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This article is about the Season 3 episode. You may be looking for the character or the Season 1 episode.
The Puppeteer 2 (511).png

The Puppeteer 2

Season 3, episode 21 (Production order); Episode 73 (Overall)

Read transcript
Wow! It looks so real! The wax is nearly as hot as skin! It even smells exactly like him! Oh, beautiful statue of Adrien, your wax is so soft, your yak hair is silky, your eyes are so green! Oh, shall I be a statue, too? Everything would be so much easier. Why haven't we been molded together in the plaster of destiny? — marble to marble, wax lips against wax lips, entwined for eternity.

Marinette Dupain-Cheng, "The Puppeteer 2"

"The Puppeteer 2" is a Season 3 episode of the series, Miraculous: Tales of Ladybug & Cat Noir.[7] As based on the series' production order specifically, "The Puppeteer 2" is the 21st written and produced episode of Season 3. It is also the 73rd written and produced episode of the series, overall.[1]


Marinette tries to arrange some alone time with Adrien at the wax museum, but she's supposed to be babysitting Manon, who becomes Puppeteer again.[8]

Disney Channel

Manon becomes The Puppeteer again; she is determined to have fun like never before in a unique playground: the Grēvin wax museum; Ladybug and Cat Noir cannot stand still if they want to stop her.


Adrien gets Alya, Nino, Marinette, and Manon to be able to go with him to the Museum Grévin.

Adrien practices his piano with Plagg until Nathalie comes in and tells him that it’s time to go to the Musée Grévin. Adrien asks if he can invite a friend, to which Nathalie agrees. He calls Nino and asks him to come. Nino agrees, but since he’s spending the day with Alya, he asks if he can bring her, too. Adrien asks Nathalie if two friends would be alright. Nathalie approves, but then Alya calls Marinette and asks her to come. Marinette wants to, but she can’t since she’s babysitting Manon. Therefore, Adrien asks to bring four friends (or rather, three and a half), and Nathalie tells him that she’ll see what she can do.

Alya tells Nino about their plan.

While in the Agreste car, Alya and Nino discuss their plan to leave Marinette alone with Adrien. Manon overhears and loudly asks why they want to leave Marinette alone. Adrien says that it’s because Alya and Nino are boyfriend and girlfriend and want to be alone for a while. Manon says that she always thought he and Marinette were boyfriend and girlfriend as Marinette has several photos of Adrien in her room. Adrien says that’s because Marinette is a fan of fashion, but Manon reveals that several hearts are drawn on them. Marinette denies that they’re hearts, claiming that they’re upside down spades. Marinette then covers Manon’s ears and scolds Alya for telling Nino about her feelings for Adrien, though Alya denies doing that. Manon asks what they’re talking about, to which all three say nothing.

Véronique gives Adrien and his friends a tour.

The five friends arrive at Museum Grévin and are met by Véronique, who thanks Adrien for coming as one of the arms on his statue went missing. Manon is ecstatic at the thought of being in a museum after hours. She spots Jagged Stone and asks for an autograph, but he doesn’t reply. Manon almost gets upset until Veronique reveals that it’s only a wax statue. Manon is amazed at how real it looks.

Adrien thinks that Marinette doesn't like him.

While receiving a tour of the museum, Nino talks to Adrien about why they all came. However, as Alya had previously told him to deny everything Adrien asks, he unintentionally makes it sound like Marinette is mad at Adrien for some reason. Meanwhile, Marinette asks Alya why she told Nino everything. Alya denies that to be true and instead tells Marinette that she fixed everything up so that she can be alone with Adrien and finally confess her feelings. However, Marinette is too nervous to do such a thing, though Alya insists that today is the day. They all then enter the elevator leading to the museum's workshop.

Marinette alone with Adrien.

Véronique shows everyone where the statues are made along with where the wax comes from. Adrien is then told by Théo to put his arm into a device that’ll create a duplicate out of wax and to not release it until the timer goes off. After Véronique leaves, Manon begins looking around and is surprised to find a wax statue of Nino, only to quickly discover that it’s the real one. Manon then asks Marinette to play with her, but Marinette says that they came to keep Adrien company, much to her disappointment. Alya and Nino decide to go with Manon and leave Marinette with Adrien. Marinette begs them not to, unintentionally upsetting Adrien. He asks Marinette if she’s mad at him. Marinette denies this, but her constant rambling makes Adrien believe that she’s lying. After she leaves to use the restroom, Plagg teases Adrien with an unfinished statue about how complicated girls are. Adrien tells Plagg to put the statue down before he Cataclysms it and wonders if he did something to mess up his friendship with Marinette. As the time to make his wax arm is completed, he decides to do something to repair his friendship and follows Marinette.

