There are puppets and there are puppets. Sock puppets. Hand puppets. Marionettes. Life-size puppets.

Richard Bay loves them all. His latest projects cover two ends of the spectrum – a bunch of animals that appear in a public service video for the California Department of Fish and Game and bigger- than-life representations of gods for "The Good Woman of Setzuan," which opens Thursday at California State University, Sacramento.

"It's not the size, it's how it moves. You're creating a character," Bay says. "You have to think about the personality you give it."

As he speaks, Bay, who teaches in the theater department at CSUS and is director of "The Good Woman of Setzuan," walks around the stage and picks up puppets to demonstrate how they'll be manipulated by actors. At one point, he climbs the scaffolding to illustrate how "construction workers" during the play will unfurl scenery.

The play focuses on Shen Te, a prostitute who is determined – and rewarded – by three gods as the one good person on Earth. While Shen Te tries to lead a good life, she "finds all these leeches and parasites bleeding her out," Bay says, and she resorts to masquerading as a man to avoid some of the abuse. This male alter ego usually is portrayed by the actress putting on a mask, but Bay has created a grotesque life-size puppet that she will operate, enabling the audience to see her true emotions while the rest of the actors react to her alter ego.

It's part of the director's extensive reinterpretation of Brecht's play – it's different, but all of it is in harmony with the original.

"I design all the plays I direct," Bay says, holding up a scale model he built of the stage for "Good Woman." Its most prominent feature is a wooden bridge that begins off the front of the stage and wanders to the painted backdrop where it appears to continue, perhaps to infinity.

In the University Theater, that road runs off the stage and into the main seating area.

"I like designing," Bay says, "because I can create the world."

Bay sets the action "on a blip on the road to nowhere," and, following Brecht's tradition of using signs to indicate change of location, Bay uses a series of 14 large signs (a slum scene, a plate of food with rats, etc.) to do that.

There are more than 30 student actors and four puppets in the cast.

"A puppet is very Brechtian," the director says. In the case of Shen Te's alter ego, "We see her, and the puppet is the persona she assumes. It's right."

From the beginning, Bay says, he knew the gods would be puppets. "We don't know what gods look like, so I could imagine anything," he says. The gods he has created don't look particularly friendly, and one – constructed to rise up from a backpack worn by an actor – has the ability to (when the puppeteer bends forward), look an actor directly in the face.

The play always has had music – another Brechtian trademark – and Bay has chosen to put his own stamp on that, too. CSUS alumnus Christopher Cook has rewritten the songs and created a whole score for the production that will be performed by a small band onstage.

You might say puppetry is in Bay's blood. His mother and grandmother performed puppet shows on television in several cities before two words ended their TV careers and probably sent young Richard into the classroom instead of the television studio.

It was in the early '50s, when television was live, and Bay's mother and grandmother (who had created puppets for the New Deal's WPA in St. Paul, Minn., in the 1930s) were among the first puppeteers to perform on TV. They were performing a weekly puppet show on a Reno television station when, "I've told this story a lot – and it's true," Bay says: "One day, a piece of scenery fell and my mother let out an 'Oh, damn.' and that was it. It was their last performance."

Bay remembers the first puppet he ever made. It was Capt. Cook, a toilet paper tube and toilet paper forming a chef's toque. Another simple puppet was a snake that consisted of a "hunk of feather boa that I put a couple of eyes on," he says. "It's not how sophisticated it is, it's how it moves. The artistry comes in the movement."

On the other end of the simple- complicated spectrum is the Audrey II plant Bay designed and built for a Natomas Charter School production of "Little Shop of Horrors." The plant, "about the size of a VW bug," he says, is now at Garbeau's in another "Little Shop" production.

Bay began his career by staging puppet shows for his friends during junior high school (he charged $1 admission). He put himself through college – he graduated from CSUS – by putting on puppet shows, birthday parties and the like. He's 61 now and has taught at the university here for 29 years. "I'm actually semi-retired," he says – with a laugh, because he's teaching and directing just about as much as ever.

One of his favorite classes is one for teachers. "I'm a really firm believer in using puppets in the classroom," he says. "You get attention instantly."

Then, of course, the question is, what do you do with the puppets? Students can create their own simple puppets, write stories using them as characters … plenty of things. "The book I'd like to write is for teachers, how to use puppets in the classroom," he says. "But when? Who's got time?"

Call The Bee's Jim Carnes, (916) 321-1130.

THE GOOD WOMAN OF SETZUAN

WHEN: Opens at 8 p.m. Thursday and continues at 8 p.m. Friday and Saturday and Oct. 24 and 25; at 2 p.m. Oct. 19 and 26; and at 6:30 p.m. Oct. 22 and 23

WHERE: University Theatre, 6000 J St., Sacramento, on the CSUS campus

TICKETS: Opening night and Fridays-Sundays: $12 general; $10 seniors and CSUS students and staff; $8 children 11 and under. Wednesdays and Thursdays: $8 general, seniors, CSUS students and employees; $5 ages 11 and under.

INFORMATION: (916) 278-6368