[[quoteright:290:http://static.tvtropes.org/pmwiki/pub/images/Oz_-_The_Great_and_Powerful_Poster_6842.jpg]]
[[caption-width-right:290:The tale of the TheManBehindTheCurtain begins.]]

'''''Oz: The Great and Powerful''''' is a 2013 fantasy film directed by Creator/SamRaimi, and produced by the same people behind Creator/TimBurton's ''Film/AliceInWonderland'' and following the leads of then-recent DarkerAndEdgier versions of notable literary creations such as the aforementioned ''Alice in Wonderland'', GuyRitchie's ''Film/SherlockHolmes'' films, and ''Film/SnowWhiteAndTheHuntsman''.

The film, as adapted from Creator/LFrankBaum's 1900 novel ''Literature/TheWonderfulWizardOfOz'', is intended as a {{prequel}} to the book, while thematically resembling the 1939 film, ''Film/TheWizardOfOz'' and serves an origin story, showing how Oz came to the kingdom.

The film stars; James Franco as Oscar Diggs, the man who would be known as Oz; Creator/MilaKunis as Theodora the Good; MichelleWilliams as Glinda the Good, daughter of the former King of Oz; and RachelWeisz as Evanora the Good. Also starring are notable Raimi [[ProductionPosse alumni]], including brother Ted and Creator/BruceCampbell, and Danny Elfman provided the score, returning for their sixth collaboration together after a long break since ''[[Film/SpiderManTrilogy Spider-Man 2]]''.

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!!This film provides examples of:

* AdaptationDyeJob: Glinda in the books has red hair, as does Billie Burke's portrayal of her in the original film. Here she is a blonde.
* AdaptationalAttractiveness: Though she maintains her iconic green skin and hooked nose, the Wicked Witch of the West is younger and more sexualized in this continuity, making her appear as more of a CuteMonsterGirl than the hideous crone look Margaret Hamilton had in 1939. Granted this is a prequel taking place long before Dorothy's adventure, but still.
* AgonyBeam: Evanora projects green lightning on Glinda, giving this scene has a [[Franchise/StarWars certain vibe to it]].
* AloofDarkHairedGirl: Evanora and Theodora.
* AncientArtifact: Every witch, good and bad, appears to draw power from a [[MagicalAccessory jeweled artifact]]. Glinda uses a wand, Evanora has a huge jewel in a pendant, and Theodora has a ruby ring. Breaking the artifact deprives the witch of all her power and breaks certain enchantments; [[spoiler:that's what happens to Evanora at the end.]]
* AndYouWereThere[=/=]ActingForTwo: As homage to the original 1939 ''Wizard of Oz'' film, several actors play and voice characters in both Kansas and Oz.
** Michelle Williams: Annie/Glinda, the Good Witch of the South.
** Zach Braff: Frank, Oscar's assistant/Finley, the friendly flying monkey.
** Joey King: A wheelchair-bound girl/China Girl.
* AscendedExtra: The Wicked Witch of the East, who's just a pair of feet sticking out from beneath a house in Dorothy's tale, is now the BigBad villain who instigates all the trouble in Oz.
* AwardBaitSong: "Almost Home", performed by Mariah Carey.
* AxeCrazy: [[spoiler:Theodora after her transformation. Evanora herself seems unnerved by her axe crazyness.]]
-->'''[[spoiler:Evanora]]:''' [[spoiler:[[MyGodWhatHaveIDone Oh dear.]]]]
* BaitAndSwitchBoss[=/=]RightBehindMe: Oz discovers Finley tied up in vines, begging to be freed before he gets eaten.
-->'''Oz:''' Don't worry, the vines aren't going to eat you.\\
'''Finley:''' ''(pointing behind him)'' Not the vines, I was talking about the lion!\\
''(Oz turns and looks [[OhCrap in time to see]] the lion leap toward him, snarling)''
* BarrierMaiden: Glinda.
* BatmanGambit: When Oscar asks to have a hot-air balloon made, everyone believes that he is running away from the witches because he is afraid of them. [[spoiler:Theodora shoots down the balloon and everyone believes Oz to be dead. This allows him to "return" as the disembodied head because he is now "freed of his mortal form".]]
* BatOutOfHell: The [[ManiacMonkeys flying baboons]] as a contrast to the bird-winged flying monkeys.
* BeamOWar: Happens briefly during Glinda and Evanora's aerial battle during the climax.
* BeautyEqualsGoodness: Zig-zagged, but ultimately [[IncorruptiblePurePureness Glinda]] is the only witch to remain beautiful throughout the entire film. Theodora [[spoiler:turns ugly when she turns evil]] and Evanora [[spoiler:was concealing her ugliness under a charm]], so it's true to the 1930s movie's canon.
* BerserkButton: Don't call Theodora wicked.
* BewareTheNiceOnes: [[ExactlyWhatItSaysOnTheTin China Girl]] pulls a knife in the Dark Forest, which she apparently carries for protection. And it's a freakin' carving knife(albeit one meant for her size)!