Alya and Nino look at statues of former akumatized villains.

While chasing Manon, Alya and Nino come across statues of former akumatized villains, themselves included. Alya doesn’t like seeing herself as an akumatized villain, commenting on how unsettling it is. Nino tells her not to think of the statues as villains but rather people saved by Ladybug and Cat Noir. The two then playfully tease each other, and Nino chases Alya. Manon becomes upset that the two forgot about her and stares at a statue of Puppeteer, even grabbing her wand. Hawk Moth senses Manon’s sadness and sends an akuma after her. It enters the wand, and Hawk Moth offers her the power to play with the statues in exchange for Ladybug and Cat Noir’s Miraculouses. Manon agrees and is transformed into Puppeteer.

Marinette admires the "statue" of Adrien.

In the girls' bathroom, Marinette expresses her anger at not being able to tell Adrien how she feels. Tikki suggests that she roleplay and pretend to be a character who isn’t afraid of anything, to which Marinette agrees. Meanwhile in the elevator, Plagg asks Adrien why he cares about making friends, to which Adrien says that Marinette is important to him and wants to make her feel good when she’s around him. He decides to pull a little prank on her. When he sees Marinette, he pretends to be a wax statue. Marinette openly admires the “statue” and how much it looks like Adrien to the point where Adrien starts to feel uncomfortable. When Marinette leans in for a kiss, Adrien backs away and Marinette is shocked. Adrien apologizes for scaring her, stating that he only wanted to prank her, but Marinette claims that it wasn’t funny. Adrien asks her to forgive him, believing that he still doesn’t know how to be a good friend.

Alya shocked to see the statue of her akumatized form, Lady Wifi, come to life.

Alya looks for Nino and finds him in the Heroes Room. She sneaks up behind him and tickles him but is surprised when he doesn't react at all. She realizes that the statue of Lady Wifi has come to life and paused him. She attempts to run away, but the statue of the Bubbler blocks her path. She is then paused by Lady Wifi and trapped in a bubble by the Bubbler. Puppeteer then appears and brings more wax statues to life.

Adrien protects Marinette from the Hawk Moth statue.

Adrien asks Marinette if she meant the stuff she said when he pretended to be a statue. Marinette denies it and claims that she’d known it was Adrien, so she said that stuff as a joke. The two are then suddenly shocked to see a living Hawk Moth statue which attacks the two. Adrien uses the parasol on Aurore’s statue to fight him and tells Marinette to get some help. However, Puppeteer goes on the speaker and says that no one will be leaving as she wants to play with them. Marinette and Adrien realize that Manon was akumatized, so Marinette runs into an elevator and transforms into Ladybug. Meanwhile, Adrien continues to fight the Hawk Moth statue until Ladybug saves him. She tells him to go hide while she deals with the statue, so Adrien heads into an elevator and transforms into Cat Noir, who joins Ladybug. He’s delighted to see that she caught Hawk Moth with her yo-yo until Ladybug reveals that it’s only a statue. The two deduce that Puppeteer must be in the Heroes Room and head there. After a close call with the Lady Wifi and the Bubbler statues, Ladybug spots Puppeteer and throws her yo-yo at her until she realizes that Puppeteer is only a statue. She notices that the Puppeteer statue is missing its wand, and Cat Noir figures that’s where the akuma must be. Suddenly, the wax statues come to life, and Ladybug and Cat Noir fight them. While doing so, Cat Noir compliments Ladybug, leading Ladybug to ask him how he’s so easily able to tell his feelings. Cat Noir says that it’s because he believes that it’s important to say such things. Then, after noticing parts of unfinished statues heading down the stairs, Ladybug figures that Puppeteer must be in the workshop and heads there. Cat Noir almost follows her, but he gets pinned down by a bunch of the statues, something Ladybug doesn’t see. She unknowingly heads to the workshop with a Cat Noir wax statue. Once reaching the workshop door, she calls on her Lucky Charm and receives a cardboard tube. Unsure what to do with it, Ladybug bursts into the workshop.

