The Sopranos almost looked very different. Oscar nominee Lorraine Bracco , who played Dr. Jennifer Melfi, Tony Soprano's psychiatrist on the hit HBO series, was originally offered a very different role: Carmela Soprano. So why did she turn down the role that eventually went to Edie Falco ? "Because I did it in Goodfellas," Bracco told Watch What Happens Live host Andy Cohen. "And I didn't think I could do it better. David [Chase] and I agreed with that, so I asked him if I could play Jennifer Melfi." Bracco played Karen Hill opposite Ray Liotta in Goodfellas and received an Oscar and Golden Globe nomination for the role.??