The Unforgiven: Inside the Making of Season 3 of ‘Barry’ - The Ringer

At this point, Barry Berkman sure seems irredeemable. The hitman/wannabe actor at the center of Barry has killed dozens of people, including one of his best friends and his beloved acting teacher’s girlfriend. And as time has passed, more people have begun discovering his secrets—including said teacher—while it becomes clear that Barry’s attempts to go straight are futile.

But as the third season of the bleakly funny HBO series starts, Barry still believes that he can earn forgiveness. Bill Hader, the cocreator, executive producer, writer, director, and star of the show, understands how delusional that kind of thinking might come off, but he’s not quite ready to give up on Barry yet. “I’ve been doing press and people are asking, ‘Can he be forgiven?’ And, ‘Do you think he can find success and happiness?’” Hader says. “Yeah, we’re asking ourselves the same thing. I have no idea. We’ll see. Hopefully. Maybe. Or maybe he doesn’t deserve it.”

One thing is certain: Barry’s attempt at redemption will have casualties. This late in his story, his decision to live a double life is becoming increasingly, harrowingly dangerous for himself and everyone else in his orbit. As much as he wants it to, trying to counterbalance his violent profession with a more humane one likely won’t save him. It might actually make things worse.

“The whole show, as many seasons as we end up doing, is all going to come down to how much wreckage and how much carnage came from the moment that he decided that he was going to try and redeem himself,” says Barry cocreator and executive producer Alec Berg, who split directing duties with Hader this season. “How many innocent lives have been destroyed because he had the audacity, or the narcissism, or the dimwittedness to think that he could walk the straight path?”

By Sunday’s upcoming premiere, that creeping yet undeniable question has already started taking a toll. Barry hasn’t shaved in days. His eyes are watery and bloodshot. He’s twitchy. And as the man torn between two conflicting worlds, Hader’s performance is, well, disturbing. “It’s a new gear for him,” says Sarah Goldberg, who plays Sally, a talented actor and Barry’s girlfriend. “And I think the audience is really going to be surprised by it. And yeah, it was fun for all of us to play off of. You get a lot for free if somebody’s that into it.”

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It’s been three years since Season 2 ended with a shocking cliffhanger: Barry’s mentor Gene Cousineau—with an assist from a vindictive handler Fuches—realizing that Barry killed his girlfriend, Detective Janice Moss. “I don’t know if you’ve ever been on Space Mountain at Disneyland,” Berg says. “But the last eight turns in that roller coaster, you go right seven times in a row. And the last time you go left hard. And by design, it really is this thing of like, ‘OK, we’re going right. We’re going right. We’re going right.’ And then you start to lean into that right turn and it really snaps your head because you go the other way. Those are always the most fun things, where I want people to watch the show and go, ‘What the fuck just happened?’ That’s always fun.”

For Season 3, the show’s creative team began thinking of ways to build on Cousineau’s revelation. Then the pandemic hit. On a Wednesday in March 2020, the cast gathered for a table read. “Then the Canadian border was closed on that Friday,” Goldberg says. “And the world was closed on that Monday.” When production finally picked up again in 2021, she adds, “everybody was just so happy to be there. And I think the enthusiasm was almost kind of hysterical mania.”

Like the first two seasons, the third packs an almost shocking amount of comedy and terror into each episode. But the show’s unique tone, according to Berg, wasn’t planned. “We just went, ‘It’s about this and this is what this guy wants. And here’s another character that’s in his way and here’s how he would go,’” he says. “I always use this analogy of the whole show being written by two guys standing at a piano hitting a note and going, ‘Is it this? No, I think it’s higher. Is it that? No, maybe a little lower. There it is. That’s the note.’”

Hader says that writer-producer Liz Sarnoff came up with the idea of Barry needing to earn forgiveness, which Season 3 leans into. (The premiere is called “forgiving jeff,” while a certain Metallica song that a sullen Barry listens to early in the premiere also hammers home the theme.) The issue is, Barry hasn’t left his life as a hitman behind. And in his personal life, he’s also trying to keep up the lie that he’s just a normal Hollywood guy trying to get acting work.

“He was warned in the pilot, right?” Berg says. “Fuches said, ‘You can’t do it. This is what you do and this is all that you do.’ And he just decided to try and go straight. And everything that happens and every life that is ruined, you could lay at the feet of his decision.”

Warrick Page/HBO

When this season picks up, Barry is struggling with that reality. The fact that his hero, Mr. Cousineau, knows the truth about him is, sadly, a problem that seems impossible to solve without tragic consequences. “The twists and turns of this year alone…” says Henry Winkler, who in 2018 won an Emmy Award for his performance as the acting coach, before trailing off. “First of all, I don’t know if I could have done it earlier in my career. I don’t know if I had the capacity as an actor to get to where they envisioned it.”

