Confident she had a viable idea, Rhimes requested an impromptu meeting in November with ABC Entertainment president Steve McPherson and head of drama development Suzanne Patmore Gibbs at the East L.A. production lot of Grey's. Thinking they were attending a briefing on plotlines, the network duo were blown away by Rhimes' pitch: a two-hour spring episode of Grey's that would serve as a pilot for Practice. ''I think I tried to make out with her at one point, I was so happy,'' recalls McPherson. ''I had joked about a Grey's: Miami spin-off at an industry luncheon, but that's all the discussion there was. Shonda had singular focus that was already well-thought-out.''
Soon after Rhimes shared her idea, ABC execs� — to cover their bases — inserted a spin-off clause into cast members' contracts. (At that time, the Grey's players were negotiating for hefty salary hikes.) ''We all believed Addison was the right character, but there are others you could spin off legitimately,'' explains one ABC insider. ''We never got into a full discussion about who would be the second or third candidate, but a good planner always has a plan B and C.''
Though initially surprised, Walsh said she didn't read too much into the clause because none of the cast knew about Rhimes' plans. ''We were like, What's this? We had never seen it before,'' she says. ''We just thought it was a part of negotiating.'' That is, until Rhimes beckoned Walsh into her office in February. ''It was like I was being called to the principal's office,'' Walsh recalls. ''She told me she wanted to spin off my character, and then I slowly started to leave my body. I was very excited about it, obviously, totally thrilled! But my first thought was 'Oh, God, what if it doesn't work?'''
Indeed, there were definitely risks. First and foremost: Would the move rankle the rest of the cast? Grey's costar Patrick Dempsey suggests that it wasn't exactly a kumbaya moment when Rhimes notified each cast member individually last spring about the plans. ''I'm continually surprised about the decisions they make around here,'' says Dempsey. ''Quite honestly it was an interesting ride because no one knew what was happening. It was more of an issue of them defining what the [spin-off launching] episode was about.'' (Once the news leaked to the other actors, execs removed the spin-off clauses from their contracts.)
The cast wouldn't be Rhimes' only challenge. A shy and secretive writer (think Fort Knox), Rhimes insisted that the new show be developed under a shroud of secrecy (''I really felt like it was The Thing That Should Not Be Named''). She even hoped to cast her drama before she wrote the script. ''Because we were sort of the fairly heightened face of attention at that point,'' she says, obliquely referring to the media coverage brought on by the Isaiah Washington imbroglio, ''I wanted the chance to write something the way I had written Grey's — in the vacuum of it not being looked at.'' She didn't exactly get her way: The press got wind of the spin-off by the end of February. Fortunately, Grey's reputation — that, and a seemingly bottomless bank account from ABC Studios — helped Rhimes attract a slew of TV veterans, such as Daly, Amy Brenneman, and Taye Diggs, all of whom command $100,000 or more per episode. Daly was awaiting final word on whether his struggling ABC hostage drama The Nine would get a second-season pickup when Rhimes called him about playing widower Dr. Pete Wilder — a.k.a. the ''quack'' who flirts with Addison. ''Some people were talking like The Nine would be relaunched,'' recalls Daly, 51. ''I was like, 'Are you kidding?' I just felt lucky to be able to continue working.'' Diggs had just wrapped his ill-fated ABC drama Day Break and was mulling over an offer to guest-star on Ugly Betty when Rhimes recruited him to play internist Sam Bennett, the Dr. Phil of Oceanside Wellness who can fix everyone's lives but his own. ''Shonda didn't tell me much,'' says the actor, 36. ''Though I thought, 'How bad could it be?'''
Paul Adelstein was already on Rhimes' radar when he was lured to play sentimental pediatrician Cooper Freedman; Prison Break's rogue agent was originally cast as Preston Burke in the Grey's pilot — a role he had to forgo because of a shooting conflict with Be Cool. (''Shonda is very strong at writing to the actors she has, so I think my Burke would have been a completely different animal,'' Adelstein says.) Completing the high-profile cast were Brenneman (Judging Amy) as psychiatrist Violet Turner, Merrin Dungey (Francie from Alias) as Naomi, a fertility specialist (and Sam's ex), and Chris Lowell (Veronica Mars) as cutie-pie surfer William ''Dell'' Parker, who manboys the front desk. ''I didn't think of it as an all-star ensemble,'' says Rhimes. ''There's something to the fact that this group is older. Finding a bunch of unknowns at that stage of life felt hard to do.''
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