Perhaps it was karma; one good spurn deserves another. I think he had a grudge against me ever since he overheard me telling you that you were the more talented and better looking one of the duo, with much cooler hair.

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She danced long enough to perform as a teenager with her mother’s tap troupe on The Jackie Gleason Show and Ted Mack’s The Original Amateur Hour (they won three times), but still came up short in Marjorie’s eyes.

“It was like, ‘So-and-so could do it, why can’t you be more like so-and-so? “I think when the thumb came out of my mouth, the cigarette went in.” (It has stayed there since she was 13.) Acceptance was hard to come by on any front.

Marjorie had hoped to raise a dancer, and Penny represented her last shot.

But Penny, a tomboy who sometimes skipped school for Yankee games, was also a cutup, unzipping the other girls’ leotards during kick-line numbers.

Her father, Tony Marshall—born Masciarelli—now 90, was an industrial filmmaker.

Her mother taught dance and ran a studio for child hoofers in their apartment house basement.They’d made their peace, but it had been a combative relationship, one Marshall handled with dark humor.Her brother, producer-director Garry Marshall (Pretty Woman), 61, remembers Penny joking about the Alzheimer’s: “Maybe it’s good—she won’t know who I am and will like me better.” In fact, the senior Marshalls had high hopes for their younger daughter. 15, 1943, Carole Penny Marshall was named for the glamorous film comedian Carole Lombard.Boy-crazy back then, Marshall said braces limited her to “lots of crushes.” Rejected by the Magnets, a local girl gang, she hung out with boy gangs the Falcons and Sharks.In the family, “I was the ‘bad seed’ or the ‘world’s worst,’ ” she says.“We might have to move,” the 53-year-old director warns, cigarette angling from her lip. “There’s a room in her house called The Mall,” says Elliot Abbott, an executive producer of her new film, The Preacher’s Wife, “where she keeps an inventory of future gifts.” On this particular November morning, though, Marshall is all business.