* BigBad: Evanora, and given who her sister would become it comes as no surprise.
* BigNever: [[spoiler:Theodora gives one when she rejects redemption.]]
* BigNo: Oz, as he is sucked into the tornado that takes him to Oz.
* ByTheLightsOfTheirEyes: The Fighting Trees in the Dark Forest.
* TheCameo: Creator/BruceCampbell, well known as Ash from Raimi's ''Franchise/EvilDead'' trilogy, makes one in the film as a gatekeeper.
** [[spoiler: The Cowardly Lion attacks Oz and Finley but is scared off by one of Oz's tricks.]]
* CantActPervertedTowardALoveInterest: Oscar noticeably drops his normal tricks for women when Annie visits him. He behaves similarly [[spoiler:towards Glinda.]]
* TheCasanova: Oscar, with a music box and a heartfelt (and false) story as his lockpicks. On-screen we see him do it to a simple country girl May, the strongman's wife, ''and'' Theodora. [[spoiler:That last one bites back big time when Evanora claims he also did the same with her.]]
* CastingGag: Looks like [[SpiderMan Harry Osborn's]] in another Raimi movie.
* CatchPhrase: "Zim Zallah Bim!" -- which is also a ShoutOut to WesternAnimation/JonnyQuest.
* ChekhovsGun: The glue and the image-projecting machine. Actually, all of his skills and tricks as a stage magician, really. [[BookEnds The prologue has him convincing people that he's a great wizard...]]
* ChewingTheScenery / LargeHam: When the great and powerful Oz "reveals" his true form, he ramps up his performance to magnificent levels. [[spoiler:Theodora]] rivals him quite well in this respect after [[spoiler:her FaceHeelTurn.]]
* TheChosenZero: The great and powerful wizard -- is not a wizard at all.
* ClarkesThirdLaw: After a fashion; Oz is able to use turn-of-the-century technology, along with [[GuileHero play-acting and misdirection]], to trick Theodora and Evanora into believing that he is the Great and Powerful Wizard.
* ColorCodedWizardry: Glinda's magic is white or iridescent, Evanora's is green, and Theodora's is red. This corresponds to the gemstones in Glinda's wand, Evanora's amulet and Theodora's ring, which are the source or catalyst for each witch's power. Plays with [[MythologyGag the color coding from the original books]] as well. Red is traditionally a Quadling country (where Glinda is from) color. Most likely done as misdirection and/or because Glinda in the 1939 movie was [[CompositeCharacter an amalgam of the book's Glinda and Good Witch of the North]]. Oscar's feigned "magic" also tends to have these colors too (green bouquet-leaves, red or white scarves, red flash powder, [[spoiler:white projection]]).
* ConspicuousCG: In a few places, particularly in the animation of the Wicked Witch's face.
* ContinuityNod:
** Annie's dress is gingham, like Dorothy's and she's going to marry John Gale.(thought to be Henry's brother)
** [[spoiler:When Theodora cries, her tears seem to damage her skin. This is a nod to the fact that the Wicked Witch of the West could only be killed by water. Before that when she first meets Oz and says that she's afraid: she's standing on a stone in the middle of a river.]]
** [[spoiler:Oscar sends a lion fleeing and calls him a coward, referencing the Cowardly Lion.]]
** The Army sent across the poppy field? [[spoiler:Scarecrows!]]
* CorruptTheCutie: It doesn't take much effort at all for [[spoiler:Evanora to turn Theodora wicked. All it takes is a little abuse of the truth]] and a [[TransformationTrinket magic apple.]]
* CreateYourOwnVillain: [[spoiler:Diggs's casual seduction of Theodora bites him, and all of Oz, in the ass ''hard'']]
* CreatorThumbprint: One of Raimi's favorite types of shots, a shot from the POV of an attacking object, shows up as a post from a picket fence hurtles toward Oscar in the tornado sequence. The plants in the Dark Forest also get this treatment when they attack Oz and company.
* CryForTheDevil: This film causes [[spoiler:The Wicked Witch of the West]] from ''Film/TheWizardOfOz'' to receive this treatment.
* DarkerAndEdgier: In the vein of Burton's ''Film/AliceInWonderland''.
* DarkestHour: Oz tried to make a get-up -- and was killed. [[spoiler:He deliberately engineered it.]]
* DarkIsEvil: Played with. Before Evanora is revealed as the true BigBad, she nevertheless dresses in black and dark green, yet is presented as the king's loyal adviser and a defender of the people. Meanwhile Glinda's first appearance is in a fog-filled CreepyCemetery on the other side of the Dark Forest, where she is dressed in a concealing, ragged BlackCloak; the fact she is trusting enough to lay down her wand while she unlocks the gate is the first clue she isn't the Wicked Witch she appears to be.
* DeadpanSnarker: Oscar and Finley.
* DeliberatelyMonochrome: The opening scenes in Kansas.
* DespairEventHorizon: [[spoiler:Theodora crosses this when Evanora tricks her.]]