Cat Noir cataclysms the Ladybug statue.

Puppeteer mocks Ladybug, stating that while she has tons of friends, Ladybug has no one to play with her. Ladybug points out Cat Noir, but when Puppeteer tells him to attack Ladybug, he does so. Ladybug is confused until she realizes that he isn’t the real one. Meanwhile, Cat Noir manages to defeat the wax statues and is surprised when Ladybug attempts to kiss him afterwards. However, he realizes that she’s a wax statue and Cataclysms her before heading to the workshop.

Puppeteer gets tricked by Ladybug.

Ladybug continues to fight the wax statues. Though she struggles, she does manage to use her yo-yo to knock Puppeteer’s wand out of her hand. She and Puppeteer both rush to grab it, but because Puppeteer has assistance from her statues, she gets a hold of it first. She tells the statues to take Ladybug’s Miraculous while she enters the wax room. The statues manage to overpower Ladybug and pin her to the ground, but before they can take her Miraculous, Cat Noir comes to the rescue and defeats all the statues. Ladybug thanks Cat Noir and, after he asks about it, figures out what to do with her Lucky Charm. As part of her plan, she and Cat Noir go into the wax room, and Cat Noir pretends to be a statue that caught Ladybug. Puppeteer orders Cat Noir to take Ladybug’s Miraculous but is surprised when nothing happens. Hawk Moth asks Puppeteer what’s wrong, to which Puppeteer claims that her wand stopped working. Ladybug shows Puppeteer a counterfeit wand she made with her Lucky Charm and says that she switched her wand with a fake. She threatens to break it, but Puppeteer reveals that she tied up some of the workers at the Museum Grévin and threatens to drop them into hot wax if Ladybug doesn’t return the wand. Ladybug complies and gives it to her. Puppeteer notices Cat Noir’s ring flashing and realizes that she’s been tricked, but by then it’s too late. Ladybug knocks the real wand out of her hand and breaks it, releasing the akuma. She then purifies it and uses Miraculous Ladybug to return everything to normal. Hawk Moth swears that one day, he’ll be pulling the strings.

Manon pretending to be a statue.

Véronique shows the finished Adrien statue to Adrien, Marinette, Nino, and Alya. Marinette notices Manon is missing and jokingly suggests that they check behind “the weird statue” of her. Manon, pretending to be a statue, startles the four friends, but ultimately they all have a laugh about it. Later, Alya and Nino are dropped off home first and then Manon. After Marinette brings Manon to her mother, Adrien opens the car door for her.

Marinette sad that Adrien loves someone else.

Once Marinette gets inside the Agreste car, she and Adrien simultaneously apologize to one another. Marinette apologizes for kissing his statue, claiming that she didn’t know it was actually him. However, Adrien insists that it was his fault, stating that he thought she was mad at him and that’s why he did the prank. Marinette says that she’s not mad at him and apologizes for making him think that. The two agree to remain friends and not to pull any more pranks. Adrien comments on how the girl he loves says that he’s no good at pranks, unintentionally saddening Marinette, who is upset to learn that Adrien loves another girl. Once she arrives home, she laments about the situation to Tikki, who points out that life is full of surprises. Marinette agrees, stating that kiss would’ve been a silly first kiss anyways before the end card appears.


