Warning: spoilers ahead for Guillermo del Toro's Pinocchio

The main villain of Guillermo del Toro's 2022 Pinocchio movie is Count Volpe, a kidnaper and puppeteer, but Volpe is actually a combination of two villains from the Disney story. Disney's Pinocchio features a group of villains that work together to harm the titular puppet, whereas del Toro's version streamlines the story, combining these characters into one. This is one of many changes del Toro's Pinocchio movie makes to the well-known Disney animated classic.

Guillermo del Toro's Pinocchio includes a monkey named Spazzatura, and this creature spies Geppetto's stringless boy before telling his master, Count Volpe. The leader of a traveling circus, Volpe once performed for royalty, but now finds himself relegated to playing only in poor, small towns. By using the kidnaped Pinocchio in a show for fascist leader Benito Mussolini, Volpe hopes to restore his former glory. Volpe's evil plan matches the darker tone of Guillermo del Toro's Pinocchio, but telling a more disturbing story is not the only reason for this big Disney villain change.

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Why Del Toro's Pinocchio Combines The Fox With Stromboli

Gideon and Honest John in Pinocchio

Count Volpe in Guillermo del Toro's Pinocchio is a conglomeration of two characters from the Disney version: Honest John the Fox and Stromboli. The Fox is a well-dressed anthropomorphic character who works alongside a cat named Gideon. Unlike the darker Guillermo del Toro Pinocchio movie, the Fox manipulates Pinocchio into joining a puppet show, allowing himself and the Cat to get a good payday. The leader of this puppet show is a cruel puppeteer named Stromboli, known as Mangiafucco in the original book. Stromboli keeps Pinocchio captive in order to profit from the stringless puppet. By merging the Fox and Stromboli, Count Volpe was born.

In an interview with Vanity Fair, Guillermo del Toro explains why his Pinocchio combined the two villains to make Count Volpe, saying: “The three main villains in the original story are the cat, the fox, and the puppeteer, and we wanted to fuse them into one... This is a puppeteer that has regaled the courts of Europe, and now is traveling in a down and dirty little carnival. In Pinocchio, he finds the hope to be a king again.” Essentially, the acclaimed del Toro Pinocchio movie fused the Disney villains into one because the characters all serve the same purpose. This not only streamlines the story, but allows del Toro's Pinocchio villain to have a motivation more complex than just wanting money.

Why Del Toro Also Added The Podestà As A New Villain

Podesta in Guillermo del Toro's Pinocchio

Guillermo del Toro's Pinocchio also has a secondary villain: the Podestà, played by Ron Perlman. The Podestà is a fascist Italian government official that oversees Pinocchio's village and recruits kids to become soldiers, running a harsh training camp that Pinocchio eventually goes to. This training camp is the del Toro version of Disney's Pleasure Island and the original book's Toyland - a place that starts out fun, but ends up proving far more horrific.

Since Count Volpe has a more complex motivation in del Toro's Pinocchio, he has no real reason to transport Pinocchio to the children's training camp. In order to adapt the Toyland chapter of Pinocchio, therefore, the Podestà had to be added to del Toro's story as a secondary antagonist. Had del Toro's Pinocchio not combined the Fox and Stromboli into a single entity, adding the Podestà as a third enemy would risk cluttering the plot. With Count Volpe adopting the roles traditionally taken by the Fox and Stromboli, however, Pinocchio could weave the Podestà seamlessly into its narrative.

Next: When Guillermo del Toro's Pinocchio Is Set: Real History & Timeline