* TheDitz: May, the country girl that becomes Oscar's new assistant in his act at the beginning of the film. It's most apparent when Oscar asks for a volunteer from the audience during the show, which is clearly her cue, but it goes completely over her head and she doesn't even consider raising her hand or anything of the sort. Instead, Oscar has to actively pick her out from the audience, to which she ''then'' responds: "Oh, yes! I'd like to volunteer!"
* DoesThisRemindYouOfAnything: Evanora offers [[spoiler:Theodora]] a green apple under false pretenses in the same vein as the Evil Queen from Snow White. Except instead of killing her, [[spoiler:it destroys her inner goodness and ability to care for others, physically transforming her into the Wicked Witch of the West in the process.]]
* DoingInTheScientist: [[spoiler:Oz is a real place. [[Film/TheWizardOfOz Dorothy]] just saw all the parallels between people she met in Oz and people she knew earlier and ''assumed'' it was a dream.]]
* DoomedByCanon: The Wicked Witches, [[spoiler:who are merely exiled in this movie. Yes, this means poor Theodora never gets her redemption. Alas...]] Possibly also [[spoiler:Annie, if she and John Gale are (orphan) Dorothy's future parents.]]
* DragonAscendant: [[spoiler:Evanora--the future Witch of the East--is the villain responsible for the threat the characters face, but her actions turn her sister Theodora into the more ruthless and far more dangerous Wicked Witch of the West.]]
* DullSurprise: Glinda The Witch, who needs to keep her emotions under control.
* TheEdwardianEra: 1905, to be exact.
* ElementalPowers
** FireIceLightning: Subverted when it comes to the witches.
*** PlayingWithFire: Theodora, who lets her emotions get the best of her; offense-oriented.
*** ShockAndAwe: Evanora.
*** BlowYouAway: Despite initially appearing to be a EvilIsDeathlyCold [[AnIcePerson Ice Person]], Glinda wields power over the winds, including using the iconic bubbles and creating fog. Connecting to this element, she is also calm and level-headed, as well as being defense-oriented. Then there's her ''[[spoiler:LightEmUp other magic.]]''
* EurekaMoment: When Oscar tells the China Girl about Thomas Edison, he realizes how he can use Edison's inventions to defeat the wicked witches.
* EvilBrit: Evanora.
* EvilIsHammy: Besides losing her heart, [[spoiler:Theodora]] also seems to lose her indoor voice after turning wicked.
* EvilMakesYouUgly[=/=]RedRightHand: When a witch chooses to become thoroughly wicked, she dramatically loses her beauty, as seen with the Wicked Witch of the West and also [[spoiler:the true form of the Wicked Witch of the East]]. This may be a reference to Glinda's line in the original film that "[[BeautyEqualsGoodness Only bad witches are ugly]]."
* ExplainExplainOhCrap: A minor version but when Glinda clearly has an OhCrap moment after telling Oscar that "only the pure hearted can go through."
* {{Expy}}: Interestingly, the three witches can be seen as being inspired by their portrayals in Wicked- but in different roles. Theodora is Nessarose (The Wicked Witch of the East [[spoiler: as both turn evil and crazy due to broken hearts as well as being young and naive)]], Glinda is Elphaba [[spoiler: a good witch who is taught of as wicked, and can see through the wizard's facade]] and Evanora is like Wicked's Glinda [[spoiler: advisers to the heads of Oz who are prepared to compromise morals for their own benefits and power.]]
* ExtremelyShortTimespan: The climatic confrontation occurs quite soon after Oscar gets to Oz; some fans have conjectured the whole movie may take place in 3-4 days.
* FacePalm: Oscar's assistant Frank does one when May, Oscar's new female assistant for his show, completely misses her cue to raise her hand when he asks for a volunteer from the audience. See also the entry for TheDitz further up on the page.
** Finley also does one when [[spoiler:Oscar's image projector temporarily malfunctions]].
* FaceHeelTurn: [[spoiler:Theodora goes from thinking she's on the side of good to unambiguously being a wicked witch.]]
* FakingTheDead: [[spoiler:Oscar, so he can appear to come back in incorporeal form.]]
* FanDisservice: Even though it was attempted with [[spoiler:The Wicked Witch of the West]], it is played straight with [[spoiler:Evanora, whose true form is revealed after Glinda breaks her crystal.]]
* {{Fanservice}}: Theodora/[[spoiler:The Wicked Witch of the West]], Evanora and Glinda wear some rather low cut and revealing outfits, and are all incredibly beautiful witches. And as a tiny bonus, Theodora strips down to her corset during her transformation sequence.
** When Theodora first meets Oz, she is wearing tight, tight leather pants. And then she crawls into the cave first. It's doubtful it was unintended.
* FirstGirlWins: Averted. The first person Oz meets in Oz is Theodora. Things don't work out for them.
* FlyingBroomstick: Although in Oz all witches can fly on their own, [[spoiler:Theodora takes one from a Quadling and rides on it when she flies, mostly due to her cruelly mocking Oscar's suggestion before her transformation about how all witches fly with brooms.]]
