Making of a Puppet Movie: Heartfelt Retrospective

by Puppet Nerd

HeartFelt is a short film I (Ryan Sargent) directed and co-wrote in 2015. It’s had something of an extended life in the puppet community, to my delight and surprise. What follows is my retrospective on the production, and what it means to look back on the film several years later. I’ve also rounded up some insights by the crew, to bring in some other perspectives. The story begins back in June 2014…

The camera team prepares to shoot the very last scene of Heartfelt.


I was tired, and so was my co-writer, Kate. We had been through 6 grueling months of development on my senior thesis script, and faced a third and final rejection from my advisor. We knew we had to start with something new, but we were in no mood to write at the time. So we decided to cheer ourselves up by watching a movie. We had recently done a radio show on Sesame Street, so I picked Follow That Bird, one of my childhood favorites and to this day an absolute classic. 

We had an absolutely joyful time, and when it was over, Kate turned to me and said “What if we did something like that? With Muppets?” I replied, “Well, I don’t know if Frank Oz is available.” But she was serious, and by the end of the afternoon she’d persuaded me that we could write something that felt like Follow That Bird. I got excited about the possibility of paying homage to the great sights, sounds, and feelings of Sesame Street, my most beloved show, and so did my advisor. We got approved on the first draft.

Unfortunately, most other 20-somethings at Chapman University didn’t share our enthusiasm. Our delayed approval was partly responsible, yes, but talking about Muppets, puppets, and pie-in-the-sky dreams was an instant turnoff to many potential collaborators. It took quite some time to assemble a team of key creatives, and I was nervous. I hadn’t worked with most of them before.

Seeking some confidence, I got in touch with Kevin Carlson, who was just a phenomenally friendly guy. Kevin had worked on Pee Wee’s Playhouse, the old McDonaldland commercials, and Timmy the Tooth, another childhood favorite, so I really trusted his insight, and he had a lot to share. Although we initially hoped to bring Kevin on as Harold, the scheduling didn’t work out for him. Kevin, did, however, begin to integrate me into the puppeteering community, and corrected some misconceptions I had about puppeteering for film.

Alex gets a feel for Harold while recording playback audio for the film’s musical number.

I was also put in touch with Alex Griffin, who was even more enthusiastic about the project we were now calling HeartFelt. I thank my lucky stars for that. Although Alex doesn’t have a flashy title in the end credits of the short, he had an enormous positive impact on just about every aspect of production. He taught me and my DP how to shoot puppets. He gave some helpful suggestions for how to tweak the script to make it more appealing to puppeteers. And best of all, he played a great Harold, with a little help from Taylor Bibat.

Rachel and Dixie also get their audio recorded for the musical number.

Speaking of Taylor, Alex also directly introduced me to the two other puppeteers who ended up working on HeartFelt. Rachel Herrick was just getting her Youtube channel going at the time but was already full of energy. I think every second she wasn’t working with us, she was bartending, filming, auditioning, or puppeteering. That focused energy made a great pairing for Dixie, and in fact, she came very close to playing Joey as well. 

Todd prepares for a take with Sam the Dragon and Francesca.

Todd G. Levin came in as Sam the Dragon and nailed it, giving the little guy a puckish sense of humor and playing around between takes. I had such a good time laughing with Todd that I’ve worked with him on my Godzillavangelists podcast as well. All four of them really did a spectacular job, and I’m proud to call them pals. 

Tyler Ordenstein, producer: I think I’m going to call it right now, puppeteers are real life necromancers. Filming with puppets and puppeteers wasn’t just about making a movie, I felt I was living in the movie. The puppeteers have this crazy ability to breathe life into what is essentially a bunch of crafting materials in front of your eyes. It’s uncanny. 

I found myself quite often spiraling down this exact train of thought, “This is a puppet, why am I looking into its eyes and interacting with it as if it’s a living, breathing humanoid? I should stop. Oh, ****, I can’t stop. Those eyes. Am I the only one? No, thank goodness because we can’t all be crazy. It’s not real, right? Yeah, not real.” Puppeteers have this depth of understanding of human behavior. Their ability to illustrate a mind they completely made up and to do it through an inanimate object is another level of acting that I’d never experienced. And can only be explained by the use of dark magic, obviously.

