Johnny Depp is in talks to replace Aussie thesp Sam Worthington on the upcoming spy thriller "The Tourist" for GK Films and Sony Pictures says the trades.

A remake of 2005 French spy thriller "Anthony Zimmer", Depp would play an American tourist drawn into a web of intrigue by a female Interpol agent (Angelina Jolie) who is attempting to locate a criminal who was once her lover.

Jolie remains attached but both Worthington and director Florian Henckel von Donnersmarck have dropped out due to creative differences. Alfonso Cuaron ("Harry Potter and the Prisoner of Azkaban," "Children of Men") is in early talks to replace von Donnersmarck.

This will be the third 'refreshment' of the project which was originally slated to have Bharat Nalluri directing while Tom Cruise and Charlize Theron were attached to star.

Julian Fellowes wrote the original script which Christopher McQuarrie and Jeffrey Nachmanoff polished.

Despite the changes, filming remains scheduled to kick off in February.