Star Trek 2009 Almost Had William Shatner, Chris Pratt and Matt Damon

Star Trek 2009 very nearly saw the return of William Shatner, with Chris Pratt in the running to play Kirk, Matt Damon offered the role of his father George, and Oscar winner Adrien Brody in talks to play Spock. And believe it or not, a reboot almost happened two decades earlier, after the critical and commercial flop of The Final Frontier.

So how did the franchise get from those near misses to the 2009 blockbuster that revitalized it? The story starts not in the 2000s but in 1989, and it ends with a Shatner scene that was written and then dropped.

The first Star Trek reboot was planned in 1989 after The Final Frontier

Star Trek V: The Final Frontier had been a critical and financial disappointment, and Paramount Pictures was genuinely concerned that the franchise wouldn't recover. With the 25th anniversary of the original series approaching in 1991, producer Harve Bennett decided to revisit an idea producer Ralph Winter had pitched years earlier, during a contract dispute with William Shatner in negotiations on Star Trek IV: The Voyage Home.

Winter's idea was simple. If the studio couldn't get the original cast together because of money, ego or scheduling, it should make a prequel. Young actors would play Kirk and Spock meeting at Starfleet Academy, effectively creating a new tentpole franchise.

Bennett realized this would solve the studio's biggest headache: the ballooning salaries of the original cast, which was also what led to the creation of The Next Generation. A prequel could be made for $27 million, avoiding the paychecks commanded by Shatner, Leonard Nimoy and the supporting players. So Bennett and the writer of Star Trek V wrote a script titled The Academy Years.

The Academy Years opened with McCoy and flashed back to Kirk in Iowa and Spock on Vulcan

The story opens right after The Voyage Home, with Bones addressing a group of graduating Starfleet cadets. When he's asked whether Kirk and Spock were friends back in the day, McCoy scoffs. He says he's never met two less likely candidates for friendship, calling them as different as Vulcan and Iowa.

From there the film flashes back. In Iowa, a young Jim Kirk is scolded by his brother after recklessly flying what's described as a futuristic crop duster. Kirk longs to be a test pilot like his father and finally gets his chance once he's accepted into Starfleet Academy. On Vulcan, a young Spock faces pressure of a different kind. He's actively discouraged from joining Starfleet and warned that he would be the only cadet of mixed Vulcan blood.

That's because in this script the Federation is young and small, made up of only a handful of solar systems. Its expansion has been slow, limited by primitive warp technology. True faster than light travel powered by experimental dilithium crystals remains theoretical, dangerous and largely untested. It was during one of these early dilithium experiments that Kirk's father, George, disappeared when his test ship, the Bonaventure, vanished without a trace.

The script showed a Federation where prejudice was still real

When Kirk arrives in San Francisco, he accepts a ride on a speeder bike from his future love interest, Cassandra, and gets into a dust up with a hostile cadet. He soon meets his roommate, Leonard McCoy, whom he quickly nicknames Bones, and a brilliant but underestimated engineer named Scotty, who reveals he once worked on warp propulsion research with George Kirk.

The script makes a point of showing that this era predates the enlightened, utopian Federation fans are familiar with. Racial prejudice is still very real. Spock becomes a target of bullying and is brutally beaten by the hostile cadet and his friends, only to be rescued by Kirk. The bully is expelled, but the incident escalates when he learns his father has been killed in a coup on his home world, an uprising possibly linked to a newly signed antislavery proclamation supported by a Federation ambassador.

As tensions rise, Kirk and Spock are confined to quarters after Spock illegally uses a mind meld to help Kirk pass a quantum mechanics exam. At the same time, McCoy and Cassandra are assigned to escort the ambassador aboard an aging starship, described in the script as battered and patched. Its design isn't familiar, but its name is: the USS Enterprise. It's not the Enterprise we know and love, though, but an older predecessor.

The Academy Years ended with Kirk in the chair and "Beam me up, Scotty"

Before the mission can be completed, the expelled cadet attacks the Enterprise and disables it, killing its captain and leaving its crew adrift. He demands that the ambassador be handed over or the ship will be destroyed. With Starfleet unable to respond in time, Kirk, Spock and Scotty steal an experimental warp craft from the Starfleet Museum, the Bonaventure 2.

Using Scotty's radical dilithium modifications, Spock's theoretical calculations and Kirk's piloting, they push the ship beyond anything Starfleet believed possible to reach the Enterprise. After beaming aboard, the cadets take control in a moment that eerily foreshadows the future: Kirk in the captain's chair, Spock at the science station and Scotty in engineering. Together they jury rig the battered ship, defeat the attacker and save the surviving crew. With the crisis over, the cadets go their separate ways, destined to reunite years later under very different circumstances.

The film then cuts back to the present. McCoy finishes his story as his communicator chirps, with Scotty asking if he's ready to beam back aboard the Enterprise. McCoy excuses himself from the cadets, takes one last look around, smiles and delivers a line that suddenly means much more than it ever did before: "Beam me up, Scotty."

A regime change, the original cast and Gene Roddenberry stopped The Academy Years

So what went wrong? Harve Bennett had intended to direct the film himself and to cast Ethan Hawke as Kirk and John Cusack as Spock. He had a green light from the studio, but a regime change stalled the project. A new executive got cold feet about launching a new cast for the 25th anniversary and wanted a movie with the original cast.

