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Puppet Master III: Toulon's Revenge

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David DeCoteau

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Puppet Master III: Toulon's Revenge is a 1991 horror film written by Charles Band, C. Courtney Joyner and David Schmoeller, and directed by David DeCoteau. It is the third film in the Puppet Master franchise, a prequel to 1989's Puppet Master and 1991's Puppet Master II, and stars Guy Rolfe as a puppeteer whose ability to animate lifeless material attracts the attention of the Nazis, whose members are played by Richard Lynch, Ian Abercrombie and Walter Gotell.

Toulon's Revenge, as well as the second, fourth and fifth installments of the series, are only available in DVD format through a Full Moon Features box set that has since been discontinued. However, in 2007, Full Moon Features reacquired the rights to the first five films, and the boxset has since been reissued and is available directly from Full Moon, as well as through several online retailers.

The film is also available on DVD along with the first two films on a triple feature "Midnight Horror Collection" at a budget price.


In 1941 (in contrast to Puppet Master 1 establishing that Toulon committed suicide in 1939 and should've been 1936) in World War II Berlin. A scientist named Dr. Heiss is forced by the Nazis, especially his Gestapo liaison Major Kraus, to create a drug capable of animating dead corpses to use as living shields on the battlefield, but cannot get it right: While the corpses do reanimate, they have a tendency towards mindless violence. In a small theater downtown, Andre Toulon has set up a politically satirical puppet show for children, starring a six-armed American Old West puppet named Six Shooter, who attacks an inanimate reconstruction puppet of Adolf Hitler. The show is, next to a crowd of children, also attended by Lt. Erich Stein, Kraus' driver. After the performance, Toulon and his wife Elsa feed the puppets with the formula which sustains their life force, but they are watched by Stein, who informs his superior the next morning. Hess, genuinely fascinated by the formula, wants Toulon to freely share the secret with him, but Kraus wants to take Toulon in for treason.

The next day, Andre gives Elsa a puppet crafted in her likeness as a gift, but soon afterwards Kraus, Hess and a squad of soldiers break into the atelier and take Toulon, Tunneler, and Pinhead. When Elsa attempts to prevent them from taking the formula as well, she is shot by one of the escort, and Toulon is dragged away from her. When Kraus prepares to leave, the wounded Elsa spits at him in defiance, and in retaliation, Kraus cold-bloodedly shoots her dead. However, while transporting Toulon off, the two soldiers guarding him are killed by Pinhead and Tunneler, enabling Toulon to escape.

After hiding for the remainder of the night, Toulon returns to his theater to find that the stage has been burnt by the Nazis. He finds Six Shooter and Jester and leaves with them, then discovers a partially destroyed hospital and decides to set up camp in it. Toulon wants revenge, so he, Pinhead and Jester break into the morgue to get his wife's life essence and inserts it into the woman puppet he made for her, and as she comes to life, he inserts several leeches he found in a jar into her. Later that night, Toulon carries out the first revenge attack on Stein while he fixes Kraus' car, along with Pinhead, Jester and Leech Woman, and on his flight from pursuers Toulon subsequently finds shelter in a bombed-out building.

Back in his lab, Dr. Hess is studying Toulon's formula, and desperate to meet and talk with him, he goes back to the old theater. Meanwhile, some friends from the puppet show, a boy named Peter Hertz and his father, find Andre and decide to live with him after Peter's mother was arrested on charges of espionage. The next day, Toulon sends Six Shooter to kill General Müller, the supervisor of the Nazi reanimation project, while Müller is visiting a brothel. While Six Shooter manages to kill the general, Müller shoots off one of the puppet's arms beforehand. Peter goes back to Toulon's old atelier to look for a replacement arm and is caught by Dr. Hess, who treats him kindly and gets him to take him to Toulon.

Dr. Hess finds and talks to Toulon, who tells him about the puppets' secret, and the two become friends. But Peter's father betrays Toulon by telling Major Kraus about his hideout in exchange for a pardon for his family. Kraus and his men storm the ruin, but the puppets fight back, enabling Toulon and Hess to escape. Kraus stops Peter and his father, demanding to know where Toulon is; Hertz fights against and is shot by Kraus. While searching the nearby houses, one of Kraus' men is shot by Six Shooter; but when Hess approaches him, the soldier puts a knife into him before expiring. Hess dies from the injury, telling Toulon to keep fighting. Toulon returns once more to his old theater, where he falls asleep from exhaustion and is soon joined by the now orphaned Peter.

At night, Major Kraus returns to his office, only to fall prey to an ambush by Toulon and his puppets, now joined by Blade, infused with Hess' essence. Toulon takes terrible revenge on Kraus by hanging him from the ceiling by his limbs and neck by Pinhead, which are impaled by sharp hooks. After having a halberd from Kraus' office decorations planted into the floor, point up, Toulon sets the rope on fire; the rope snaps, and Kraus eventually falls fatally right onto the halberd. The film ends with Toulon, posing as Kraus, and Peter leaving the country for Geneva on the express train.


