‘Inside Out 2’ Director Kelsey Mann And Producer Mark Nielsen On The Pixar Sequel’s New Emotions

Inside Out 2 brings back the emotions from the original 2015 animated film, including Joy (Amy Poehler), Sadness (Phyllis Smith), Anger (Lewis Black), Fear (Tony Hale, replacing Bill Hader), and Disgust (Liza Lapira, replacing Mindy Kaling). But the sequel — which takes place a year later, with Riley now a combustive teenager — also new voices competing for space in her mind.

Following a trip to Pixar HQ, I spoke to director Kelsey Mann and producer Mark Nielsen about the new emotions and the voice actors playing them. Did Ayo Edebiri get the SNL hosting gig during a recording session? Find out below!

Anxiety (Maya Hawke)


How did you settle on Anxiety being the quote-unquote “main character” of the new emotions?

Kelsey Mann: This movie, I knew I wanted new emotions to show up. One of the ideas that I was interested in was Riley becoming a teenager, and I’m like, well, a lot of new emotions kind of pop up when you’re at that age. And I made a list of all of these possible ideas of emotions that we could expand the world out. And one of them was anxiety. I was really drawn to that from the very beginning. I wrote them all on my wall, my story room, and I just kind of circled that one. That was January 2020 when I began on the film. And even at that time, anxiety was a big topic that a lot of people were dealing with, and it was certainly something that I dealt with when I was the same age as Riley. Even now. And then the pandemic hit, and it just dialed up the conversation about anxiety even more so, because we were feeling a lot more anxious as not only adults, but teenagers and kids. Everybody was dealing with that a lot more, but we had already settled on that would be the main character, the main emotion that shows up.

Mark Nielsen: We also met with experts. Dacher Keltner, who’s a professor at Berkeley, is someone that we got in a room with really early on. We talked about, what are these complex emotions that show up at this age? Dr. Lisa Damour was a big help, too. We read her books. We met with her. She’s an expert in teenage emotions, and she was super helpful. And then we auditioned a lot of emotions in the story, and some of them fell out. We had emotions like guilt and jealousy and shame and schadenfreude, but we ended with the ones that felt the most truthful to being in that new kind of awkward stage of life.

You definitely picked the right person to voice Anxiety. How did Maya Hawke’s casting come about?

KM: I absolutely adore Maya. I want to put her in anything that I work in. We had an incredible working relationship together. When it ended, she’s like, “I would love to do anything with you. I will play a bush, a tree, doesn’t matter.” She was fantastic to work with. And the casting process here at Pixar is really cool, because we usually meet with them and kind of talk about the character and what we’re thinking, and then they go on and they bring to us what they think are the best options, and we listen to it blind. We actually just have a list that says, Actor One, Actor Two, Actor Three. And I just stare at a picture of the character, and Mark and I just listen. We try to see who matches and who fits. And a lot of times I don’t know who the person is. I’m just trying to find the right character and right voice for that character. And then they tell us afterwards, when we narrow it down to our favorites, they tell us, then there’s a big reveal as to who each person is.

It’s like The Dating Game.

KM: It is a little bit, yeah. Sometimes there’s some very distinct voices, and you’re like, I know exactly who that is, and it really helps us to just focus on the character. And then Maya was one that we were drawn to immediately, because we always wanted this character to be incredibly fun and funny and appealing, but also have a sense of real humanity behind the voice. We wanted to feel like you could hear that she actually really cares, and we wanted the character of Anxiety to really love Riley. Maya was able to bring that.

MN: One of the clips I remember us listening to was, I think it might have been pulled from Stranger Things, but she’s talking really fast. It’s hard to keep up with her. And she just had this energy that was just awesome. We’re like, that is great energy. Let’s see what Maya can bring. And then you auditioned her, I think from Epcot on a family vacation.

KM: Yeah, I did. I was at Disney World when she was available for an audition, and so Mark worked with some people here at the studio who had ties at Disney World, and they made it so that I could go. I met somebody at the Mexican Pavilion and went backstage to an office where they had a computer. They had Zoom set up, and I auditioned from Epcot, and we knew right away from that first meeting with her that she was perfect for the role.

Envy (Ayo Edebiri)


You cast Ayo as she was becoming the biggest thing in the world. Did you see her on The Bear?

