I am Iron Man" line. They shot the line later in the middle of editing.
Matt Damon Was Supposed To Be Daredevil
Long before the 2003 superhero film was released starring Ben Affleck, his longtime buddy Matt Damon was the first choice for the role. Damon told New York Daily News that he'd always been a fan of the Marvel character, but that he didn’t know much about the director’s work, so he passed on the project.
Look, Daredevil as a whole was a huge failure. Affleck has stated on numerous occasions that he regretted taking the role, so maybe Damon passing on it wasn't such a bad idea.
Marvel Keeps Trying To Cast Joaquin Phoenix
Apparently, Marvel tried many times to get their hands on actor Joaquin Phoenix, but he kept sliding out of their grasp. The producers first wanted Phoenix to play The Hulk/Bruce Banner, but as we all know, the part when to Mark Ruffalo instead. Marvel then tried to cast Phoenix as Dr. Stephen Strange, but once again he turned it down.
When asked why he avoided the Marvel universe for so long, Phoenix said the films "never felt like they'd really be fulfilling."
Jason Momoa Originally Had A Different Character
Now we know Jason Momoa as the hunky Aquaman from the DC Universe. Years before he landed the aquatic role, he was invited by Marvel to play Drax the Destroyer in Guardians of the Galaxy. While the role was tempting, Momoa turned it down because he said the role was too much like other ones he'd played.
DC eventually decided to snatch him up for the role of Aquaman. Momoa later commented that it was ironic because once again he was playing a role where he doesn’t wear a shirt or have many lines. Hey, we’ll still take it.
Bryan Cranston Was Supposed To Be An X-Men Mutant
The role of mutant Sebastian Shaw was initially offered to fan-favorite Bryan Cranston. Cranston was riding high off the success of Breaking Bad and seemed like the perfect person to play the mutant in X-Men: First Class.
Unfortunately, Cranston turned the role down and instead chose to star opposite Ryan Gosling in Drive. There's no hard feeling though because we got to see the incredible Kevin Bacon take on the role instead.
Emily Blunt Said "Yes" To Playing Black Widow
Back in 2009, British actress Emily Blunt was a star on the rise. Her profile was growing so big that Marvel actually reached out to her personally to offer her the role of Black Widow and she accepted immediately! The only problem was, Blunt was already on contract for the film Gulliver's Travels.
The conflicting contracts and time frame meant Blunt had to call Marvel back and turn down the role. They opened up the role for auditions and found Scarlett Johansson to be the perfect fit.
Matthew McConaughey Was Not Alright, Alright, Alright With The MCU
Both Marvel and DC have been trying to get their hands on Matthew McConaughey for years. The closest they ever got to casting the memorable actor was when he was supposed to play Ego the Living Planet in Guardians of the Galaxy 2.
Not only did McConaughey turn the part down, but he had some not-so-nice words. The actor said he felt the part was "an amendment" just because Marvel wanted to add a big name to the cast. Yikes.
Mel Gibson Was Supposed To Be Odin
When Marvel introduced the character of Odin in Thor, they wanted to cast a big name with an intimidating presence. With those guidelines, Mel Gibson was initially the top pick to play the King of Asgard. In an interview with The Guardian, Gibson simply explained he "didn't do it." No rhyme or reason why.
The role ended up going to Anthony Hopkins, who might not seem as intimidating, but definitely did a great job as the character.
Gamora Was Originally Set Aside For Olivia Wilde
Casting the character of Gamora in Guardians of the Galaxy wasn't easy and it took a few tries for Marvel. When it came to finding the perfect person to play a deadly alien assassin, Olivia Wilde was the first choice. With her talent and good looks, she would have been a shoo-in, but unfortunately, scheduling conflicts forced her to decline.
It appears that Marvel had a really tough time casting for Guardians of the Galaxy but it seems to have worked out alright in the end.
Tom Cruise Was Our Original Iron Man
Yep, you read that right. Tom Cruise was the original actor slated to play the one and only Tony Stark. He was all signed up and ready to go, but eventually backed out because Marvel took too long to get the rights for the character and Cruise "lost interest."
When they did finally gain the rights back in 2005, Marvel turned to Robert Downey Jr. who audiences know was the perfect actor for the part.
Leonardo DiCaprio Turned Down Multiple Superhero Roles
During an interview with ShortList, DiCaprio said that he's been on the radar of both DC and Marvel to play superheroes. DC tried to get him to play Robin in Batman Forever but DiCaprio said he wasn’t interested. Years later Marvel tried to take a swing at him and cast the actor as Peter Parker in the original Spider-Man trilogy. Again, he declined.
When he was asked why later on, DiCaprio said he felt that at the time, they weren’t "complex characters."
