Feature by Brad Balfour
Film: “M3GAN 2.0”
Director: Gerard Johnstone
Cast: Allison Williams, Violet McGraw, Amie Donald, Jenna Davis, Brian Jordan Alvarez, Jen Van Epps, Ivanna Sakhno, Aristotle Athari, Timm Sharp, Jemaine Clement
When the post-feminist TV series “Girls” debuted, actress Allison Williams became synonymous with the character of Marnie Michaels who was beautiful, tightly wound, and very easy to hate. “Marnie is someone people want to throw things at,” Williams once knowingly said.
Following her roles in “Get Out,” “The Perfection,” and “M3GAN,” the 37-year-old was then dubbed a horror queen by several media outlets. She has now reprised her role of Gemma, the roboticist, advocate for ethical usage of AI, and M3GAN’s inventor in the sequel, “M3GAN 2.0.” Williams is also producing the far more expansive film that was just released near the end of June 2025.
“M3GAN 2.0” also featured the return of Violet McGraw as Gemma’s niece, Cady — the object of the robotic doll’s insidious protection; Amie Donald as the physical M3GAN (Model 3 Generative Android); and Jenna Davis as M3GAN’s voice. Then there’s the introduction of AMELIA (Autonomous Military Engagement Logistics & Infiltration Android), a killing-capable new robot (played by Ivanna Sakhno) created from M3GAN’s original design. AMELIA becomes self-aware and serves as M3GAN’s rival.
In addition, Brian Jordan Alvarez returns as Cole, one of Gemma’s coworkers. So does Jen Van Epps as Tess, another member of Gemma’s team. Both serve as her loyal (at times) sidekicks and/or crucial cohorts. They help her in trying to save the day.
Added to the cast were Aristotle Athari as Christian Bradley, a cybersecurity expert and anti-AI activist; Timm Sharp as Tim Sattler, an army colonel responsible for the creation of AMELIA; and a hilarious Jemaine Clement as Alton Appleton, a corrupt tech billionaire whose company has made breakthroughs in biomechatronics. He tries seducing AMELIA with fatal results.
Without give away too many plot points — and there’s a lot of them — the movie has moved far away from being just a story of a cybernetic babysitter gone wrong. It has become a complex tale of the military’s apparent immoral appropriation/intrusion of a technology it doesn’t understand and of an Artificial Intelligence creation gone rogue which runs amok throughout the film. It’s not unlike the insidious self-aware AI Entity in the final “Mission Impossible.” Do I detect a theme rumbling up in modern cinema?
Back in October, 2024, at New York Comic Con, Universal Pictures presented a Blumhouse preview. It included a talk between Williams and producer/mastermind Jason Blum about the [then] upcoming film.
Q: We’re about to M3GAN it up. Allison, do more people recognize you from “Get Out” or “M3GAN”?
Allison Williams: If they talk to me, it’s “M3GAN.” If they just look at me with fear in their eyes and cross the street, it’s “Get Out”. But I live in Connecticut, so, you know, I’m just in that milieu.
Q: Why do you think “M3GAN” connected with audiences the way it did?
Allison Williams: What’s incredible is that our director, Gerard Johnstone, struck this incredibly specific tone. And to the great credit of the Universal and Blumhouse marketing machines, they captured that in the trailer. But still, we were like, “I hope people get her.”
She has a very specific vibe. She’s that friend who’s like, “I’ll kill him if he’s mean to you.” And you’re all laughing. And she’s like, “No, no, I WILL.” And you’re like, “I believe you!”
When the trailer came out and people got her energy and the memes started showing up, we were just so psyched. We were like, “Okay, she’s in good hands. People understand.” Then the movie came out and people had so much fun with the dance and her energy. It’s just been such a joy.
Q: The original cast and filmmakers are back for “M3GAN 2.0.” How did that feel? Was that exciting that everyone got back together?
Allison Williams: It was really fun, actually. We learned a lot (from) the first movie. Animatronics are, you know, temperamental. Well, high maintenance. She’s kind of a diva when M3GAN rolls onto the set. And I mean it.
Sometimes she’s rolled onto the set. The vibe then shifts in the room and it gets way spookier. It was fun to do it the second time. We were like, “Okay, we know how this is achieved. We know how to do it. Now we can have a little bit more fun with it and make it bigger and expansive” — without giving too much away. Yeah, it was really fun.
