The 1992 comedy "My Cousin Vinny" is a perfect movie (this is my opinion, but also, it's basically a fact), but it could have been totally different -- in that two Hollywood A-listers nearly played two of the main roles.

As the movie opens, New Yorkers and college students Bill Gambini and Stanley Rothenstein -- played by Ralph Macchio and Mitchell Whitfield, respectively -- accidentally steal a can of tuna from a convenience store called the Sac-O-Suds, and when the police corner them, they confess. What they don't know is that the clerk at the Sac-O-Suds was shot and killed right after they unwittingly shoplifted, so they end up confessing to the murder ... at which point Bill's cousin Vincent LaGuardia Gambini (Joe Pesci), a newly-minted lawyer, comes to their rescue. According to an oral history of the movie in Rolling Stone, Macchio and Whitfield were not the first choices for Bill and Stanley; the roles were nearly played by Ben Stiller and Will Smith.

"From Fox's perspective at that point in 1991, I had sort of plateaued," Macchio said. "I was, for lack of a better description, yesterday's news." Casting director David Rubin didn't really agree with Macchio's self-assessment, but he did they auditioned a bunch of people for both roles. "Ralph had presence and notoriety from 'The Karate Kid,' but we did go through a lot of kids," Rubin recalled. "There was a moment towards the end of our process where we had heard about a new kid who was just shooting a TV series called 'Fresh Prince of Bel-Air.' We auditioned Will Smith for Rothenstein. His talent was evident."

"Both Ben Stiller and Will Smith were on their list," Macchio confirmed; as for Whitfield, he found the entire situation completely hilarious. "It came down [to] me and Will Smith, which is funny because that's probably the last time I ever beat out Will Smith for a part," Whitfield joked.