Major Characters

Minor Characters


  • Internationally, this episode first premiered in Switzerland on RTS Un.
  • This is the second time Manon is akumatized into Puppeteer, following the former episode with the same name.
    • This is the third time Puppeteer appears after "The Puppeteer" and "Gamer 2.0".
  • This episode is after the events of "Feast", as Plagg and Adrien were doing a piano duo for first time in the aforementioned episode.
  • As of this episode, Nino, Alya, Chloé, Juleka, Mylene, Rose, and Alix know that Marinette has a crush on Adrien, with Chloé finding out in "Animaestro". Luka may also have inferred that she likes him in "Frozer", but it hasn't been confirmed as of now.
  • Alya's promise to keep Marinette's crush on Adrien a secret, telling Nino about it, and getting upset with him when he slipped up, was first seen at the end of "Animan".
    • Marinette stating reasons why she's not ready to confess to Adrien is also reused from "Animan".
    • In the same episode, Adrien tells Nino that Marinette will never fall in love with a statue, whereas in this episode, Marinette says that she was in love with Adrien's statue.
  • Adrien's knowledge about his photos in Marinette's room and believing it is due to her love of fashion was shown in "Troublemaker".
  • This episode also references back to what Alya said about Nino being a terrible liar in "Stormy Weather 2".
  • This is the fourth time that both Marinette's and Adrien's transformation sequences are absent, following "Mayura", "Weredad", and "Party Crasher".
  • Every villain fist seen and fought by Ladybug and Cat Noir in Season 1 appears as a statue, with the exception of Copycat, Animan, Horrificator, Stoneheart, and Vanisher.
  • Adrien is revealed to be proficient in pretending to be a statue.
  • The statue pose Adrien takes is similar to Michelangelo's statue of David.
  • Marinette learns that Adrien loves some other girl, but she doesn't know who it is, unaware that it's her alter ego, meaning that he is in love with her.
  • This is the third time Marinette and Adrien kiss, though it was unintentional.
    • Marinette mentions having her first kiss with Adrien and it being silly, when actually in "Dark Cupid", she was completely unaware that she actually had her first kiss with Adrien who is Cat Noir already. It also happens again in "Oblivio", but their memories were erased.
  • Adrien defended Marinette from the Hawk Moth statue the same way he did with Ladybug as his alter ego in "Backwarder".
  • As revealed by Plagg, another ability of a kwami is it that they can possess or inhabit objects.
  • Unlike the original "Puppeteer", Cat Noir doesn't end up being controlled by Puppeteer, only a wax figure of him is, and he only pretends to be as a part of Ladybug's plan.
  • The hat of Franco-Belgian comic character Spirou is seen hanging on the shelf where Marinette knocks the bucket of wax eyeballs.
  • Despite the akumatized villains being statues this is the first time where a civilian actually sees what they look like as their akumatized alter egos.
    • Upon Alya seeing her akumatized alter ego and showing remorse could imply that she was told of her actions as Lady Wifi prior to this episode.


  • When everyone enters the workshop, the head statue of Thomas Astruc is not present, however when Théo and Nino are talking, it is present.
  • When Nino and Adrien walk through the museum, a statue of Sarah appears and disappears behind Nino.
  • After Ladybug saves Adrien from the wax statue of Hawk Moth, his hair is slightly off model.
  • When Ladybug throws the fake wand into the air, it returns to being a red stick with black spots.
  • The Antibug statue's yo-yo is miscolored.
  • In the workshop, Manon says "Let's go and play hide and seek and statues in the museum!". This is grammatically incorrect.
    • However, this is a typical speech pattern for children.
    • It's possible she meant to say she wanted to play the two children's games, "hide-and-seek" and "statues", instead of incorrectly saying that she wanted to play "hide-and-seek" with the statues.
  • Even though Adrien took the wax Aurore Beauréal's parasol to fight the wax figure of Hawk Moth, the statue of Aurore is seen to still have the parasol.
  • Clara Nightingale's statue is not in the first scene where Ladybug fights the Puppeteer in the workshop. It suddenly appears after the scene where Cat Noir leaves the Heroes' Room.
  • After Cat Noir saves Ladybug in the workshop from the statues, the front part of his belt disappears for a short amount of time.
  • When Ladybug cuts the Hawk Moth statue in pieces, the Butterfly Miraculous is missing from its chest.


Click here to view the image gallery for The Puppeteer 2.
Click here to view the gallery.