We were also busy at work casting the human faces for the film, including Francesca, Vince, Monica, and Melanie from LA. They were all very game for the project and I only wish I could have done more for them! Francesca in particular put in a lot of rehearsal time, and really demonstrated her care for the part. She embodied Joey just about perfectly, considering my amateur directing skills.


From our Kickstarter video shoot, including Parker, Tyler, Evyn, Rick, Kate, Paul, and Isabel.

Meanwhile, Kate and I had been hard at work on the script. We loaded it up with Muppet references, including name drops for Jerry Nelson, Jerry Juhl, Richard Hunt, Marilyn Sokol, and Sam and Friends. Joey’s spontaneous use of her shoe as a puppet comes from an anecdote about Frank Oz. Even her first name is an homage to the little girl who famously teased Kermit as they sang the alphabet on Sesame Street. See if you can spot all the homages the next time you watch the movie. (On set, script supervisor Robert Mai added another reference by putting a children’s biography of Jim Henson in frame- over the objections of our puppeteers, who thought it was too cheesy.)

While many aspects of the first draft ended up in the final script, there were also quite a few changes. For a long time, Chad’s role was filled by a boyfriend that Joey had, who lived with her and attempted to mold her behavior so she would match his ideal for a “serious, mature woman”. While I do still think that situation allowed for more drama and emotional depth on Joey’s part, my advisor wisely pointed out that a “bad boyfriend plot” distracted from the point of the film. This was Joey’s story, not the story of a romantic relationship gone wrong.. And so, we came up with Chad, the coworker from hell. I wrote the original “cubie” line, but all the various permutations in the movie are all Vince. 

Another major change was the short’s ending, which went through a few versions. Initially, Joey brought Dixie to a marketing meeting where her company was pitching FecaFresh to potential vendors. Her honesty about the product got her fired, but she was approached by a woman after the show who offered her an opportunity- the first of many that would lead her to Bouillon Boulevard. 

Later, that became the pitching contest, where Joey lost confidence in herself the night before and contacted Chad to join her pitch. She had the realization she needed to quit her job and told off Chad before leaving. Later still, we realized two places where that ending could be improved. 

One, Chad was so annoying that Joey would not possibly invite him to join her willingly. And two, we had written Joey to be such a kind and understanding person that she wouldn’t leave him hanging. She would help him find the confidence to give the pitch he wanted to give so badly. That became the final ending.

One way or another, all the pieces more or less fell into place. We got the greenlight to shoot for seven days in February and March 2015. It was exciting and nerve-wracking all at once! My previous attempt to make a major short film was full of interpersonal tension and I felt I made scores of mistakes, even at the amateur level. But this time felt different. HeartFelt was starting to look special. 

There was a decisive moment, a few weeks before shooting, when Adam’s puppets arrived in the mail. They were gorgeous, versatile, and exciting, and I couldn’t stop showing them to everyone on the cast and crew. Harold, Dixie, and Sam had the charm to compete with Grover and Kermit. We just had to hope the production would showcase them 25% as well as Follow That Bird.


Shooting kicked off at a rented vacation house in Anaheim that served as Joey’s apartment. That first morning is always the most anxiety-inducing, and our camera crew was working slowly. However, they soon got into the swing of things and were able to pick up the pace as everyone learned how to work with each other. In fact, friendships started to form, of the kind you didn’t always see on Chapman film shoots. 

Robert Mai, script supervisor and composer: You haven’t lived until you’ve seen twenty people cram themselves into a tiny bathroom with cameras, lights, and a shit-ton of puppets to shoot a musical number. That was a special day on a special set.

A few unfortunate souls begin to pile into the bathroom for the shower scene.

By the time we left the house on Saturday, I was very pleased with the footage we’d gotten. Sunday was to be even more exciting. We had successfully gotten permission to shoot on the CBS backlot up in Studio City. It had a great New York Street set that would work excellently for our Bouillon Boulevard, and besides, there’s nothing more fun to a 22-year-old film geek than getting to shoot at a major studio. 