* ForegoneConclusion: Naturally, given the prequel status. The three witches and Oscar can't die.
* {{Foreshadowing}}: Oz tells his assistant Frank he's only "a hired monkey". He later meets Finley, [[AndYouWereThere voiced by the same actor]], who after swearing him a [[IOweYouMyLife life debt]] is told "you're hired".
** Oscar's magic act is interrupted by a girl in a wheelchair who asks him to make her walk. Obviously, he can't. When he meets China Girl, however, he fixes her legs so that she can walk again. Guess who provides her voice?
** When MilaKunis' name appears in the opening credits, pay close attention to the shadow made by the figurine.
* ForTheEvulz: [[spoiler: Unlike her sister Evanora whose motivation is to rule the kingdom of Oz, Theodora (after her corruption) is only interested in doing as many evil and wicked things as possible.]]
* FunWithSubtitles: The captions on the Blu-Ray look white during Kansas scenes, but yellow during the Oz portion.
* GambitRoulette: Oz relying on [[spoiler:the WWW to shoot down his balloon, and doing so that it falls right into position for the projector in the middle of Emerald City's central square]]. Also, before that, relying on [[spoiler:the WWW and the WWE not knowing about the significance of the poppy field.]] Oz can get away with this because he is a stage magician. [[JustifiedTrope Getting the audience to think what he wants them to think is his stock in trade]]. [[spoiler:Watch his performance in Kansas very closely. [[ChekhovsSkill He was relying on getting caught then just like he relied on getting caught in the end]].]]
* GoodColorsEvilColors: Once [[spoiler:Theodora's]] heart shrivels and dies, her skin becomes a sickly green.
* GoodIsDumb: Theodora while kind-hearted is extremely naive and easily deceived and manipulated by both Oscar and Evanora. Also inverted: when [[spoiler:Theodora eats the apple that makes her "wicked", she instantly realizes that Evanora was the one responsible for everything.]]
* GoodIsNotDumb: Glinda however is made of wiser stuff, and is quite able to see through Oz's smarmy ConMan facade to know he is selfish, greedy, and not a true wizard (though his trouble passing through the magic barrier probably clued her in too). But she accepts him anyway because she knows the people need [[AProtagonistShallLeadThem a leader to believe in]] and a GuileHero may be just what can win the day.
* GuileHero: Throughout the film, Oscar uses misdirection and his magician's tricks to appear to be a powerful wizard.
* HairOfGoldHeartOfGold: The evil witches have dark hair, while the good witch is blonde.
* HandsomeLech: Though it's a PG rated film, it's obvious that Oscar gets around quite a bit, and when he meets each of the witches, he doesn't stop.
* HeelFaceDoorSlam: [[spoiler: Theodora]] has a moment of realisation just after biting the apple [[spoiler: where she sees that Evanora is the evil one]]. It's sadly too late and the transformation [[spoiler: turns her into the Wicked Witch of the West]].
* HollywoodScience: Tornadoes don't really transport people to Oz. That aside...tornadoes do not work that way.
* HotWitch: Glinda, Evanora and Theodora are all quite easy on the eyes. [[spoiler:Even after her transformation, Theodora still looks fairly beautiful since she's supposed to be 20 years younger than the character in the 1939 film. Evanora, on the other hand, was actually hiding her true hideous self through her magic. After her magic is stripped from her after battling Glinda, she was no longer able to mask her ugly form.]]
* IAmNotLeftHanded: [[spoiler:No, Evanora, Glinda does ''not'' need bubbles to fly or kick your ass.]]
* [[IJustWantToBeSpecial I Want To Be A Great Man]]: Not just a good one, since there are plenty of good men.
* IncorruptiblePurePureness: Glinda is pure as the driven snow. [[spoiler: Subverted with Theodora. Often incorruptible pureness is associated with innocence and naivite. But Theodora's innocence and naivete are what make her corruptible. Glinda is pure, but not naive, and that is what makes her effective.]]
* InevitableWaterfall: Oscar's balloon lands in a rushing river, complete with multiple examples of this trope.
* InkSuitActor: Joey King's facial features are reflected with the China Girl, which also parallels the crippled girl who wishes to be able to walk but Oz cannot oblige.
* IronicEcho: "May I have this dance?" said by Oscar to Theodora when they first met. Said again by Theodora when [[spoiler:she came back for vengeance for him leaving her for Glinda]].
* KarmicTransformation: [[spoiler: Evanora's uglification when Glinda removes her necklace]] is a fitting karmic punishment for [[spoiler: tricking Theodora into becoming a green-skinned witch]].
