Puppet Master III: Toulon’s Revenge (1991)


In this installment, the titular puppets and their master take a break from the dull Bodega Bay Inn in favor of 1941 WWII era Berlin. Here, we find the Nazi’s, led by Dr. Hess, hard at work on experiments aimed at reanimating their dead soldiers so the corpses can be used as human shields. So far, they’ve only been partially successful, the bodies jumping up and acting like something out of 28 Days Later before collapsing again. Hess is close, but missing a vital component to his formula.

Meanwhile, Andre Toulon is putting on a puppet show for a group of children. At this time we’re introduced to the films newest puppet, Six Shooter, a little cowboy with six arms, six guns and a smirkey little attitude. Toulon is using him in a show to shoot at Puppet Hitler….in Nazi Germany… in front of a crowd of people.

He may have figured out how to animate his puppets, but no one said that made him smart.

Dude, the f*&$ you thinkin’?

Naturally, one of the spectators works for the Nazis. To make it worse, he also witnesses Toulon’s little friends coming to life and walking around without strings. This news makes it way back to the Nazis in charge of the reanimation project and they descend on Toulon’s studio. In the ensuing scuffle Toulon is taken into custody and Major Krauss, the man in charge of the operation, shoots and kills Toulon’s wife, Elsa. Toulon manages to escape custody with the help of his puppet friends, then goes on the run, vowing “No mercy!”

It doesn’t end well for the Nazis.

If forced to choose between the first three films, Puppet Master III is the one I’d recommend to first time viewers. Despite the ridiculous premises of the plot, this is the one with the best established story. There are no surprise character or plot elements introduced mid-movie and the characters are reasonably fleshed out. The puppetry continues to be pretty top-notch. Yes, continuity issues still plague the series (seriously, was no one paying attention to this stuff?), but the addition of a huge chunk of backstory makes up for it a bit (while also causing some problems, but I get the impression that’s a continued issue that plagues these films.)

But to distract you from the inconsistencies they give you a cowboy version of Spider Man. So, win?

The third entry into the series gives us the best series villain to date, Major Krauss, played by veteran bit actor Richard Lynch. Lynch plays evil Nazi ass to a tee. Krauss is feeling pressure from the higher-ups regarding the zombie-soldier project, but even that doesn’t dissuade him from wanting to put Toulon’s head on a pike, despite Hess’s protests. He plays a convincingly evil hardass and his inclusion in the film, as well as the rest of the supporting cast, adds some much needed acting chops to a series that was lacking it for two installments.


Toulon’s character has once again changed from the previous installment. It’s like the creators didn’t know what they wanted him to be. In the first film he’s the kindly, old grandfather figure. In the sequel, he turned into an obsessive madman. Here, he’s remolded again into vigilante anti-hero. As such, the movie comes across as less like a horror/slasher as the other two did, and instead turns into a revenge film. Toulon proves his ruthlessness by quickly sending his puppets out to the mortuary to kill the two attendants so that he can extract the brain liquid from his late wife and inject it into the doll we recognized as Leech Woman from the earlier films.


If you’re wondering if that means that some part of the personality of the individual whose brain was, well, extracted is maintained in the new puppet, the answer to that is yes, yes it does. At some point, Toulon even reveals the names of some individuals that gave life to some, though not all, of his puppets.

This brings up some very disturbing connotations. It’s never really explained whether or not the individuals whose brains were harvested gave their consent for such a procedure. We certainly never see Elsa do so. Plus, we don’t know how much of the original personalities are retained, even if we do know that some of it is. At one point, while Toulon sleeps, Leech Woman walks over and brushes a lock of hair off his forehead, but that’s as far as the suggestion for any memory retention goes.

But wait, if Elsa’s soul (or part of it) is in Leech Woman, why was Toulon chasing after Carolyn in the last film because he thought he’d found Elsa’s reincarnation? Did Toulon forget? Was his brain really that rotted? Alas, tis yet another plot hole the series throws at the viewer that it  never once tries to explain.

They didn’t say who this guy was, either. That’s the burning question I want an answer to.

Despite what I’d read, so far (emphasis on so far) the sequels haven’t been that bad. In fact, even with all the continuity issues, some of them have improved upon elements from the first. Having this part of Toulon’s backstory makes some of his actions in Puppet Master II make a bit more sense. It has some genuinely disturbing moments, including a scene where a reanimated, suicidal zombie tries to recreate it’s final moments of blowing its own head off, and it’s plot is more solid compared to the previous two. The quality of the acting has improved by leaps and the puppetry continues to impress.

All in all, continuities aside, it’s not a bad sequel, and it’s probably the most memorable of the first three due to the inclusion of the Nazis. Or, well, most memorable for being the good one with the Nazis (there are two more). Parts 4 and 5 (they thought roman numerals were silly after III I guess) are available to me. So far, I have not been dissuaded from watching them….

Puppet Master III is available to rent on Amazon.

It is also available on DVD and Bluray.



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