  • In contrast to Puppet Master 1 establishing that Toulon committed suicide in 1939.





Information from IMDB

Directed by 

David DeCoteau

Writing Credits  

Charles Band ... (original idea)
C. Courtney Joyner ... (written by)
David Schmoeller ... (characters) (uncredited)


[1] Guy Rolfe ... Andre Toulon
[2] Richard Lynch ... Major Kraus
[3] Ian Abercrombie ... Dr. Hess
[4] Kristopher Logan ... Lt. Eric Stein
[5] Aron Eisenberg ... Peter Hertz
[6] Walter Gotell ... General Mueller
[7] Sarah Douglas ... Elsa Toulon
[8] Matthew Faison ... Hertz
[9] Michelle Bauer ... Lili
[10] Jasmine Totschek ... Prostitute
[11] Eduard Will ... Soldier on Stage
[12] John Regis ... Morgue Attendant
[13] Neal Parrow ... Young Driver
[14] Kenneth Cortland ... Pharmacy Soldier
[15] Lenny Rose ... Airport Agent
[16] Laurie Mateyko ... Little Girl
[17] Rhonda Britten ... Mother
[18] Michael Lowry ... Hess's Guard
[19] Michael LeRoy Rhodes ... Hess's Guard
[20] John Cann ... Young Dead Soldier
Rest of cast listed alphabetically:
[21] Michael Todd ... Deathcore zombie
[22] Albert Band ... Six-Shooter (uncredited)
[23] Conrad Brooks ... Nazi Soldier (uncredited)
[24] Gino Colbert ... Morgue Worker (uncredited)
[25] Michael Deak ... Nazi Soldier (uncredited)
[26] Landon Hall ... Brothel Girl (uncredited)
[27] Kevin O'Hara ... Nazi Soldier (uncredited)
[28] Ivan J. Rado ... Cairo Merchant (archive footage) (uncredited)
[29] J.D. Walters ... Nazi Soldier (uncredited)

Produced by 

Charles Band ... executive producer
David DeCoteau ... producer
John Schouweiler ... producer

Music by 

Richard Band

Cinematography by 

Adolfo Bartoli ... director of photography

Film Editing by 

Carol Oblath

Production Design by 

Billy Jett

Art Direction by 

Jonathan Bruce

Makeup Department 

David P. Barton ... special makeup effects designer: Modus EFX (as David Barton)
Adam Brandy ... additional assistant hair stylist / additional assistant makeup artist
Christl Colven ... assistant hair stylist (as Christl J. Colven) / assistant makeup artist (as Christl J. Colven)
Thomas Floutz ... special makeup effects crew: Modus EFX (as Thom Floutz)
Perry Fongheiser ... special makeup effects crew: Modus EFX
Mark Garbarino ... special makeup effects crew: Modus EFX
Palah Sandling ... hair stylist / makeup artist
Yolanda Squatpump ... special makeup effects crew: Modus EFX
Johnny Vegaline ... special makeup effects crew: Modus EFX (as Johnnie Vegaline)
Scott Wheeler ... special makeup effects crew: Modus EFX

Production Management 

Steve Berkezchuk ... unit production manager (as Stephen Berkezchuk)
David A. Weiner ... second unit
Gretchen G. Wieland ... post-production supervisor

Second Unit Director or Assistant Director 

Chris Endicott ... second unit director (as Christopher Endicott)
F. Cameron MacRae ... first assistant director: second unit / second assistant director
Catherine Messier ... second second assistant director
Scott Thomson ... first assistant director
David A. Weiner ... first assistant director

Art Department 

Dina Lisabeth Duhl ... assistant property master (as Dina L. Duhl)
James Fraser ... assistant art director
Gregory Arthur Hill ... airbrush artist
Charlie Jakab ... property master: second unit (as Charles Jakab)
William Jones ... set decorator: second unit (as Bill Jones)
Kenny Minster ... property master (as Kenneth Minster)
Scott Shields ... art director: second unit
Pete von Sholly ... storyboard artist (as Peter von Scholly)

Sound Department 

Cheryl Boyce ... assistant editor
Sarah Brady ... adr editor
John Brasher ... re-recording mixer
Mark Cookson ... re-recording mixer / sound effects editor
Brad Draper ... boom operator
Gary Forbes ... dialogue editor
Heather Leavitt ... assistant editor
Adriane Marfiak ... sound effects editor
Doug Reed ... foley editor
D.J. Ritchie ... production sound mixer
Lauren Stephens ... foley editor
Phillip Raves ... sound effects editor (uncredited)

Special Effects by 

Kevin McCarthy ... special effects supervisor
Mark Rappaport ... puppet shop supervisor
Scott Oshita ... mechanical designer (uncredited)