* LiarRevealed: Played with. When he comes to Oz, Oscar is believed by everyone to be a great and powerful wizard destined to save them all, which he just runs with so he can become king. As early as the second act he outright tells the truth to Finley, who's stuck with him because of a life debt, and briefly frets over the repercussions. Glinda and the rest of his friends figure it out on their own, but they're all fairly accepting because he still gets things done, and because they know [[JerkWithAHeartOfGold he's truly good at heart]][[note]] [[OnlyThePureOfHeart Otherwise he wouldn't have passed, albeit with great difficulty, Glinda's barrier that wards off all who are corrupt]].[[/note]] [[spoiler:The rest of Oz never learns the truth, while the Wicked Witches are ultimately fooled by his lies.]]
* LightIsGood: Glinda, obviously.
* LetsGetDangerous: Glinda's powers seemingly consist of making fog and soap bubbles -- until the finale, when she goes toe-to-toe with [[spoiler:Evanora]] and opens a can of whoopass.
* LogoJoke: The Disney logo is in Black and White, and the word Disney opens through the middle (like a gate) and zooms into the entrance of the castle.
* LovableCoward: When his bluffs and tricks fail, Oscar tends to run away very quickly from danger throughout the film. Granted, he's usually running away from monsters or witches who could easily kill him, so this is probably a JustifiedTrope.
* LoveMakesYouEvil: [[spoiler:Theodora falls for Oz]], but Evanora convinces her that he was also intimate with her and is now with joined Glinda, tricking Theodora into becoming wicked to escape the resulting pain. [[spoiler:Only then does Theodora realize her sister was the truly wicked one, but by then it's too late, and once her transformation is complete, she doesn't care.]]
* MagicVersusScience: In the end it's Oz's illusions and stagecraft, created with (for the time) modern technology, that wins against the witches, who view anything fantastic they don't understand as a form of very powerful magic.
* MagicalAccessory: Evanora's emerald neckalce and Theodora's ruby ring are the sources of their witch powers. [[spoiler:Glinda the good]] witch, in contrast, uses a MagicWand.
* MaleGaze: Take a look at the outfits the witches wear when you can.
* ManEatingPlant: Finley is found entangled in a predatory vine's tendrils. [[spoiler:A whole bunch of snappy flowers - attached to the Fighting Trees - attack Oscar's group in the Dark Forest.]]
* MasterOfIllusion: By film's end, everyone in Oz is fooled by Oscar's illusions [[note]]except for the people helping him pull them off, of course[[/note]]. Even the villains are convinced he's a genuine invincible wizard.
* MissingTrailerScene: Oscar and Theodora riding through the Emerald City in a carriage.
* MyGodWhatHaveIDone: Evanora's face after [[spoiler:Theodora's fall]]. The fact that [[spoiler:Theodora will not accept any surrender and wants a full, genocidal attack seems to scare Evanora.]]
* MythologyGag:
** Oz's arrival is a combo of Dorothy's arrivals in Oz in the 1939 film and ''Film/ReturnToOz''.
** Theodora is an anagram of Dorothea, as in Dorothy...
** Oscar visits China Town, a community where everything, including the people, is made out of china. This is inspired by a scene from Baum's ''The Wonderful Wizard of Oz'' that was left out of the 1939 movie.
** Oscar's girlfriend in Kansas decides to settle down with a local boy by the name of John Gale.
** The farmers wanting to build a scarecrow, which Oscar says may be useful later.
** Oscar calling the lion a coward.
** At one point, Oz and Finley walk by a pasture filled with horses of a different color.
** The statue of Oz's late king is paired with a lion statue. The Cowardly Lion regularly claimed to be the "King of Beasts", so the lion in the statue may have been ''his'' father, memorialized as a peer of the human king.
** [[spoiler:Evanora's true appearance resembles the Wicked Witch of the West as she was described in Baum's original novel, as opposed to the more famous version from the 1939 film her sister is based on.]]
** A shot of Oscar's balloon coming down is near-identical to the way Dorothy's house fell down in the 1939 film.
** The Munckins performing a musical number like in the 1939 film.
** Glinda kissing Oz's forehead for luck is a reference to a scene in the original book where the Good Witch of the North does the same to Dorothy in order to protect her from harm.
** Oscar lamenting to Glinda they need a General to lead the army, referencing a certain another TinMan by name of [[Film/ReturnToOz Tik-Tok]].
** Other parallels to the original 1939 film: the opening sequence in Kansas is shot in black-and-white and a 4:3 aspect ratio, like the Kansas scenes in the original movie. But it shifts to 2:35:1 aspect ratio in color once Oscar arrives in Oz. Additionally, actors who play Oz characters also make cameos in Kansas.
** When Oz tucks the China Girl into her bed, he begins to talk about his hero Thomas Edison, the Wizard of Menlo Park. He begins by saying, "Where I come from..." In ''TheWizardOfOz'', the Wizard used that same turn of phrase when talking to Dorothy and her friends.
** [[spoiler:The final scene of the movie has Oz offering symbolic presents to his allies, granting their wishes in non-magical ways, much as the Wizard did in the original movie. Especially when he presents himself and the others to the China Girl as her new family, to replace the family she lost to Evanora's attack on China Town.]]
** Oz's full name is a nine-name combination whose letters spell [[FunWithAcronyms OZ Pinhead]], explaining why he got his name. This is from one of the sequels to the book.