ve Episodes
Season 1
101 Stormy Weather102 The Evillustrator103 Lady Wifi104 Princess Fragrance105 Dark Cupid106 Mr. Pigeon107 Pixelator108 Copycat109 The Bubbler110 Simon Says111 Rogercop112 Gamer113 Animan114 Darkblade115 Pharaoh116 Timebreaker117 Horrificator118 The Puppeteer119 The Mime120 Guitar Villain121 Reflekta122 Ladybug & Cat Noir (Origins - Part 1)123 Stoneheart (Origins - Part 2)124 Antibug125 Kung Food126 Volpina
Season 2
201 The Collector202 Prime Queen203 Glaciator204 Despair Bear205 Troublemaker206 Gigantitan207 Riposte208 Befana209 Frightningale210 Gorizilla211 Robostus212 Sapotis213 The Dark Owl214 Syren215 Zombizou216 Captain Hardrock217 Frozer218 Style Queen (Queen's Battle - Part 1)219 Queen Wasp (Queen's Battle - Part 2)220 Reverser221 Anansi222 Malediktator223 Sandboy224 Catalyst (Heroes' Day - Part 1)225 Mayura (Heroes' Day - Part 2)226 Santa Claws
Season 3
301 Chameleon302 Animaestro303 Bakerix304 Backwarder305 Reflekdoll306 Weredad307 Silencer308 Oni-Chan309 Miraculer310 Oblivio311 Desperada312 Christmaster313 Startrain314 Kwamibuster315 Feast316 Gamer 2.0317 Stormy Weather 2318 Ikari Gozen319 Timetagger320 Party Crasher321 The Puppeteer 2322 Cat Blanc323 Félix324 Ladybug325 Heart Hunter (The Battle of the Miraculous - Part 1)326 Miracle Queen (The Battle of the Miraculous - Part 2)
Season 4
401 Truth402 Lies403 Gang of Secrets404 Mr. Pigeon 72405 Psycomedian406 Furious Fu407 Sole Crusher408 Queen Banana409 Gabriel Agreste410 Mega Leech411 Guiltrip412 Crocoduel413 Optigami414 Sentibubbler415 Glaciator 2416 Hack-San417 Rocketear418 Wishmaker419 Simpleman420 Qilin421 Dearest Family422 Ephemeral423 Kuro Neko424 Penalteam425 Risk (Shadow Moth's Final Attack - Part 1)426 Strikeback (Shadow Moth's Final Attack - Part 2)
Season 5
Future episodes
501 Evolution502 Multiplication503 Destruction504 Jubilation505 Illusion506 Determination507 Passion508 Reunion509 Exaltation510 Transmission (The Kwami's Choice - Part 1)511 Deflagration (The Kwami's Choice - Part 2)512 Perfection513 Migration514 Derision515 Intuition516 Protection517 Adoration518 Emotion519 Pretention520 Revelation521 Confrontation522 Collusion523 Revolution524 Representation525 Conformation (The Last Day - Part 1)526 Re-creation (The Last Day - Part 2)527 Action
Season 6
Season 7
2 Part Episodes
The Origins StoryQueen's BattleHeroes' DayThe Battle of the MiraculousShadow Moth's Final Attack
Christmas specials
Santa ClawsChristmaster
Football special
Future episodes
The Kwamis' ChoiceThe Last DayMiraculous: One Night MissionMiraculous & Ghostforce crossover
Miraculous World
Miraculous ShanghaiMiraculous New YorkMiraculous LondonMiraculous DakarMiraculous RioMiraculous Tokyo
Unknown/Cancelled specials
Ladybug in Halloween
Future movies
Ladybug & Cat Noir: The MovieUntitled second theatrical film
Cancelled/Unknown movies
Miraculous (live-action film)Miraculous Lady Bug
Miraculous Secrets
Marinette in ParisMarinette and FashionLadybug as seen by AdrienLadyblogAdrien's Double LifeMarinette and AlyaMarinette's Double LifeCat Noir as seen by MarinetteMy Birthday PartyMarinette and AdrienMaster FuTikkiPlaggFriendsNinoMaxMylèneRoseAlixSabrinaIvanGabrielNathaniel & MarcMarinette as seen by ChloéLilaHawk Moth and the Akumatized VillainsFamilyKagami as seen by MarinetteKagami as seen by AdrienLuka as seen by MarinetteNew PowersNew HeroesMayura and the SentimonstersChloé as seen by MarinetteNathalie as seen by GabrielFeelings
Tales from Paris
The NotebookInspirationRepetitionBusy DayHomework Essay
Miraculous Zag Chibi
Rooftop DinnerCatnip FragranceThe ChaseCuriosity Kicked the CatCutest Cat FightFatal PosyScarybug
Future webisode
Other media
Released media
The Mini Menace LadybugLadybug PVFirst CGI promotional videosHappy Birthday to You!Ladybug (musical)Miraculous Ladybug (musical)Miraculous: The Ladybug ShowMiraculous Ladybug COVID-19 SpecialLadybug Saves Christmas
Future media
Miraculous Ladybug COVID-19 Special 2Action
Cancelled/Unknown media
Miraculous Ladybug OVAMiraculous (live-action TV series)Miraculous LiveGagotor