Visual Effects by 

David Allen ... stop-motion animator: David Allen Productions
Anthony Allen Barlow ... puppet effects crew: David Allen Productions (as Allen Barlow)
Joanne Bloomfield ... lead puppet crew: David Allen Productions / puppeteer: David Allen Productions (as Joanne Lynn Bloomfield)
Yancy Calzada ... puppet effects crew: David Allen Productions
Lynette Eklund ... puppet effects crew: David Allen Productions (as Lynette Johnson)
Chris Endicott ... lead puppet crew: David Allen Productions / puppeteer: David Allen Productions (as Christopher Hunter Endicott) / stop-motion animator: David Allen Productions
Paul Gentry ... effects photography: David Allen Productions (as Paul W. Gentry)
Dennis Gordon ... sculptor: David Allen Productions
Joseph Grossberg ... additional puppeteer: David Allen Productions
Louis Gutierrez ... puppet effects crew: David Allen Productions
Mark Killingsworth ... puppet effects crew: David Allen Productions
Donna Littleford ... effects production coordinator: David Allen Productions
Mark Sisson ... puppet effects crew: David Allen Productions (as Mark Sison)
Kirk Skodis ... puppet effects crew: David Allen Productions
Cindy Sorenson ... puppeteer: David Allen Productions (as Cindy Lou Sorenson)
Lisa Sturz ... puppet effects crew: David Allen Productions (as Lisa Aimee Sturz)
John Teska ... lead puppet crew: David Allen Productions / puppeteer: David Allen Productions (as John Michael Teska)
Brett B. White ... additional puppeteer: David Allen Productions (as Brett White)
Steve Switaj ... effects photography (uncredited)


Chuck Borden ... stunt coordinator
John Cann ... stunts
George B. Colucci Jr. ... stunts (as George Colucci)
Christopher Doyle ... stunts
Lane Leavitt ... stunts
Dennis Madalone ... stunts
John Miller ... stunts
Jon Conrad Pochron ... stunts
Tim Trella ... stunts (as Tom Trella)

Camera and Electrical Department 

Aldo Antonelli ... camera operator / steadicam operator
Christopher Bernal ... electrician
Kelly Clear ... best boy (as Kelly 'The Troll' Clear)
Jack Cooperman ... director of photography: second unit
Jessica Bellone D'Altavilla ... loader
Brad Draper ... grip
Michael Gallagher ... grip
Rick Hopper ... electrician
Brian Kinzey ... electrician
Danny Kuchuck ... best boy grip (as Danny 'Manson' Kuchuck)
Rick Lamb ... first assistant camera
Melissa Moseley ... still photographer
Gino Natallichio ... electrician (as Gino Natalicchio)
George Phillips ... grip
Monica Schad ... second assistant camera (as Monica Carey-Silvera)
Michael Tolochko ... key grip (as Michael 'Gorilla Grip' Tolochko Jr.)
James D. Wickman ... dolly grip
Michael G. Wojciechowski ... gaffer
Kenny Yakkel ... grip
Phil Yoder ... grip
Michael King ... grip (uncredited)

Casting Department 

Helen Hull ... casting assistant
Mike Johnson ... extras casting

Costume and Wardrobe Department 

Shelly Boies ... assistant costume designer

Editorial Department 

Tom Barrett ... associate editor
Ray Neapolitan ... assistant editor
Jason Rosenbaum ... second assistant editor
Scott Shields ... apprentice editor
Chris Weber ... negative cutter
Gary Weber ... negative cutter

Location Management 

Paul Wilson ... location manager

Music Department 

Richard Band ... musician: synclavier
Nick Vidar ... music studio engineer

Script and Continuity Department 

Steve Gehrke ... script supervisor
Mary Wright ... script supervisor

Transportation Department 

Dennis Goble ... transportation captain
Joe P. Moreno ... water truck
Joe Pisano ... vertical transportation coordinator
John F. Teeple ... additional driver: honeywagon
Paul Wilson ... horizontal transportation coordinator

Other crew 

Paul Andrew MacLean ... production assistant
Steve Blum ... servicing coordinator
Bennah Burton-Burtt ... assistant: Charles Band
Jeffrey Court ... production controller
James R. Danskin ... fire safety officer
Monica Heitmann ... publicity coordinator
Mickey Kaiserman ... executive controller
Karen Lewald ... production accountant
Royce Mathew ... assistant to producer / assistant to producers
Eric Miller ... assistant to director
Suzanne Mitchell ... production secretary
Kevin O'Hara ... craft service (as Kevin Reed O'Hara)
John Rassmussen ... director of communications (as John Rasmussen)
Vernon C. Samworth ... fire safety officer
Gunther Schiff ... production legal
Daniel Schweiger ... promotions
Scott Shields ... production assistant
Kyle Silverman ... production assistant
Karen Spencer ... production accountant (as Karen L. Spencer) / production auditor
Catherine Walker ... marketing executive
Peter Wetherell ... executive of international relations
Christopher Wheeler ... chief accountant
Brett B. White ... puppeteer
Greg Aronowitz ... promotional art (uncredited)