* NearVillainVictory: [[spoiler:Theodora the Wicked Witch catches what appears to be Oz escaping with the gold in a hot air balloon and shoots him down to destroy the hope of the people of Emerald City. Unfortunately for her, he planned this right from the start to fake his own death and launch his real illusion.]]
* NeverWorkWithChildrenOrAnimals: Oz cites this trope verbatim to discourage China Girl from following him on his quest to kill the "wicked witch". Thanks to Finley, he's already working with an animal.
* NeverTrustATrailer: Some trailers make it obvious Evanora is the antagonist, yet others try to make her appear like a good witch. Several of the trailers also make it appear that [[spoiler:Theodora and the Wicked Witch of the West are two different characters. They're not.]]
* NiceJobBreakingItHero: Thanks to Oz's womanizing ways, [[spoiler:Theodora is heart broken and susceptible to being corrupted by Evanora, eventually becoming the Wicked Witch of the West. Oz recognizes that Theodora's fall to wickedness is at least partly his fault.]]
* OhCrap: Oscar gets this when he says, "Lion?" after Finley tells him it's not the vines he's worried about, it's the lion.
** The strongman and the circus folks, when they see the tornado.
** Oz suddenly realizing only the pure-hearted can pass through the wall, both Oz and Glinda do this in the same scene.
* OmnicidalManiac: [[spoiler:Theodora, after her FaceHeelTurn]], proclaims that she will paint the yellow brick road red with the blood of the people of Oz.
* OnlyThePureOfHeart: The wall surrounding Glinda's castle in Quadling Country only lets the purehearted pass [[spoiler: (until the Wicked Witch of the West has a power-up that lets her burn right through with the PowerOfHate)]]. Oz is understandably worried at learning this, but after being stopped at the wall and a certain amount of buckling, he passes through. Whether this is because he's essentially good at heart (but definitely not pure) or because he doubted himself isn't clear.
* PlotParallel: In keeping with the AndYouWereThere[=/=]ActingForTwo nature of the plot, the little wheelchair-bound girl who wanted Oz to help her walk again is paralleled by the China Girl [[TearJerker whose legs were broken off during Evanora's attack]]. And while he could not help the human girl, [[SugarWiki/HeartwarmingMoments he is able to glue China Girl's legs back on again, so she can walk]].
* PooledFunds: Oscar takes a little dive into the Emerald City's treasury.
* PropheciesAreAlwaysRight: Played with a little. [[spoiler: Sure, Oscar is really no wizard, but he does help bring peace to the Emerald City (albeit an uneasy one, since both witches are still alive).]]
* PsychoSerum: [[spoiler:The apple that destroys Theodora's heart.]]
* RageAgainstTheReflection: [[spoiler:Theodora smashes a mirror after she cries from being heartbroken by Oscar, and the tears burn scars into her face.]]
* RedemptionRejection: [[spoiler:Before Theodora retreats from the Emerald City, Oscar tells her that he knows that it wasn't her fault for her wickedness, and offers to welcome her back should she regain the goodness in her. She shouts at him "[[BigNever NEVER!]]", and leaves laughing.]]
* RedHerring: The whole plot seems laid out at first as a simple BlackAndWhiteMorality tale: two good, beautiful sister witches claim to be defending Oz from the depredations of an evil witch, hail the [[ConMan surprisingly]] GenreBlind GuileHero as TheChosenOne who is [[PropheciesAreAlwaysRight prophesied to save them all]], and send him off to kill the villain. [[spoiler: However the "Wicked Witch" is actually Glinda the Good while Evanora is the true BigBad, something which is hinted at by Theodora's temper and fire-based powers (not to mention her talk with Evanora) but not fully revealed until after Oz meets Glinda in her ObviouslyEvil garb who tells him the truth of matters. Anyone familiar with the books, meanwhile, would likely cotton on as soon as Theodora claims she isn't wicked and reveals she has a sister back at the Emerald City. The fact Theodora dresses in red up until her transformation even makes this trope literal, since the viewer could easily be misled into thinking, despite the name, that she was the Witch of the South (since Glinda had red hair and wore red in the books). Up until she eats the apple, she ''isn't'' wicked, and is just as fooled about her sister's villainy as everyone else.]]
* RunningGag: Knuck always trying to start up a fanfare, only for someone to cut him off almost immediately. He finally gets to do it just as the movie ends.
* SavedByCanon: Oz, Glinda, Evanora and Theodora have to survive.
* SceneryPorn: Everything in and outside the Emerald City looks gorgeous.
* ScrewThisImOuttaHere: [[spoiler:Theodora doesn't hang around when the shit hits the fan.]]
* SecurityCling: When Oscar forbids the China Girl from accompanying him to slay the wicked witch, she bawls her eyes out and clings to his leg until he relents.
* SerkisFolk: Pretty much every non-human inhabitant of Oz was created via CG/motion capture.
* SequelHook: "When those witches come back, and they will come back..."
