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While the lead actors on The Sopranos always performed brilliantly, the classic series’ cast was strong all the way down down to its supporting players. In some cases, producers used nonprofessional actors and got convincing results.

But more often not Sopranos producers turned to big-name actors and directors for supporting roles. The casting of Dr. Krakower, the psychiatrist who met Carmela Soprano (Edie Falco) only once, offers a great example. At first, legendary director Mike Nichols was cast in the role.

After Nichols backed out of playing Krakower, Sully Boyar (Dog Day Afternoon) came aboard and nailed it. Either way, The Sopranos would have had an excellent performer for that one-scene part.

When it came to casting Dr. Eliot Kupferberg, psychiatrist to Dr. Jennifer Melfi (Lorraine Bracco), producers had to plan for a more substantial role. Eventually, it went to director Peter Bogdanovich (The Last Picture Show). However, it almost went to an actor Bracco said she didn’t like.

‘Sopranos’ producers considered James Lipton for the role of Melfi psychiatrist Dr. Kupgerberg

James Lipton posing with Gene Wilder
James Lipton and Gene Wilder | Ron Galella, Ltd./Ron Galella Collection via Getty Images

On her visit to the August 3 edition of the Talking Sopranos podcast, Lorraine Bracco told co-hosts Michael Imperioli (Christopher Moltisanti) and Steve Schirripa (Bobby Baccala) all about her time playing Dr. Melfi. That included what it was like working with Bogdanovich.

After saying how much she liked working with Bogdanovich, Bracco reflected on another big name that almost got the role. “I think that originally they wanted to cast — what’s his name? — James Lipton, God rest his soul,” Bracco recalled. [Lipton, the former host of Inside the Actors Studio, died in March 2020.]

In brief, Bracco thought their personalities would have clashed. “Now, I happen not to really like him,” Bracco said. “I think he’s very pretentious, and I would have had a hard time with him.” Fortunately for her, that never happened.

Lorraine Bracco thought Peter Bogdanovich was a far better choice

Lorraine Bracco posing with Peter Bogdanovich
Lorraine Bracco and Peter Bogdanovich attend a premiere screening of ‘The Sopranos.’ | Sylvain Gaboury/DMI/The LIFE Picture Collection via Getty Images
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For Bracco, Sopranos producers couldn’t have made a better choice than Bogdanovich, the much-respected director who was close to Orson Welles. “I liked Peter. He’s old-school,” she said with a big smile on Talking Sopranos. “He’s a delicious guy, so smart.”

Imperioli couldn’t disagree with that. “Peter was a much better choice,” he said. “I think he’s phenomenal.” Bracco loved the idea of having someone with Bogdanovich’s encyclopedic film knowledge around. “He’s so knowledgeable about filmmaking, and who and what,” she said. “And the fact he can do all those [impressions]. It’s so cheeky.”

That came as a surprise to Imperioli and Schirripa. “Oh my god, he can do Jimmy Stewart, he can do [other famous figures],” Bracco said. “You’ll flip out. He’s great.” Bogdanovich, who also directed the season 5 episode “Sentimental Education,” has been the shortlist of future Talking Sopranos guests. So fans of the podcast have something else to look forward to.

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