We got a lot of remarkable footage that day, including a spectacular sunny-day finale. A lot of our Bouillon Boulevard stuff ended up on the cutting room floor, which was a real shame as a Muppet fan. We put together a pretty slavish and accurate Sesame Street homage, with shots that could have come out of any 1990s-era episode. It just didn’t serve the story, so all but a few seconds got the axe. 

Robert Mai, script supervisor and composer: I loved getting to be on the CBS lot and walk around some of those offices and sets. I didn’t even mind when the producers stole my Prius to appear as Joey’s car on camera.

As the rain got going, the crew tried to adapt and persevere while we shot scenes in Joey’s car.

Remarkably, that Sunday turned out to be one of those rare and horrifying days where Los Angeles serves as home to a rip-roaring thunderstorm. An hour or two after lunch, torrents of rain started to fall. Our crew tried their best to compensate, tarping the equipment to prevent any electrical damage, and we got a couple shots off. We had to call it for safety, though, and a number of scenes were left unshot. We had to scramble to figure out where we could relocate those scenes, and of course, my laptop died that night.

Rachel and I review the script between takes of the boardroom scene.

Still, by the time next Thursday rolled around, the rain had become a thing of the past- fire was our new nemesis. While we were shooting the conference room scenes in a Chapman dorm, someone placed a very, very hot light a little too close to the smoke detector. Well, a few minutes later, the detector had melted into a little black wad of plastic and set off fire alarms throughout the whole building. We were sent packing by a very annoyed dorm administrator.


Ultimately, though, these incidents of bad luck were not a warning of things to come. Everyone really rallied to come back from these challenges, and the rest of our shoot days went about as swimmingly as possible. I was especially pleased on our final day, where we shot at Once Upon a Bookstore. Tragically, the storefront no longer exists, but it was a beautiful little place and its owner, Miss Susie, was an absolute sweetheart.

Tyler Ordenstein, producer:  I did find it both frustrating and intriguing watching the feed ensuring the puppeteers were nowhere in sight, coming up with ways to hide them, their shadows, etc. I remember some of my favorite shots weren’t even in the film because they were little tidbits of puppet improv while moving things around or during slating.

Filming Francesca and Lauren playing hard at the bookstore.

Directing kids was a new and unique challenge, and no one approach worked for all of them. Sabrina was a wild ball of energy, barely controllable. She was excellent for Sam’s voice, but it took hours to get the right takes. Helena was a classic stage kid- she had a very strong idea of what she wanted to do and it took some convincing to change her mind. Caige, who played Lauren (named after my dear sister!) was more of a listener, ready to take in new ideas about her character. She had no idea what it was like to feel shy around strangers, but she emulated a girl she knew, and she played Lauren in a wonderfully adorable manner. I’m pleased to see she’s kept performing and growing.

On our final shoot day, our producers arranged for everyone to write thank-you notes to each other in marker and crayon. It was delirious, childish fun in the best possible sense of the words. As we said goodbye that evening, we didn’t know exactly what we’d made, but we knew we had come together as a team and created together in a caring way. In hindsight, that might be the best way I was able to honor the legacy of Jim Henson and the rest of the Muppet crew. 

Robert Mai, script supervisor and composer: I’ve worked on all manners of films that each had their own unique set of challenges, and to this day, Heartfelt stood heads and shoulders above the rest for several reasons. It was one of those rare sets where the entire cast and crew felt like family, a set where I was able to work with a lot of close friends but also meet so many new folks that were all incredibly talented and amazing to work with.

A final group photo of nearly the entire crew at the end of the last shoot day.


Our shooting dates were ideal for Heartfelt, because we needed a lot of preparation time to find difficult locations, create the puppets, and plan everything out. There were some downsides, though. Our scheduled premiere was on May 8th. Our post-production team had barely more than a month to take hours of raw footage and somehow turn it into a coherent movie, all while keeping up with their other classes and obligations. Rick, Michael, and the rest worked quickly, but I know it wasn’t always easy.

Michael Keane, sound designer: Heartfelt was the first short film I had sound designed with a run time longer than 10 minutes and more than two people talking in a room. It was ambitious and creatively demanding, and my own proficiency still had a long way to go, so it was a significant challenge for me at the time. In truth I ran myself extremely ragged trying to meet the deadline to the point where I burned myself out on sound design for about a year. 