The concept also created friction with the original actors. To appease them, Bennett had intended to include a cameo for Shatner and Nimoy at the end of the film, but everyone still felt threatened by the idea of being replaced. Gene Roddenberry, the creator of Star Trek, was vocally opposed too. He publicly denounced the script, comparing it to Police Academy, and argued that no one but him had ever successfully cast a Star Trek character.

Bennett, disappointed that his chance to direct his first feature film was gone, left the franchise. Paramount pivoted, hiring Nicholas Meyer to develop what would become Star Trek VI: The Undiscovered Country.

A use it or lose it deadline led to J.J. Abrams directing Star Trek 2009

Fast forward 20 years. Following the failure of Star Trek Nemesis, the franchise was dead in the water, and Paramount found itself in a use it or lose it situation: it needed to develop a new film within 18 months or lose the rights.

The studio approached Mission: Impossible III writers Roberto Orci and Alex Kurtzman to pen it, with that film's director, J.J. Abrams, producing. But when Abrams read their script, he loved it so much that he decided he couldn't let anyone else direct it.

Nimoy's Spock was first written as a mysterious time traveler, and Carol Marcus was cut

The 2009 film was almost very different. Originally, Nimoy's Spock would have shown up near the start as a character whose identity remained a mystery, with the crew chasing this troublemaking time traveler and the audience led to think he was one of the villains. Eventually, he would be revealed to be Spock trying to fix the timeline. The writers also explored having Spock disguise himself as the first captain of the Enterprise, Robert April, but felt that was too obscure a reference for casual fans.

Carol Marcus, Kirk's old flame and the mother of a son in Wrath of Khan, was originally in the script as his love interest, with the intention of bringing her back in the sequel. However, the writers felt the script was becoming too unwieldy. They decided the relationship between Kirk and Spock was the most important one to establish, so Carol was cut, eventually appearing in Into Darkness.

Deleted scenes explained Nero's absence and Kirk's Kobayashi Maru win

Several scenes were filmed that would have explained a few things but were ultimately deleted, including a subplot involving the villain Nero. Audiences would have seen Nero's ship captured by the Klingons after it was damaged by George Kirk. Nero would then have spent 20 years in a Klingon prison camp on Rura Penthe before escaping, which would have explained his long absence.

Another cut sequence explained exactly how Kirk beat the Kobayashi Maru test, which involved the Orion girl he was sleeping with. In the deleted scene, she inadvertently helps him reprogram the simulation. That was followed by a hilarious gag later in the film where Kirk mistakes her for a different Orion girl aboard the Enterprise.

William Shatner's cameo was written and dropped, while Nimoy improvised his final line

The biggest what if for the 2009 film was the inclusion of William Shatner. The writers wrote a scene where Spock Prime gives his younger self a birthday message from the original Kirk. It would have been a poignant moment in which Kirk, knowing Spock would eventually go to Romulus and outlive him, wishes his friend a happy birthday. The scene would then have dissolved into Shatner reciting the famous where no one has gone before monologue. The team was divided, and Abrams ultimately decided the cameo felt forced.

Interestingly, Spock Prime's final line in the movie, "Thrusters on full," was an improvisation by Nimoy. The scene was originally scripted with Spock simply walking away, but Nimoy asked Abrams for one more take to try an idea. He delivered the line and Abrams loved it, realizing it was Nimoy's way of passing the torch and telling the young cast to go ahead.

Adrien Brody, Matt Damon and Chris Pratt nearly joined the Enterprise crew

The crew almost looked very different too. Before Zachary Quinto was locked in as Spock, Adrien Brody was in talks to play him. For the role of Sulu, an actor from Heroes was interested, but the show's producers refused to let him go because they were already losing Quinto for three months to shoot the film. There was also a rumor that Gary Sinise was considered for Dr. McCoy. While he bore a striking resemblance to the original actor, DeForest Kelley, he was ultimately deemed too old for the origins feel of the movie.

Most surprisingly, the role of George Kirk, which launched Chris Hemsworth's career, was first offered to Matt Damon. Damon turned it down, citing scheduling reasons, and Abrams described it as the most gracious and logical rejection he'd received.

The role of James T. Kirk was a battleground. Chris Pratt auditioned but described the experience as demoralizing. He recalled seeing the character description requiring an it factor and walking in feeling overweight and unprepared, and he knew immediately he hadn't landed it. Sebastian Stan also got very close, even doing a separate photo shoot replicating William Shatner's old poses to prove to Abrams he had the look. Chris Pine, who eventually won the role, actually tanked his first audition because he couldn't quite take himself seriously as a leader. It was only because his agent bumped into Abrams' wife that he got a second chance.

The Academy Years could have reshaped Star Trek two decades earlier

Star Trek 2009 succeeded by doing what The Academy Years never got the chance to do: reintroducing Kirk and Spock to a new generation. But it's not hard to wonder what might have happened if Paramount had taken that risk 20 years earlier. A youthful, character driven academy story could have reshaped the franchise long before reboots became Hollywood's default setting.

Instead, it became a footnote, a reminder that Star Trek has always survived by not standing still, but by daring to go boldly where no one has gone before.

Which of these near misses, from The Academy Years to the dropped Shatner cameo, would you most like to have seen on screen?