The casting of Marion Ravenwood took place in unusual surroundings: the Lucasfilm kitchen, with actors scheduled for morning auditions asked to prepare food, actors invited in the afternoon invited to eat the food. Amy Irving was the first choice for Indy's spirited love interest but lost out on the part.
Debra Winger and Sean Young also tested, Winger passing due to scheduling conflicts. After Spielberg saw her in National Lampoon's Animal House, Karen Allen was brought in to play opposite Tim Matheson and John O'Shea, using the first meeting between Indy and Marion as an audition piece.
Danny DeVito was originally Spielberg's first choice to play Egypt's best digger yet the actor proved too expensive. Spielberg rethought the character as a robust, pirate type figure and cast John Rhys-Davies after seeing him in '80s miniseries Shogun.