Looking back, though, I gained some invaluable experience from throwing myself in the fire, and I found a new perspective on sound design and similar pursuits that allowed me to separate my work from my worth. There really is nothing like throwing yourself in the fire.

I’d had the good fortune to hear about a scoring class led by Hummie Mann, which was looking for short films for their students to score. I applied, and got in, which was a huge thrill. One of the composers, Bobby Brader, had cranked out an excellent Jeff Moss-style song for the puppets to sing early in the process, which was one of the most fun but complex things to shoot on set.

Matt Taylor listens intently to this scene’s audio- whatever it is.

Matt Taylor, sound mixer: Those were some of the most complicated shots for sound I ever had to do in film school. Hell, not many setups in the professional world have come close. Booming human actors, mic’ing up puppeteers, doing lip sync playback of musical numbers, and puppet lip sync to a different voice all in the same shot? It taught me the importance of having a separate specialized sound crew member in charge of playback working in tandem with the sound mixer, the boom operator and sound utilities.


The whole team of composers did an excellent job creating a cohesive score together, which was, to my great excitement, recorded with a real orchestra. Their music was integrated into a final edit, which premiered in early May, right on schedule. The reaction amongst my peers was thoroughly mixed.


I remember Rick’s editing class giving feedback on the film a few weeks prior. When the professor asked the editing students what they liked about it, three meandering, reluctant hands were raised. When he asked what they didn’t like, all 15 hands shot up without hesitation. While that day was particularly bad, Heartfelt never impressed the film kid community.

It wasn’t chosen for the student showcase, didn’t get many nominations at the student awards, and most of the people who saw it were lukewarm. I heard “it’s cute”, and “it’s very you, Ryan” a lot. I’d be lying if I said I wasn’t disappointed, but I also wasn’t heartbroken. I felt proud of what we’d accomplished, and when people said they liked it, I knew they usually meant it.


At the student awards with my closest friends at the time, including Kate and Robert.

Over the next year, Heartfelt was accepted into just two festivals, and even one of those was basically just a favor from Alex. (A greatly appreciated favor, of course- I got to meet Carroll Spinney because of it!) I got some good feedback, and Heartfelt went back for a Star Wars-style set of revisions.

First, I wasn’t happy with the end credits, and asked talented animator Drew Applegate to come up with a new sequence. It’s one of my favorite parts of the movie now, in total honesty. At the advice of Cam Garrity, I had a friend record extra voiceover for the ending, clarifying that Joey had become a puppeteer for Bouillon Boulevard and wasn’t just visiting the set. I also asked Robert to redo the single music cue I wasn’t entirely happy with.

On set, shooting the fake Bouillon Boulevard set just before Joey appears- a double artifice.

Robert Mai, script supervisor and composer: This film actually marked my debut as a film composer, albeit for a super short scene. Ryan was pretty happy with the score, it sounded great, but he wanted a very particular sound for the music for one scene. It was the one where Chad held up a boombox in a tribute to Say Anything. Ryan was looking for a very close emulation of “In Your Eyes” that would still be its own thing, and the original track wasn’t working. Ryan was kind enough to ask me to step in and give it a try, and those ten seconds of music were the first ten seconds that I ever wrote for another director! 

I had Rick drop in a few shots we had cut to meet the time limit for the original screening, although these really just amounted up to a few seconds. Finally, Michael took advantage of the extra time to sweeten the sound mix. I have no doubts the second version came out better. But it still wasn’t a subject of interest, and received a couple dozen more festival rejections.

This was the beginning of a difficult time for me, where the incredibly optimistic tone of Heartfelt stood in stark contrast to the reality of my career. I was going nowhere in Hollywood, and it was deeply upsetting. This was my dream, and unlike Joey, I had gone into it without fear or trepidation. Every time I thought I had a big break, it went nowhere. My energy was used up by people with power, and then I was cast aside. 

Eventually, I got a series of jobs outside of filmmaking and storytelling. I scraped by, trying to come to terms with the severe setbacks I’d experienced. Out of the blue, in early 2018, Adam Kreutinger messaged me, asking when HeartFelt would be made public, and offering to post it on his Youtube channel where he’d picked up a following. At that point, I had every reason to say yes, so up it went.