* SexyDiscretionShot: Twice, with Theodora and Glinda.
* ShakingHerHairLoose: Theodora by the campfire. It's followed by a rather long stare from Oscar.
* ShoutOut: To the creator of the Oz novels: Oscar Diggs works for the ''Baum'' Brothers Circus.
** In homage to the 1939 film, the Kansas scenes are in black and white and pillar-boxed into the 1.33:1 academy ratio, then shifts to full widescreen and color once Oscar arrives in Oz.
** Oz's assistant in said circus (played by Zach Braff) is named Frank, also a reference to Baum.
** The money vault in the palace looks a lot like that of Scrooge [=McDuck=], who is also a Disney character. [[PooledFunds Oscar even goes swimming in it.]]
** The wicked witch offers Snow White a poisoned apple in the Disney version of the fairy tale.
** Evanora (or ''Eve''-anora) offers [[spoiler:her sister Theodora]] [[Literature/TheBible a fruit that makes her evil]].
** Theodora's shout of [[Theatre/{{Wicked}} "I will defy you!"]] may be this.
** Evanora's fashion sense seems awfully close to [[Series/{{TinMan}} Azkedellia's]], with the slinky cut, the sheer weight of sequins, and the showy emerald necklace. Also the fact that her minions are more wild and have bat wings instead of the traditional birdlike wings.
** Sam Raimi seems to work in one to himself as well. [[spoiler:Evanora's transformation and final attack upon and escape from Glinda]] seems remarkably similar to a scene in one of the director's [[Franchise/EvilDead earlier works...]]
** The China Girl's line "Let's go kill ourselves a witch." is an obvious reference to Evil Dead 2.
** When Oz and Theodora hear one of the Wicked Witch's minions, we have dutch tilts similar to the ones in the Evil Dead trilogy
** In the dark forest, we have trees that move like the ones in Evil Dead 2.
** In the third act, Oz is showing the tinkers gun powder, which is an obvious reference to Army Of Darkness.
** The first few times, Oz mistakenly calls Glinda '[[FairlyOddparents Wanda]]'.
*** It's bad enough [[Literature/{{Wicked}} she had to drop the first 'a']] in her name...
*** Alternately, this could be a shout-out to SesameStreet's famous "Wanda the Witch" animated segment.
** [[spoiler: Oz's giant projected face (which appears after he "dies") looks a lot like Shoshanna's giant projected face (which appears after she dies) from ''InglouriousBasterds'', which is also a reference to ''The Wizard of Oz''.]]
** Oz's oft-repeated CatchPhrase of "Zim Zallah Bim!" was originally used by [[WesternAnimation/JonnyQuest Hadji]] whenever the latter would perform his own feats of magic/slight-of-hand.
* ShownTheirWork: A quite surprising number of locations from the books went into the movie, albeit somewhat shuffled about--the Hummingbirds, the Tuneful Fields, the Great Waterfall--all make appearances when Oscar lands. Going south to Glinda, he encounters the [[TookALevelInBadass fearsome Fighting Trees]] and China Country, both of which lie directly between the Emerald City and Glinda's castle. Then, of course, there's the [[ChekhovsGun poppy fields...]] Also when Oscar rattles off his true name ([[OverlyLongName Oscar Zoroaster Phadrig Isaac Norman Henkel Emmannuel Ambroise Diggs]]), which is straight from the books. The movie [[DontExplainTheJoke doesn't point out]] that his initials (O.Z.P.I.N.H.E.A.D.) are why he just goes by "Oz".
** James Franco actually had to learn how to perform several magic tricks for his part, from an actual stage magician. While a lot of the original performances had to be cut because the movie would have been too long, all of the magic tricks seen throughout the movie are either real and performed by Franco himself, or CGI duplications of real magic tricks that actually could be performed in live stage performances.
* SicklyGreenGlow: Evanora is a [[ShockAndAwe lightning witch]], but her lightning is sickly green.
* SmugSnake: The arrogant, overconfident Evanora. The climax makes it clear that [[spoiler:Theodora]] is made of much sterner stuff as Evanora's nerve cracks far more quickly.
* SpecialEffectFailure: Played with in-universe. In Oz's magic act at the beginning of the movie, he is levitating a woman's body covered in a sheet, when an angry spectator interrupts to point out that he can clearly see the wires holding her up. [[spoiler:This turns out to be all part of the show when Oz cuts the wires, removes the sheet, and reveals that the woman has vanished.]]
* SpiritualSuccessor: To ''Film/AliceInWonderland''.
* StageMagician: Oscar, of the traveling circus kind.
* StolenMacGuffinReveal: In the fight between [[spoiler:Glinda and Evanora, just as Evanora is about to zap Glinda on the floor she has a moment of confusion when nothing happens. Glinda then lifts her hand to reveal Evanora's crushed amulet.]]
* StopDrowningAndStandUp: when Oscar lands in Oz for the first time.
* StormingTheCastle: [[spoiler:Using the inventions Oscar brought to Oz, the good guys invade the Emerald City.]] It also comes with some literal storming.
