Dorothy returns to Kansas after her first adventure in the Land of Oz. As a tornado approaches the family farm, Aunt Em dismisses Dorothy’s fear that she will be swept away again, and instructs the girl to corral the horses. Upset that no one believes in Oz, Dorothy sings to her dog, Toto, about how much she would like to go back to the magical land and visit her friends. A cyclone appears and Dorothy is knocked unconscious. She awakens back in Oz. After being misdirected by a living signpost that has no sense of direction, she stumbles into the evil forest controlled by Mombi, the Bad Witch and meets Pumpkinhead, a jack-o-lantern with arms and legs who is Mombi’s slave. He explains that he is a runaway who hates being a witch’s assistant. Dorothy invites Pumpkinhead to accompany her to the Emerald City. There, her friend, the Scarecrow, who is King of Oz, can free him. Before they can proceed, Mombi’s cat appears and Toto chases the feline into the forest. Despite Pumpkinhead’s protests, Dorothy follows Toto into Mombi’s cottage, only to have Mombi return, and trap the girl in a magical chair. Accusing Dorothy of murdering her cousin, the Wicked Witch of the West, Mombi reveals her plans to brew magical green elephants that will knock down the walls of Oz and scatter their Army. She will then tear the Scarecrow apart, so there will not be enough straw left to stuff a mattress. Mombi’s crow suggests using Toto’s ears and tail for the potion, but the witch realizes she needs firewood, and she and the crow leave to gather some. While they are gone, Pumpkinhead sneaks in, uses a feather to tickle the magic chair into releasing Dorothy, and they escape.As the friends make their way to Emerald City, they stumble onto Woodenhead, a merry-go-round horse, upside down with his pole stuck in the ground. After they remove him from the pole, Woodenhead explains that he fell from a carousel and was left stuck. Upon hearing that Scarecrow is in danger, Woodenhead gives the travelers a ride to the palace. They find the Scarecrow, who sings about how much happier he was before he had brains. Meanwhile, Mombi leads her legion of green elephants into the city and captures Scarecrow and Toto. Pumpkinhead and Dorothy escape riding Woodenhead and make their way to Tinland, to seek assistance of Dorothy’s friend, the Tinman. At first, the Tinman orders his army to assemble, but upon hearing that the enemies are elephants, he exclaims that this is a job for the Lion. When they go to the Lion, however, he balks at fighting magical elephants and claims he is too busy to help, as he has been hired to roar over film titles. The Lion suggests fighting magic with magic by consulting Glinda, the Good Fairy. Glinda appears and offers assistance, but warns that good magic has its limits and it will be up to Dorothy’s faith in herself to defeat Mombi. Glinda gives the girl a silver box, explaining it will only work if opened during a dire emergency. As the companions ride back to Oz, Mombi animates the trees, which attack. Although Pumpkinhead insists they use the boxed spell, Dorothy refuses. All seems lost until Glinda, who is watching through the tail of a magic bird, sends a magic hatchet. Instead of chopping down the trees, the hatchet turns them into flowery foliage that let Dorothy’s group pass unscathed. Back at Emerald City, the friends discover that Mombi’s magic has turned the city into a pile of ruins with jade colored pachyderms patrolling the streets. The heroes are soon surrounded, but Dorothy opens the box to reveal white mice that scare the elephants away. Meanwhile, Mombi threatens to pull the Scarecrow apart and to shrink Toto so she can feed him to her cats. Mombi is interrupted when a white mouse appears, causing her to unwittingly throw her shrinking potion onto her crow and cat. More mice appear and chase Mombi away, allowing Dorothy to free Scarecrow and Toto. Mombi attempts to hide by turning herself into a poisoned rose, but a herd of stampeding elephants run the flower over, and Mombi dies. With her death, all her evil magic vanishes and the glory of Oz is restored. After parading before cheering crowds, Dorothy realizes Pumpkinhead, who was made by Mombi’s magic, has reverted back to an ordinary pumpkin. Distraught, Dorothy begs Glinda to change him back, but the good witch explains that witches cannot alter each other’s magic. However, if Dorothy has enough faith, she can restore the jack-o-lantern herself. Dorothy concentrates and Pumpkinhead is reanimated. Later, King Scarecrow appoints Woodenhead the royal steed, and Pumpkinhead the head of agriculture. When he asks what Dorothy wants most, she replies that she wants to go home. Both Glinda and Scarecrow explain their powers do not extend to Kansas, but then Scarecrow consults the Oz constitution and finds a clause stating that a visitor can return home by the same mode of transport that brought them to the enchanted land. Glinda whips up a cyclone which flies Dorothy and Toto back to Kansas as a rainbow fills the sky.