Production

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Development
After the success of Inside Out, the seventh-highest-grossing film of 2015, Entertainment Tonight and The Guardian considered a sequel to be "inevitable".[15][16][17] Inside Out director Pete Docter was germinating ideas for a sequel while the original film's nominations were unveiled at the 88th Academy Awards in January 2016.[18] Development on the story began in early 2020 and Pixar officially confirmed the sequel's development during the D23 Expo announcement in September 2022, with Amy Poehler coming on stage to discuss the film alongside Docter.[19] Kelsey Mann was announced as the director of the sequel (making it his feature directorial debut), with Mark Nielsen producing, while Meg LeFauve was announced to write the film's screenplay, returning from its predecessor.[20]

To utilize "truthful" worldbuilding, Mann used Docter's "five to 27 emotions" idea from the first film that he pitched during its production.[21] Mann's first pass included nine new emotions to make Joy feel overwhelmed with all the new emotions showing up, but felt that the story could not keep track with so many emotions taking the spotlight or not adding to the story, so after the first screening he decided to simplify the number. Among those emotions was Schadenfreude (having joy at someone's expense), Jealousy and Guilt, but the latter two influenced the film despite being removed, with Mann feeling that Envy could relate to Jealousy and how remnants of Guilt could be found within Anxiety's introduction, even giving Anxiety some of Guilt's baggage, which was inspired by that of Disneyland hotels.[22]

Research and writing
The production team frequently consulted author and clinical psychologist Lisa Damour and used her books as guidance on accurately portraying how teenagers emotions change during puberty. Professor of psychology at the University of California, Berkeley, Dacher Keltner, who helped on the first Inside Out, returned as a consultant as well. Keltner played a key role in selecting which emotions should be introduced in the story. A character based on the emotion of shame was intended to be a part of the film but was axed, in part due to Keltner contesting that shame was not an emotion.[23]

To assist with the development of the film, Pixar enlisted a group of nine teenagers, who were dubbed "Riley's Crew", to provide feedback on the film to ensure it accurately portrayed modern teenage life. Their input led to the inclusion of the emotion Nostalgia and influenced various scenes, including everyday elements of the emotions' lives and the transition from middle school to high school.[24][25] Nielsen and Mann were also inspired by their own daughters when crafting the film. As development on the story began during lockdown due to the COVID-19 pandemic, the two were able to gather personal research from studying their children, some of whom were Riley's age in the film. Their perspective as parents helped in shaping the film and characterizing the emotions, especially Joy.[23]

Initially, the plot of the film was to involve a talent show, but that idea ended up being scrapped. After about three test screenings, Nielsen, Mann, and LeFauve decided it was best to center the story on Riley playing hockey, as they felt it was a unique aspect of her character. The decision was also influenced by input Mann received from Turning Red director Domee Shi when he asked how to make the film unique from other teenage coming-of-age stories, including her own.[26] The scene where the old emotions are locked in a vault was originally longer but was trimmed down as several gags were cut out due to time constraints.[26]

Casting
Poehler accepted an offer of $5 million with lucrative bonuses to reprise her role as Joy from the first film. Phyllis Smith and Lewis Black also reprise their roles from the first film, voicing Sadness and Anger, respectively.[6] Following a dispute over pay, both Bill Hader and Mindy Kaling declined to reprise their respective roles as Fear and Disgust; they and the rest of the returning cast were reportedly offered $100,000 each, equivalent to two percent of Poehler's salary.[27] On November 9, 2023, with the release of the teaser trailer, it was revealed that Tony Hale and Liza Lapira would replace Hader and Kaling as Fear and Disgust, respectively, while Maya Hawke joined the cast as Anxiety, a new emotion.[5] Mann auditioned Hawke via Zoom at the office of a back room in Epcot during a family vacation with his kids after Nielsen told him that Hawke was available to audition just then, with her anxious performance driving him to tears.[28] On January 16, 2024, it was revealed that June Squibb had joined the cast in an undisclosed role,[13] later revealed to be Nostalgia.[12]

On March 7, 2024, Disney revealed that Ayo Edebiri, Adèle Exarchopoulos, Paul Walter Hauser, Kensington Tallman, Diane Lane, and Kyle MacLachlan joined the cast, with Edebiri, Exarchopoulos, and Hauser playing the other new emotions, Envy, Ennui, and Embarrassment, respectively.[6] In addition, Tallman replaces Kaitlyn Dias as Riley Andersen, while Lane reprises her role as Mrs. Andersen, and MacLachlan also reprises his role as Mr. Andersen.[6] Also joining the cast in supporting roles are Lilimar, who plays a hockey player named Valentina, and Yvette Nicole Brown, who plays the coach of the hockey team, while Sumayyah Nuriddin-Green and Grace Lu play Bree and Grace, Riley's friends.[6][7]

Music
Main article: Inside Out 2 (soundtrack)
On March 7, 2024, with the release of the second trailer, it was reported that Andrea Datzman had composed the film's score, taking over for Michael Giacchino.[29] This made Datzman the first woman to score a Pixar feature film.[23][30] The soundtrack album was released by Walt Disney Records on June 14, 2024, the same day as the film.[31]

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