* SugarApocalypse: There's Oz as a whole, and the land of Teacups and porcelain people in particular. Though there are dangers in Oz, most of it is highly colorful, whimsical and safe, especially those parts under the good witch [[spoiler:Glinda]]'s protection. The "apocalypse" comes in from the wicked witch besieging it with flying monkeys; the land of Teacups is ''shattered'' and its denizens massacred. Main character China Girl is actually introduced after having had both of her legs broken to bits. The rest of the movie could be seen as an attempt to undo this trope and save Oz.
* SuspiciouslySpecificDenial: After learning that Oz isn't a real wizard, Finley engages in an epic declaration of how much of a genuine wizard he is, "with no sinister, ulterior agenda at all."
* TearsOfRemorse: Finley suggests he try this instead of defeating the wicked witch.
* ThatManIsDead: [[spoiler:"Oscar Diggs died so that the Great and Powerful Oz could be."]]
* ThirdActMisunderstanding: [[spoiler:{{Subverted|Trope}}. Oz is ready to leave and abandon Glinda and her people once he sees what he's truly up against, and confesses to her that he is in fact a con man and charlatan, not a real wizard. Immediately after this China Girl [[HowMuchDidYouHear appears at the door, wanting to be tucked into bed]]; from her later words to him in bed, it's clear [[ExactEavesdropping she did in fact hear at least some of their conversation]], since she reveals she knows he isn't "the same kind of wizard" as the old king had been, but she still believes in him all the same--even when it seems he really has abandoned them in the balloon later, and all the others, from [[SourSupporter Knuck]] to Glinda herself, believe the ruse or at least have a moment of doubt.]]
* ThisIsMyBoomstick: Oscar uses his talent as a StageMagician and knowledge of gunpowder to convince everyone he has great power.
* ThisIsYourBrainOnEvil: [[spoiler:Theodora's heart shrivels and dies from the enchanted apple Evanora gives her. She goes from troubled goodness to pure unadulterated wickedness in the same scene.]]
* ThouShaltNotKill: Glinda and her followers' credo. And Oscar must lead them to victory over an opponent (and her minions) who ''will'' kill.
* TotemPoleTrench: Done by the munchkins, who seem to be formidable warriors, but end up being ''three'' of the little people atop each other.
* TragicVillain: [[spoiler:Theodora was a genuinely good witch who only wanted peace for Oz. She not only believed that Oscar was the Wizard, but also fell in love with him. However, Evanora manipulated her into believing that Oscar never loved her by showing her Oscar and Glinda together and pretending that he courted her too, and convinced her that he would only move on to another once he got bored. Evanora then convinced her to bite a green apple, claiming it would take away her sorrow. It not only took that, but all the good in her -- replacing it with wickedness and hate (as well as changing her skin to green).]]
* TransformationTrauma: For [[spoiler:Theodora.]]
* VileVillainSaccharineShow: [[spoiler:Evanora.]]
* VillainousBreakdown: Evanora has one when [[spoiler:Oscar uses his tricks to fake his death and fool her and Theodora.]]
* WhatHaveIDone: Theodora has a moment right after she bites the apple.
* WhatKindOfLamePowerIsHeartAnyway: It ''seems'' so at first, considering that [[spoiler:Theodora and Evanora display elemental power over fire and lightning, respectively, while Glinda can only make bubbles and fog]]. However, [[HeartIsAnAwesomePower at the climax it becomes clear that she]] ''can'' put up a fight, she just chooses not to because of her ThouShaltNotKill code.
* WhiteMaleLead: Oscar. Odd, considering the Oz books mostly had female protagonists.
* WickedWitch: Evanora and [[spoiler:Theodora, who becomes Trope Codifier the Wicked Witch of The West. Ironically, it was Oscar that gave her the idea for many of the conventions, most noticeably her broom.]]
* WomanScorned: [[spoiler:Theodora, who had her heart broken by Oscar. Her desire for revenge kickstarts her transformation into the Wicked Witch of the West. Exploited later by Oz who tricked her into faking his own death.]]
* WritingAroundTrademarks: The film is produced by Creator/{{Disney}} but the rights of the original film are owned by Creator/WarnerBros As a result, it's legally a prequel to the books (which are in the public domain), but intended as a prequel to the film. Thus most of the likenesses or elements specific to the '39 film could not be used (i.e. Evanora's Ruby Slippers are never mentioned), and the Wicked Witch of the West's skin even had to be changed to a different shade of green.
* YouAreBetterThanYouThinkYouAre: {{Invoked}} by Glinda towards Oscar.
* ZeroApprovalGambit: [[spoiler:During the final confrontation between the Wicked Witches, Oscar pretends to make a getaway with a bunch of gold, making everyone think he's abandoned them. Then, when his balloon is shot down and everyone believes he's dead, he works his stage magic and a video projector to make a grand comeback as the "true" Wizard of Oz, renewing everyone's hope and driving the witches away.]]
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