MN: Season one had been out, so we knew her from season one of The Bear.

KM: We played a lot of clips from her stand up, which I didn’t know she did. That’s always important, especially in the Inside Out movies, for our cast to have comedy chops behind them. It’s so helpful.

MN: The quality of her voice was just great. And all the clips we listened to, we could hear that voice working in the smallest character that we have of Envy, who’s this tiny little thing. But she was also able to bring this kind of ferocious kind of attitude and energy through that little body of that model that was just awesome.

KM: And she literally did blow up right in front of us when our last record with her, she got an urgent phone call that she had to take in the middle of the recording, and she came back and was like, “That was SNL. They just offered me to host,” so she got that booked in the middle of our recording with her.

Embarrassment (Paul Walter Hauser)


To go from the smallest to the biggest of the new characters, what about Paul Walter Hauser? In the clips we’ve seen, he’s mostly mumbling, but he has such a big personality. He’s literally a wrestler.

KM: He not only has wrestler qualities, but I wanted that character to be really sweet. And a lot of that character is based on my own kids. Embarrassment’s definitely at the console of my teenagers, and most teenagers, especially when they’re around their parents. I got this idea that Embarrassment should be too embarrassed to even speak, because I could kind of see that in my own kids, especially when we go into public places. Our first recording with Paul was so fun because he’s too afraid to talk because he’s embarrassed about it. And so he was going to do a lot of vocalizations, which was really fun to record.

MN: The funniest session I’ve ever been to because it was literally three and a half hours of Paul Walter Hauser just doing vocalizations. Kelsey would be like, “All right, if you could say something, here’s what you would say,” and then he would riff and do like 10 or 15 different takes for what that sound could be.

When you were deciding which characters made the cut, did you think of it in terms of how they would play off each other? Like: Embarrassment, very quiet; Anxiety, talking a mile a minute.

KM: It’s the same thing with their design. You carry that over into their voices and what they sound like. So with their design, each character has this very specific color, and then along with that, each character has a very specific shape. In fact, Jason Deamer, our production designer, followed in the footsteps of the original film of Albert Lozano, who was the character architect on the first film. He boiled the characters down, those five main emotions, into a very basic shape and a single color, and then he designed that way. And so Deamer took those original five basic shapes and added to them. It’s the same thing with the voices. In fact, not only would we listen to them individually, we would play them against each other, so that each character was playing a different note. Sometimes Mark and I would pass on somebody because they sounded too much like another character. Like, play Actor 8 against Actor 80, and then we listen to it, and we’d be like, “That’s too similar. I can’t tell the difference.” They each need to have their own lane.

Ennui (Adèle Exarchopoulos)


How does it feel knowing you’re teaching an entire generation of children the word “Ennui”?

KM: It’s fantastic. Even from the very first teaser trailer, we kind of hinted at the other emotions that were there. And there’s a really great fact, I believe the Google search of the week that we released the teaser trailer, “ennui” went to, like, the top 10 Google searches. So I’m very excited for it. It’s super fun, and I love that character and what I love about that character is she doesn’t care if you love her or not. She’s just like, “Whatever. I could care less.”

MN: We couldn’t think of a good pairing for Ennui, but she doesn’t care to be part of a pairing anyway.

Have either of you gone on the Inside Out Emotional Whirlwind ride at Disneyland?

KM: 100 times yes. In fact, I even went there and took a picture. I think it was within the first year of working on this movie, a lot of our crew would send us pictures in front of the ride. That ride is super fun. It also reminds me of A Bug’s Land.

MN: That’s where it lived originally.

KM: Yeah, and I loved A Bug’s Land. It’s near and dear to my heart with my whole family, so much so that when I knew they were going to shut it down, I fought to get the Heimlich train here. I remember Jason Katz, who’s a story supervisor, the two of us were like, we will get a U-Haul and we will drive down to Disneyland, and we will get Heimlich ourselves and bring it up. And then they’re like, “Kelsey, you can’t do that. That’s like a terrible idea. That thing is like thousands of pounds. You cannot do that. We’ll do it for you.” And so they got that ride up here at Pixar, and riding the Emotional Whirlwind just reminds me not only of A Bug’s Land and my kids, but now it’s a part of this world, and it’s super fun. You can hear all the voices. It’s really fun. I love that.

Inside Out 2 is out in theaters now.