Best of 2023 (Behind the Scenes): How “The Bear” cooked up that impressive cast for 'Fishes'

Co-casting directors Jeanie Bacharach and Maggie Bacharach talk adding Jamie Lee Curtis, Bob Odenkirk, Sarah Paulson, and more stars for that season 2 episode.

Christmas came early this year thanks to The Bear. But the holiday-set flashback episode "Fishes" was less of a joyous celebration and more of a (literal) car crash you couldn't stop watching, as Carmy (Jeremy Allen White) spent a chaotic night with his extended Berzatto clan that resulted in him deciding to escape their family dysfunction by moving to New York to focus on his career as a chef.

The extra long, intense episode filled in a lot of blanks, explaining exactly where Carmy's trauma comes from. And The Bear cooked that up with a little help from an extremely star-studded guest cast, who — much like Jon Bernthal's unannounced and successful season 1 casting as elder Berzatto brother Mikey — were all kept totally secret until the season began streaming in June. As each delicious episode 6 cameo appeared onscreen with no warning and in quick succession, the shock factor of each surprise casting rose exponentially, from Jamie Lee Curtis' manic matriarch Donna to Bob Odenkirk's Uncle Lee, Sarah Paulson's cousin Michelle to John Mulaney as Michelle's partner Stevie, and last but certainly not least, Gillian Jacobs as Richie's (Ebon Moss-Bachrach) very pregnant then-wife Tiffany.

Casting each member of the extended Berzatto family was no easy feat, as showrunners Joanna Calo and Christopher Storer wanted the reveal of every character to really pack a punch onscreen. But both co-casting directors Jeanie Bacharach and Maggie Bacharach, who have helped shape The Bear from the very beginning after casting the series regulars in the pilot episode, didn't want to simply do stunt casting for the sake of getting big stars.

"That was a really tricky balance to walk, because we didn't want it to suddenly become Friends or whatever, where it's like every famous person in the world is appearing on the show," Jeanie tells EW. "We wanted heavy hitters but it wasn't about, 'Let's go get a bunch of famous people for this episode.' It's just how it unfolded. The episode is heightened, and I think it was really important that these people feel larger than life, and so that just inevitably led to being people who were more well-known."

Maggie agrees, adding that they wanted to be really thoughtful and intentional in casting each role to accurately portray the dysfunctional family dynamic. "This is the first time we get so much insight into Carmy's past, and you just want to get it right," Maggie tells EW. "We really wanted to nail this episode and show the harmony and the dissonance of this family."

The showrunners gave Jeanie and Maggie a heads up before season 2 even began production that they needed to find someone who could portray Carmy and Mikey's often-mentioned-but-never-before-seen mother, Donna. And thanks to most of the season 2 scripts getting written far in advance, they had the source material to give them inspiration. "That's not typical for most productions we work on," Maggie says. "And that was tremendously helpful, as we had a real sense of Donna before we got started."

"We also knew about the Donna character in the first season, and in working on it and talking to Chris and Jo about the world of the show, we just started having fun making idea lists [of actors]," Jeanie adds. "It was really important to understand that destructiveness, the mental health issue, the addiction issue, and this brokenness — she can't help but sabotage everything. But also the pain underneath all of that. It was a lot to consider."

She continues, "There's all these wonderful, wonderful actresses, but we just had to get it right because she is the center of it. We had a lot of discussions talking over this wish list of dream actors, drilling down on each person in terms of: Do they bring all the qualities? Can they be both ugly and heartbreaking? Do they have the right level of comedy and gravitas? That was the most nerve wracking [role to cast]."

As they continued brainstorming and mulling over the long list of women they could see playing Donna, one name stood out above all the rest. "It's a pretty incredible group of women in that age category, and there's no shortage of creativity in terms of where you can go," Maggie says. "But once Jeannie was like, 'What about Jamie Lee Curtis?' It was so obvious."

"Of course, but she's about to win an Oscar [at that time for Everything Everywhere All at Once]," Jeanie says. "We can have wishful thinking, we can dream. But we had to be realistic." That's why the team first went to Michelle Pfeiffer and offered her the role, but she ultimately turned it down due to scheduling. They then went to Melanie Griffith next, but she also passed on the role. That's when the co-casting directors decided to just go for broke and try for their original idea of Curtis.

"Then it turns out she's a huge fan of the show," Jeanie says. "I heard in an interview after the season had aired that, during the first season when she was watching, they mentioned the mother character, and she said to whoever she was watching with, 'I'm going to play that role,' which we never heard until way after the fact. She knew!"

