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The Indiana Jones film series has left its mark on pop culture, evident with how many books, movies, comics, video games, and more share its DNA in some form. While much of the lasting appeal of the franchise falls on the shoulders of Indy himself and Star Wars star Harrison Ford’s sublime portrayal, one can’t overlook how important the supporting cast in each film was.

From Ronald Lacey’s infinitely hateable Nazi Major Toht in Raiders to Sean Connery’s grouchy Doctor Jones, Sr. in Last Crusade, the series has never been hurting for great actors and great characters (Danny DeVito was unfortunately not one of them).

Harrison Ford and Steven Spielberg on set of 'Raiders of the Lost Ark'
Harrison Ford and Steven Spielberg | Sunset Boulevard/Getty Images

This was so true that nearly a dozen actors auditioned for the role of Indy’s love interest in the first movie, some of whom turned out to be surprisingly big stars.

Tons of famous actors wanted to be Marion Ravenwood in ‘Raiders of the Lost Ark’

As mentioned before, no less than 11 actors auditioned for the role of Marion Ravenwood, the tough-as-nails bar owner whose turbulent past with Indiana colors the film as they’re forced to work together to find the Ark of the Covenant.

According to IMDb, Jane Seymour, Barbara Hershey, Lisa Eilbacher, Mary Steenburgen, Amy Irving, Dee Wallace, Valerie Bertinelli, Linda Purl, Patti D’Arbanville, Michelle Pfeiffer, and Debra Winger all read for the part prior to Karen Allen’s ultimate casting (ironic, given she didn’t even know what the movie was when she read for the part).

In addition to these women, Sean Young also appeared as Marion during screen tests playing opposite Tom Selleck as Indy. Most remember Young for her role as Rachael in Blade Runner, a movie that also starred Ford.

While each actor is extremely talented in her own right, Allen’s unique take on the character was one of the main reasons Marion and the film were so enjoyable, so it wouldn’t have been right to go with anyone else.

A screen test of Allen reading opposite to director Steven Spielberg actually still exists and demonstrates exactly what she brought to the role even that early. As an extra trivia note, her name was made as a combination of writer Lawrence Kasdan’s grandmother-in-law (Marion) and the Ravenwood Court street in Beverly Glen, LA.

Allen and Ford improvised a number of their scenes together

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Perhaps the biggest testament to Allen’s casting was here chemistry with Ford on set. Much of their banter and physicality in scenes was a result of the actors themselves. This includes Doctor Jones’ famous line, “It’s not the years, honey, it’s the mileage,” as Marion helps him tend to his wounds on the ship.

Allen herself also took improv duties into her own hands, most notably in a scene near the middle of the film where Marion attempts to hide a knife from Paul Freeman’s character Belloq. As written, the script didn’t have much reason for why Marion would change from her earlier outfit to the flowing dress we see her in later, only that it needed to happen by the time she and Indy made it to the snake scene at the Well of Souls.

Together, Allen and Freeman put together an entire transitional scene with Marion using the outfit change as a way to hide a knife from her captor. She also suggested that, rather than directly trying to seduce Belloq for her freedom as the script intended, she would attempt to out-drink him as a callback to her introductory scene in the film.

The actors had a lot of control over their characters in ‘Raiders’

The actors in Raiders had a surprising amount of control over their characters during filming. Even beyond ad-libbing, it almost seemed like they could do whatever they wanted and get Spielberg’s approval. Ford, for example, insisted on doing many of his own stunts, ranging from getting up close to a real cobra to the dangerous boulder stunt in the film’s opening.

He was even the reason for the iconic scene where Indy passes up the chance to duel a sword-wielding enemy by shooting him abruptly before the fight (though you can blame that more on dysentery than direction).

If nothing else, the movie goes to show just how much of a collaborative effort filmmaking really is. It’s not just the writers, directors, producers, or editors that make a movie what it is, but the actors, too.