Where do babies come from? Under “The Rule of Jenny Pen,” the answer isn’t as simple as having unprotected sex or getting a visit from the stork. No, the brainchild of director James Ashcroft and puppeteer Paul Lewis has an especially complicated birth story and answers to more artistic parents than most.
Part David Lynch, part Muppet, the titular Jenny Pen debuted in theaters on March 7. She’s a Pisces who is laying early claim to the title of 2025’s favorite new horror icon, thanks to the midwives over at IFC Films and Shudder. (“The Rule of Jenny Pen” will stream exclusively on the horror platform and AMC+ starting on March 28.)
The centerpiece to a toxic tug-of-war — starring Geoffrey Rush as an elderly man terrorized by another patient inside his New Zealand nursing home — Jenny Pen was inspired by real-life “dementia dolls.” That’s a tool that can be used to comfort confused patients in therapy, intertwined here with the scary cinematic legacies of everything from the animatronic “M3GAN” to the black-and-white “What Ever Happened to Baby Jane?”
“I’m a little perverse in terms of my taste, but it all really felt fitting for this world,” Ashcroft told IndieWire. “At the end of the day, the theme of the movie is about tyranny. It’s about a dictator that rises to power in the least likely of places.”
The ideal mountaintop for a Machiavellian hand-puppet, the legendary wrist of Academy Award winner John Lithgow was a major draw for Jenny’s designer too.
“I had no idea what this movie was about,” Lewis told IndieWire. The puppeteer named Lithgow among his all-time favorite actors and said, “I had a friend who set me up with the interview and he said, ‘I’ve got a producer who’s putting together a movie. They need puppets. I’m not going to tell you anything else. I’m just going to let you have the meeting and see your little mind get blown away when you find out who’s involved.’”
“The Rule of Jenny Pen” sees the stubborn Judge Stefan Mortensen (Rush) opposite the sadistic Dave Crealy (Lithgow) in a ferocious battle of taunts. You have to watch the film to appreciate its full effect, but Jenny’s star-making turn sees her playing both a winning personality and a brutal weapon. The two geriatric foes square-off nightly for a game of cat-and-mouse that involves Crealy using Jenny — both as a mask to deflect the suspicion of the nursing staff and as an instrument of torture with the Judge. She’s an accomplice to as many physical acts of cruelty as she is psychological ones.
“It comes down to Frank Booth, Dennis Hopper, and ‘Blue Velvet,’” said Ashcroft of his inspirations. The director recalled seeing Lynch’s masterful deconstruction of the suburban underworld as a 10-year-old and aimed for that same sense of sinister surrealism with “The Rule of Jenny Pen.” In Lynch’s festering neo-noir mystery from 1987, Hopper plays a chronic villain perpetually sipping from a tank of amyl nitrate and handing out hits as a way to manipulate his henchmen.
“There’s an absurdity to that kind of character that becomes really unsettling,” said Ashcroft. “Like here’s John Lithgow, just doing this funny voice and dancing and singing and playing with a doll, which in one sense is very amusing. Then, it just goes on for a little too long and the intensity refuses to ratchet down. It continues to ramp up and up and up. And that’s when you get something deeply unsettling.”
Ashcroft directed those agonizing moments by telling his cast to imagine they were at a stand-up show in a small space “stuck with the worst comedian in the world… and you can’t leave.” That captive-audience effect drives at the loss of autonomy that makes the movie so disturbing. While Ashcroft points out that his film is not intended to demonize eldercare, the setting gnaws at a particularly grim fear about growing old.
“I’ve got three kids,” said Ashcroft. “I’m very aware of bullying in the school yard, but I never thought that was a fate that could potentially await my aging parents — or even myself. It’s an insidious notion. It’s a scary thought that in your quiet years, in the years where you deserve to be looked after and have respite and care, that you could meet the worst of all people.”
Based on a short story by Owen Marshall, this nightmarish allegory was optioned by Ashcroft more than a decade ago. He wrote the script with Eli Kent as a “passion project” that would take a village to bring to life. Before creating Jenny — who was a kid’s paper mache doll in the original story — Lewis was mentored by “Sesame Street” legend Peter Linz and sang opera professionally.
Drawing evergreen inspiration from “The Muppets,” Dan Curtis’s “Trilogy of Terror,” and Richard Attenborough’s “Magic,” Lewis is a multi-hyphenate artist, craftsman, and actor whose first job on this project was figuring out how Jenny would move and look. Working from his home studio in Auckland, Lewis relied on advanced 3D printing to create five different versions of the scene-stealing doll.
“I had so many heads and so many arms in my workroom, just a table full of Jenny Pen parts,” said Lewis. “Every evening I’d be like, ‘Night, girls! Please don’t kill me in my sleep!’”
Ashcroft and Lewis began exchanging inspiration images and discussing different approaches. The filmmaker wanted a baby doll that was “very innocuous, banal, and almost featureless” to stand in stark contrast with his movie’s very human villain.