Locking down Curtis as Donna felt like all the stars had aligned. And their initial instincts paid off when they finally saw her embody the character on set. "She really clearly understood the dysfunction and addiction and that behavior," Jeanie says. "She just showed up on set, had done her work, and was a total pro, just willing to put it all out there and be ugly and raw."

But despite all that time discussing Donna and trying to get Curtis, she actually wasn't the first actor cast for this episode. "Sarah and Gillian were first because we knew we wanted them," Jeanie reveals. "They're both friends with Chris, and he knows them well, so he had them in mind from the get-go."

"Then it was Jamie Lee, and then Odenkirk," Maggie adds.

Perhaps the second toughest role to cast was Odenkirk's questionably-related Uncle Lee, who ends up confronting Mikey, accusing him of being on drugs and goading him into throwing forks and fists before Donna drives her car through the living room. (Yeah, we said it was chaotic!)

"With Uncle Lee, you needed someone who was going to be able to go toe-to-toe with Jon Bernthal, who is such a freaking force of nature," Jeanie says. "Chris had somebody originally in mind for Uncle Lee who was also a friend that didn't pan out, so that kind of dragged it along for a bit. So then we did an idea list for that, and once I threw out Odenkirk, it was like, done. We have to have him. I can't even even mention another name."

Once Odenkirk was locked in, the co-casting directors pivoted their focus to Stevie, cousin Michelle's partner whose favorite Christmas tradition is watching the Berzatto family fall apart every year like clockwork. "Mulaney's role was the final piece of the puzzle," Maggie says of honing in on the comedian.

"We talked about a couple of people, and we looked into [them] but it didn't quite work," Jeanie says. "It was important to get that right, because he says grace at the table — the comedy was important, but you also knew somebody had to completely land that moment, so we again made a list of people. 'Let's just fantasize about who we might want,' and we got very, very lucky that, again, we actually got him."

Maggie agrees, adding, "The comedy in our show is a tricky line to walk. Why John Mulaney works so well in that dynamic [is because] he is bringing so much of what he does best. So much of what's funny about what he's doing is the circumstance that you see this character thrown into. You're like, 'This guy should not be here,' but he makes it work so well."

Jeanie and Maggie also had an easier time seeing Mulaney as Stevie because they had cast all the other roles at the point. "Once we had the rest of that ensemble of the family, he became a clearer and clearer choice," Maggie says. "John slots into that family so well and brings the right amount of levity just when you need it but can also deliver on a very real, very intense moment. He really rose to the top of that list and made more and more sense in the bigger picture."

Another aspect that helped Mulaney get the role? His Chicago roots. "People being from Chicago is also a big thing for Chris — Odenkirk was a no-brainer with the fact that he's from Chicago, and Mulaney's from Chicago," Jeanie says. "It's been really important for Chris and Jo to keep as much of that feeling real and authentic, which is across the board in terms of casting people who actually work in restaurants or people who are actually chefs. If we're ever having to decide between people, if someone's from Chicago, they just moved up at least three notches."

Jeanie and Maggie finished rounding out the cast with Ricky Staffieri playing Fak's (Matty Matheson) brother Theodore — and they didn't have to go far to fill that role. "Ricky is an actor but also has been involved with the production with the show since the beginning, since he works with one of the producers, mostly in post-[production]," Jeanie says. "He was actually cast in a role the first season in the Al-Anon meeting, and had this great speech, and we all fell in love with him, and then it got cut. It actually was the best thing that could have happened because I think this was a better role."

With the entire roster of guest stars finally set, Jeanie and Maggie didn't get to see the magic of their work come to life until much later. "There was no table read — they generally don't do them," Jeanie says. "They shoot their episodes in four days. The first day everyone was together was on set, and Chris sent a note just saying it was unbelievable how it just clicked. There was no diva. Everyone was just there to do their best work. He just stood back and was like, 'Holy crap, this is going to be good.'"

Maggie laughs as she says, "What is so incredible about that episode is everyone says it's so uncomfortable to watch, and yet it's everybody's favorite episode of the season."

And it couldn't have happened without the perfect recipe of guest stars.

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• Here's why Jamie Lee Curtis and other The Bear season 2 guest stars aren't getting Emmy nominations — yet

• Every surprise guest star The Bear cooks up for season 2

• The Bear review: Season 2 cracks the characters wide open, with remarkable results

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