Q: After “Girls”, did you think that you would get into horror the way that you have?
Allison Williams: I did not. And if it weren’t for [director] Jordan Peele, because as Jason well knows at this point, as I just confessed. I’m like, “You’ve haunted my dreams for years now.”
I am really scared of horror movies. And Jordan was like, “I need a white girl who is so innocent-seeming and so white.”
Jason Blum: Who is so white (sarcastically)…
Allison Williams: The whitest girl that the world has ever made. A girl so white she might pronounce the H in white. [audience laughs loudly] He was like, “And it’s you. I choose you!” I was like, “I’m honored.”
Q: Did you really take that as a compliment?
Allison Williams: The other part of it was, he was like, “You were Peter Pan on live television. So you’ll do anything.”
And I was like, “You’re not wrong!”
He was like, “I want you to do this movie.”
I hadn’t really thought about doing a horror movie just because the ones that I’d seen had lived in my psyche so fiercely and had really altered my ability to sleep.
After doing “Get Out” and experiencing what it’s like to work in this space, to interact with people who love these movies, I was like, “This is kind of addictive.” It’s amazing to tell stories in this mixture of genres where you can really play with archetypes and just make new rules.
In the Blumhouse model, you get to support these new filmmakers and their vision and you get to make the thing that they’ve been obsessed with making for years and years in that very specific way. I just loved it. It’s so fun.
Q: Did anything fun happen behind the scenes on the sequel to “M3GAN”?
Allison Williams: Did you just think of that question off the top of your head? Always behind the scenes on M3GAN, the creepiest parts are just M3GAN in repose. Wherever she’s being held, walking past that tent, the M3GAN tent.
Q: Megan had her own tent?
Allison Williams: Of course she had her own tent. She’s like ,”I will not be with everybody else, I need my own space.” But M3GAN with her costume or without her costume. M3GAN with a body or just a head. Any version of M3GAN is just terrifying. If you look at it for too long, you’re like, “That’s going to move. I’m going to keep walking.”
Q: Did you have any nightmares after shooting it?
Allison Williams: I didn’t after shooting it, but after seeing it, I again, I’m a very gentle soul when it comes to horror. I was very scared. The jump scares with Dewey. I jumped. And everyone around me was like, “You’ve seen every cut of the movie. What’s happening?”
The music, the framing, it just gets me. When you’re filming a horror movie, which you guys all know from consuming conversations like this, it’s not scary making it usually, but it can still be scary to watch because you’re not maybe there for every second of it for the scoring and the grading and the coloring and everything.
Jason Blum: Isn’t it crazy that when you’re shooting a horror movie, the vibe on set is almost always laughter? It’s fun. And then you watch it and it’s terrifying. But yeah, it’s unique to horror. There’s something about it that’s just so delightful on the day.
Allison Williams: You have the right job.
Jason Blum: Just made a 10-picture deal.
Allison Williams: I know what’s coming. Which is that this bitch doesn’t let me go anywhere by myself. That’s all I’ll say. That is an animatronic practical doll.
Q: That’s wild.
Allison Williams: That’s insane. I took so many videos, this movie, of just being in scenes with her because I was like, no one’s gonna believe that this is just the way she looks IRL [in real life]. Because it looks hyper real. But that is a practical, animatronic, scary ass, bossy bitch.That’s so much easier to act with than like a tennis ball.
it’s so uncanny. And then when someone comes over and puts lube on her eyeball, you’re like, that breaks the reality for me a little bit.
Q: Why are they lubing her up?
Allison Williams: she’s got to blink her eyes and she doesn’t have tear ducts. So, you know.
Jason Blum: Continuing my walk down memory lane. Allison and I…
Allison Williams: Are you alright?
Jason Blum: I’m going to start crying. I just wanted to add one thing which you don’t talk about a lot. But you and I — not this part, the next part — you and I met when you were in college at an event in New York a long, long, long time ago. And we’ve been friends ever since. Allison, as you all know, is an extraordinary actress, but she is also an incredible producer.
And she’s helped produce both “M3GAN” movies, the M3GAN universe, which we’re working on with James Wan. She’s been an extraordinary asset to the company as a producer as well as an actress. I’m very grateful to you for that. So thank you.
Allison Williams: That’s so nice. Thank you.
“M3GAN 2.0” is now in theaters nationwide.