Pale skin obviously made Jenny’s cherubic face look “creepier,” said Lewis, and he jumped at Ashcroft’s idea to make one patch of her head inexplicably smooth as if worn down by obsessive petting. Her body and arms are stitched stuffed, with an easy-to-operate design. But Lewis, Ashcroft, and Lithgow had some hard choices to make when it came to Jenny’s eyes.
“I came up with this really quickfire system whereby these eyes could be popped into the skull,” said Lewis. “We could push them out inside her head and then put in a different color for a different effect — and that discussion went on for a while. Then one day, I was fooling around on a Zoom call with the eyes and swapping them out, and James goes, ‘Oh, wait a second! Let’s have a look at what she looks like without eyes.’ And he loved it.”
Made of silicone or resin, depending on the doll, Jenny’s head is thin enough to give off a pink glow when backlit. Lewis abandoned the idea to put clear orbs in the sockets early on, but debate about the eyes continued after Lithgow complained that the doll’s line of sight didn’t have a focus. Ultimately, the mechanism used to move the eyes — but not the eyes themselves — were placed back in the head.
“Again, it was just someone messing about,” said Lewis. “But suddenly James was like, ‘Oh, that’s going to be the solution for us, for John and I to both get what we want.’”
These “pinpricks” of light, Lewis said, proved the perfect compromise. You can see Jenny with bright blue eyes just once in the film (as part of a jumpscare involving Rush and a dresser drawer, which is in the trailer) and without those focal-point silhouettes in only one other sequence. The vacuous expression without pupils fits the dark scene well, but it was also a necessary part of the design behind Lewis’ most complicated puppet.
“With the Screaming Jenny, we were talking about the nature of the mechanism and made another fascinating compromise,” said Lewis. “I had to create an under skull and a core for this, which was designed to have a flexible skin over that with a moving jaw.”
Having already packed Screaming Jenny’s head full of those special components — before Ashcroft and Lithgow made the eye discovery — the puppeteer was panicked to think he wouldn’t have room to accommodate the change they wanted.
“I said, ‘I’ve already finished this one. There is no way I can make her look like the rest,’” said Lewis. “And James goes, ‘No, no, no, that’s going to work perfectly. It’s a nightmare sequence, anyway.’”
Prior to “Jenny Pen” (a project Lewis said took up “most” of his 2023), the puppeteer worked on all three seasons of Netflix’s “Sweet Tooth” and the original “M3GAN“. He studied digital sculpting with prosthetic designer Adrien Morot, an eventual Oscar winner for his work on “The Whale,” while both artists were waiting to be called to set for Blumhouse’s sci-fi horror movie.
“I’d heard about this app called Nomad Sculpt, so we sat together and learned it in our downtime,” Lewis said. “Once I got used to the functionality and the feel of it on the app, then it was off to the races.”
Being able to make duplicates and adjustments was essential to Lewis’ process on “The Rule of Jenny Pen,” he said. For one thing, that meant Lithgow didn’t have to worry about breaking his co-star. And when Lewis was tasked with creating a “giant” version of Jenny for another dream sequence, the puppeteer scaled her up by only a fraction. Then he used more of his experience from “M3GAN” to complete a forced-perspective illusion.
“More often than not, I was actually sitting right behind M3GAN,” Lewis said, noting neither film had the budget to paint its puppeteers out. “With Jenny, the obvious thing was to have me close to the camera and to have John sitting at the back with his arm extended — but with us positioned in such a way that it looked like his arm was puppeteering her.”
Giant Jenny was also used in a number of close-up shots. Keeping the effects in-camera as much as possible, but relying on digital technology to speed up production, “The Rule of Jenny Pen” capitalized on the best of both worlds. At one point, Lewis was tasked with looking after both Jenny and Lithgow.
“I didn’t want to tell him what to do, he’s John Lithgow,” said Lewis, sounding like a stressed parent. “But there’s a way to hold a puppet that makes them look good on screen and there’s a bit of a knack to that.” After showing the lead actor the basics, Lewis realized Lithgow had it covered.
“He nailed all the angles and her focus, and I was just watching, like, ‘He doesn’t need me on set,’” Lewis said, wryly. “‘He knows exactly what he’s doing. Goddammit!’”
All of which freed the director to focus on delivering the eerie inspiration he found so captivating.
“Any good villain, they don’t see themselves as a villain,” said Ashcroft, explaining his own slippery perspective. “And the thing that I love about the elderly is that we think of them as predominantly docile and quieter — like they don’t have that bigger life they had when they were young. But my experience being around older people and researching rest homes tells me that just because you’re of a certain age that doesn’t mean that you don’t have a full and blossoming internal world.”
And with a puppet in hand, maybe a scary one too.
“The Rule of Jenny Pen” is in theaters now and streaming on Shudder and AMC+ March 28.