The power dynamic of Barry and Cousineau’s relationship is about to flip. And the result of that turn is terrifying. “You have to stay concentrated because you cannot think, ‘I love this man,’” Winkler says. “I love Bill. I love everything about him. I love that he is awkward. I love that he is so funny. I love that he’s so specific. I love that he doesn’t eat food that I’ve ever heard of before. I mean, bananas on a toast with something else that I don’t know what it is? But he’s so healthy. And I love everything about this guy.” Even though, he finally adds, “my life in this show is in his hands.”

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In Season 3 of Barry, Cousineau isn’t the only character whose life has changed radically. Stephen Root’s Fuches, who’s had a violent falling out with his former protégé, is in hiding. And after Barry massacred most of his colleagues, Anthony Carrigan’s cheerful, American pop culture-obsessed drug lord NoHo Hank has assumed more of a leadership role in the Chechens’ operation. He also has a new love interest. And he’s still spouting hilarious malapropisms, if at a slightly lower rate than before.

“Anthony will come up with a lot of lines; we write it in an area and then he kind of fleshes it out,” Hader says. “This season we kind of tried to dial back on them a bit. Season 2, I think we got a little heavy with them.”

Sally, an actor from Missouri who spent the show’s first two seasons desperate to make it in Hollywood, is also in a new place. After changing the ending of a showcase scene based on her experience leaving her abusive ex-husband, Sally is left to question that artistic hedge—while also coming to terms with the possibility that the hedge may have landed her a television series. “She kind of sold herself out and scored,” Hader says. “Now she has this opportunity to do something that’s real and kind of make right by that. And the thing that I think is interesting about Sally is that she’s really good. She’s really talented.”

When she finally gets the opportunity to produce, write, direct, and star in her own TV show, Sally embraces it. Tightly, while proudly wearing a puffer jacket emblazoned with her new series’s logo. “Alan Rickman actually taught me the best thing I’ve ever learned, which is to always steal something from set,” says Goldberg, who worked with the late actor in the London theater scene. “That, and also the secret to film acting is your sugar intake throughout the day. You must monitor it, and he’s not wrong.”

Now that Sally’s dream is a reality, she’s struggling to stay true to her creative vision while also learning to navigate the cutthroat politics of the entertainment world—a mountain of anxiety that quickly begins to warp the way she interacts with the people in her life over whom she suddenly has power. “Sally is not a very self-aware person, which is really fun to play because even when she’s being cruel, it’s this totally guileless cruelty,” says Goldberg, whose character still hasn’t learned the truth about her boyfriend Barry’s secret life. “She’s not got any status and then there’s a sudden flip and she’s now in charge, and the nastiness comes right out.”

In Goldberg’s mind, Sally is just like a character on another HBO show. “I tried to sort of rip off Matthew Macfadyen, who’s so brilliant as Tom on Succession,” she says. “I see a lot of Sally in Tom, right? Tom is so vulnerable and you care when he’s being bullied, but the minute he gets a little sniff of power, he’s the bully. And I think Sally’s the same in a way. And she’s as morally corrupt as the rest of the characters.”

Well, not all of them.

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As much as he tries, Barry likely will never outrun his life as a hitman. But acting provides an escape, at least temporarily. That’s why he clings to it. It’s the only profession that allows him to transform into someone else.

“We spent a lot of time talking about whether acting is really the thing that he should be pursuing or was it just the feeling of a community or a purpose or applause,” Berg recalls.

“It’s a way for him to access some emotions,” says Hader, who in 2018 and 2019 won Emmys for his performance. “In the pilot he watches Cousineau work with Sally and he goes, ‘Oh, I can do that.’ I think there’s some part of me that I know, on some level, I need that.”

By now, however, Barry can’t afford to spend his days working through his emotions. Now, he understands that even if they don’t know it, everyone connected to him is in danger. And while Hader may be known for comedy, Barry’s circumstances mean he rarely goes for laughs—especially this season. “One of the things that I think is really amazing about him is I think a lot of comedic actors probably feel self-conscious about being purely dramatic,” Berg says. “And a lot of comedic actors are like, ‘Yeah, what’s the joke?’ They’re protective of stuff because they’re like, ‘Oh, this is going to be hacky if I just play it so raw and emotional.’ But really what it is, I think they’re afraid of being that vulnerable.”

For Barry, being vulnerable may not be enough to make amends. But he refuses to accept that. To him, acting is an important part of his quest for forgiveness. Yet the eternal problem of Barry remains, and its protagonist doesn’t seem any closer to solving it.

“He occasionally can be a good [actor],” Hader says. But, he adds, only “after he’s murdered somebody and feels bad about it.”

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The Unforgiven: Inside the Making of Season 3 of ‘Barry’ - The Ringer
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