Wolverine Couldn't Wait Around For Dougray Scott
One of the most long-lasting and iconic characters in the MCU is Wolverine, and it's hard to imagine anyone but Hugh Jackman as the character. While Jackman is now a fan-favorite, he was a last-minute recast when Dougray Scott had to quickly back out of filming.
Scott was simultaneously shooting Mission Impossible 2. He’d been in a bad motorcycle accident which stalled shooting for MI2. Marvel got tired of waiting for Scott to heal and just a few days before filming began, they offered the role to Jackman.
Rachel McAdams Was The Original Pepper Pots
Not too long ago, Gwyneth Paltrow announced that after 13 years she was retiring from the role of Pepper Pots. It's hard to imagine anyone else playing Tony Stark’s secretary and love interest, but Paltrow wasn’t even the first choice. Rachel McAdams of The Notebook was the top choice by Marvel.
McAdams eventually had to decline because of scheduling conflicts at the time. Luckily, she got her second chance at being part of the MCU when she landed her role in Doctor Strange.
John Krasinski Auditioned For Captain America
It's easy to believe now that we’ve seen John Krasinski take on action roles, but back in 2011, he was still Jim from The Office. 2011 was the year that Krasinski began stepping into film roles and directing, and one of his first auditions was for Captain America.
He didn’t end up getting the part but he says he doesn’t regret it. Krasinski told Yahoo Entertainment that if he had to sign on for multiple Marvel films, he would have missed out on other great projects.
Brie Larson Didn't Want To Become A Marvel Celebrity
Brie Larson has made a name for herself in Hollywood as a serious actress who takes on serious roles. While she's received a ton of critical acclaim, she keeps a relatively low celebrity profile. That’s why she initially rejected the offer to play Captain Marvel. Larson told Entertainment Weekly that she didn’t want the celebrity that ultimately comes from playing an MCU role.
Considering the fact that Captain Marvel was recently released and broke box office records, it was a good idea that Larson eventually took the role.
Amandla Stenberg Couldn't Accept A Role In Black Panther On Moral Grounds
The up and coming actress could land basically any role she wanted. In 2018 alone, Amandla Stenberg was the lead in three blockbuster films. That's why it wasn’t surprising when she was offered the role of Shuri in Black Panther.
She ended up turning down the role though because the felt an African princess should be played by a darker-skinned actress. She admitted it was "challenging to make that decision" but that there are “spaces that [she[ should not take up.” Bravo, Amandla!
There's A New, Smaller Star Lord In Town
We can't imagine anyone but Chris Pratt playing the goofy character of Peter Quill AKA Star Lord in Guardians of the Galaxy, but what about Joseph Gordon Levitt? Yep, Levitt was the first choice by producers, but due to conflicting schedules with Sin City: A Dame to Kill For, Levitt turned down the role.
The Marvel producers then offered the part to Pratt who interestingly enough also turned it down. Pratt thought he was too out of shape for the MCU, but luckily, he changed his mind and hit the gym.
Jessica Chastain Just Didn't Want To Play A Civilian
Most actors would beg to be cast as any part in the MCU, but actress Jessica Chastain decided to be a bit pickier. Marvel reached out to the fiery redhead and offered her the part of genius Maya Hansen in Iron Man 3. There were scheduling issues that forced her to say no, but Chastain also said, "why do a superhero movie and play the boring civilian?"
She got a second chance and was offered the role of the Wasp in Ant-Man, but for unknown reasons, she also lost out on the part.
Olivia Munn Wanted A Bigger Role In Deadpool
Deadpool was one of the most anticipated Marvel Universe films in recent memory and Olivia Munn was originally touted as playing Ryan Reynold's girlfriend, Vanessa Carlysle. Munn has the looks and the comedic timing so she would have been perfect for the role.
None of that mattered because the actress turned down the role because she "had no desire to play someone’s girlfriend in a movie." Who knows if her opinion would be different if she’d known Carlysle would turn into Copycat.
Josh Hartnett Was Too Nervous To Play Spider-Man
Josh Hartnett became famous for his roles in action films like Pearl Harbor and Black Hawk Down, so you'd think he’d feel totally comfortable taking on a superhero action role. Apparently not. In the early 2000s, Hartnett was offered the role of Spider-Man but turned it down immediately.
He later told Playboy Magazine that he was nervous about being "pigeonholed" as an actor. That wasn’t the only superhero role he turned down. Apparently, he also said no to playing both Superman and Batman in the DC Universe.
Quinton "Rampage" Jackson Couldn't Train And Shoot A Film
Quinton Jackson is one of the biggest stars in the MMA world. He was fighting long before Connor McGregor and Ronda Rousey hit the scene. In 2010, Jackson moved out of MMA and into Hollywood when he was cast in The A-Team.
One year later, Jackson was offered the part of John Wraith in the MCU film X-Men Origins: Wolverine. Unfortunately, he was preparing for his next MMA fight when he was offered the role and couldn't train and shoot a film at the same time.