I was very pleased and more than a little surprised to see how well-liked the short was. It was, and is, no viral hit, but it has received so many nice, earnest comments. People talk about how special and personally affecting HeartFelt is. It’s flattering. It’s gratifying. It’s strange. Knowing that, at the end of the day, my little movie had made such an impact on people, even just a few people, was meaningful.

I felt like I could finally take a breath of fresh air. For better or worse, I could come to terms with the choices I’d made, and the place where I’d ended up. The new response to HeartFelt wasn’t the only component of this process- my then-girlfriend, now-wife really adjusted my mindset too- but it was a major part of being able to mentally move on.


A happy mid-shoot photo with Francesca, the puppeteers, and the breakout stars of HeartFelt.

So, nearly 6 years later, as almost completely different people, what does the crew think of HeartFelt?

Tyler Ordenstein, Producer: Overall, I was blown away by the art form and the professionalism displayed by our friends in the puppet community. The end result is still magical. The talent I saw on set was phenomenal and I remember it all as a fascinating mixture of challenge and fun.

Matt Taylor, Sound Mixer:  I’m glad I had the collaborative space and trust to attempt and ultimately successfully pull off a really complex, satisfying sound mix. My career’s better for it, and I really appreciate HeartFelt all these years later.

Michael Keane, Sound Designer: Looking back on HeartFelt now I’m glad I was a part of it. It’s a good film with a good heart, and the sound design I contributed holds up… at least to the point where I can watch it without wincing, which is still a win in my book.

Robert Mai, Script Supervisor and Composer: I’ll always have fond memories of working on this set. It definitely taught me the value of good communication and surrounding yourself with the right people that will elevate your work. And as a love letter to pursuing your creative dreams and to the art of puppetry in general, HeartFelt is indispensable!

My feelings are more complicated than you might think. Frankly, sometimes I still look at it and have to think, well, I sure hope those nice memories were worth $8000 of your family’s money- money that could have gone towards a good cause or a project more likely to pay off. To this day I have seen zero career traction off HeartFelt

Of course, I don’t want Hollywood nearly as much anymore. I don’t think I belong in a hellscape like that. And in a weird way, HeartFelt reminds me of that. When I watch it, it reminds me that I create things to make people happy. I still hope that someday, I can make a much larger audience happy. I still hope I can help support a family with my creations. But I can’t forget that even an audience of one matters. I’m proud and grateful that Joey, Harold, Dixie, and Sam can entertain and inspire this cuddly little niche of puppeteers and fellow Muppet fans. 

Sometimes, commenters say that they thought Joey should have shown up at the final pitch and used her puppets to sell FecaFresh. It’s funny, people suggested this all the time during the script-writing phase as well. I ended up turning it down because at the time, I thought that would be too much of a compromise to her dream. Fecafresh was supposed to be such a vain and worthless product that the audience would have felt it was almost corrupt to sell it. Joey would reach her dream, end of story. That was my very idealistic perspective at the time. 

Today, I wouldn’t blame Joey for a second. Pursuing your passion to reach a broader audience often requires compromise. Trying to retain the “purity” of your dreams is practically impossible. If I was writing a HeartFelt remake today, I would address this difficult truth, and Joey probably would not have gotten her moment on Bouillon Boulevard. But I have absolutely no regrets about expressing how I genuinely thought and felt 6 years ago. 

I’m still proud of what we made, and I think it holds up fairly well. I think it’s a good tribute to Jim Henson, Caroll Spinney, Frank Oz, and the rest of the people who changed the world with puppets. Most of all, I’m happy that the short can reinvigorate the creative spirit of some people.

We creators need to be reminded of the special spark we all have, that inspiration to give a part of ourselves to the world and share our feelings with anyone who will listen. HeartFelt is dedicated to that spark, and the people who carry it. 

Ryan Sargent still writes scripts, games, and freelance articles when not on the clock at his day job. He is also the host of the Godzillavangelists podcast, an ongoing dive into the Godzilla series for newbies and fans alike. He also semi-regularly writes reviews of Adventure Time episodes on Geek Stew, and is excited to keep telling stories. To get in touch, message him @godzillacast on Twitter or through the Godzillavangelists contact form.

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