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VOICE OVER: Rebecca Brayton WRITTEN BY: Andy Hammersmith
These unscripted movie scenes went down in history. For this list, we'll be looking at the most celebrated and memorable instances of actors and filmmakers throwing out the script. Our countdown includes "Pretty Woman," "The Shining," "Jaws," and more!

#10: Jewelry Box Prank “Pretty Woman” (1990)

In the role that made her a major star, Julia Roberts glowed in every scene from “Pretty Woman.” But the moment that the film is best remembered for happens as Gere’s character gives her a beautiful diamond and ruby necklace. Just as Roberts reaches for the box, her scene partner playfully snaps it shut. The moment was meant to be a throwaway prank on Gere’s part, which is what makes it so spontaneous and lovably goofy. Roberts’ genuine laughter gives the scene a brilliant final flourish.

#9: Sword Fight “Raiders of the Lost Ark” (1981)

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The filming of the classic adventure “Raiders of the Lost Ark” wasn’t all fun and games. Along with much of the crew, star Harrison Ford contracted dysentery, and was seriously under the weather during the shooting of the famous marketplace fight sequence. The action culminates in a dramatic encounter with a swordsman, originally set to be an elaborately choreographed duel. Ford’s sickness prompted this stroke of genius instead. Rather than engaging in a lengthy showdown, Indiana Jones subdues the baddie with one carefully-placed shot. Partly inspired by the desperation of the production, this still feels like the perfect way to end the battle.

#8: “How Am I Funny?” “Goodfellas” (1990)

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In a rollercoaster ride of comedy and terror, this pivotal scene between Joe Pesci and Ray Liotta might be the best in all of "Goodfellas." Pesci's character Tommy takes offense after Henry calls him funny. What follows is a tense sequence full of uncertainty, with the hot-headed mobster eventually revealing that he's joking. This all came from a real-life incident, when Pesci was working as a waiter and told a mobster he was ‘funny’. The compliment was not well-received. Director Martin Scorsese encouraged him to work the exchange into the movie. The actor's Academy award-winning performance really stands out here, in a stretch of dialog that has authenticity to back it up.

#7: “I Know” “Star Wars: Episode V – The Empire Strikes Back” (1980)

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This emotional back-and-forth from "The Empire Strikes Back" let Han Solo remain, in Ford’s own words, “a badass until the end." After arriving on Cloud City and being captured, the smuggler with the heart of gold is about to be frozen in carbonite. Princess Leia gives him one last parting message, and his reply somehow acknowledges not just her feelings, but everything between them. Ford was scripted to say “I love you, too”, but a last-minute discussion altered the dialog. Thankfully for audiences, he chose to go in a different direction that revealed much more about his character.

#6: “Here’s Johnny” “The Shining” (1980)

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The horror masterpiece "The Shining" is crafted around Jack Nicholson's chilling performance. After he goes insane and attacks his wife, he tries to chop down her bathroom door. As if she wasn’t freaked out enough, he sticks his head through the hole and quotes famous late night talk show announcer Ed McMahon. This ironic dialog brings a darkly humorous counterpoint to the horrifying scene. And it leaves Nicholson's character seeming all the more unhinged. Fortunately, director Stanley Kubrick ultimately allowed the unscripted line to stay in the film.

#5: “Flames on the Side of My Face” “Clue” (1985)

Madeline Kahn plays Mrs. White, the widow that ends up playing a deadly game of whodunit with her fellow “Clue” characters. The last section of the film follows the various party guests as they try to find the culprit. Each and every person has a shady past, but in this key moment White is reminded of how much she despises the maid Yvette. The description of her hatred inspires a wonderfully manic improvisation from Kahn. In what might be the funniest line of a hilarious movie, the actress steals away the comedy from her equally talented co-stars.

#4: “Glass Case of Emotion” “Anchorman: The Legend of Ron Burgundy” (2005)

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Will Ferrell’s Ron Burgundy is at his wit’s end after his dog Baxter is punted off a bridge. Burgundy has one of the funnier breakdowns in comedy history as he delivers an unexpectedly hilarious update on his mental state. Calling his friend Brian, the anchor screams gibberish in a telephone booth. He’s finally able to provide his location (roughly)

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, which doubles as a cry for help. Ferrell sells the moment in yet another example of unscripted genius for the performer. In a movie full of funny sequences, this one stands out with its spontaneous energy.

#3: Gear Rundown “This Is Spinal Tap” (1984)

"This Is Spinal Tap" expertly satirizes the lives of vapid rockstars. In this particular scene, lead guitarist Nigel Tufnel shows off his gear to the movie’s director Rob Reiner. All of the dialog is completely improvised, but the best part comes when Tufnel describes a modification to his amplifier. Comedian Christopher Guest does it all without breaking, in a moment that gleefully pokes fun at the life of a self-serious musician. speaking to their talent, Guest and Reiner play off each other so well that it feels scripted down to every second.

#2: “You’re Gonna Need a Bigger Boat” “Jaws” (1975)

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Even after so many filmmakers have imitated it, "Jaws" remains one of the great thrill rides in movie history. Director Steven Spielberg shies away from showing the shark clearly, building up to this first close encounter. When Roy Scheider's character Brody sees the size of the shark, his response perfectly captures the audience’s anxiety. The line was actually an inside joke from the film's crew, who would utter the phrase throughout the troubled production. It later ended up in this pivotal scene as an ad-lib, and became the most famous quote from a huge blockbuster. Before we unveil our top pick, here are a few honorable mentions. “I Am Iron Man”, “Iron Man” (2008)

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Robert Downey Jr. Sends Off His First Film as Tony Stark in Iconic Fashion “Take the Cannoli”, “The Godfather” (1972)

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Richard Castellano Includes an Iconic Ad-Lib to a Now Legendary Moment in the Mob Movie Billy Crystal as Miracle Max, “The Princess Bride” (1987)

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The Comedian Makes This Already Funny Comedy Even More Hilarious with His Improv Wax Scene, “The 40-Year-Old Virgin” (2005)

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Steve Carell’s Shouts of Pain Are Very Genuine! Coffee Cream, “Mrs. Doubtfire” (1993)

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Robin Williams Makes His Malfunctioning Mask Part of the Scene

#1: “You Talkin’ to Me?” “Taxi Driver” (1976)

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This psychological thriller is one of the greatest collaborations between director Martin Scorsese and actor Robert De Niro. The dark drama follows Travis Bickle on his journey to becoming a violent vigilante. During one scene in his apartment, Bickle plays up his dream persona as a tough guy in the mirror. The script doesn’t provide for any dialog in this particular moment, but De Niro includes a famous improvisation that nails the twisted nature of his character. To this day, some people quote the line without even knowing its origin. Even fewer people realize that it all was a result of the performer’s dedication to his craft.

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