Willow Willow is a 1988 film directed by Ron Howard and based on a story by George Lucas . The film centers on the struggles of Willow Ufgood , a young Nelwyn farmer who must protect the baby Elora Danan from an evil Queen , who she is prophecized to one day overthrow . Synopsis . A young farmer named Willow Ufgood is drawn away from his sheltered home to save Elora Danan ( a baby girl with a destiny ) from the evil sorceress Queen Bavmorda who would see her destroyed . Willow is aided by the disillusioned master swordsman Madmartigan , who has turned to a life of roguery after the fall of his kingdom to the evil queen , and the sorceress Fin Raziel , who has been turned into a muskrat by Bavmorda . They are initially thwarted , but later joined by the queen ' s daughter Sorsha . For many years , Bavmorda has ruled the land with an iron fist from her castle Nockmar . Then , a prophecy is made : a baby girl will be born . This little girl will grow up to become a powerful empress , and she will bring about the downfall of Queen Bavmorda . The Queen cannot allow this to happen so she seizes all pregnant women in the kingdom and will kill the baby as soon as she ' s born . She cannot simply kill the child . In order to effectively kill her , the Queen must perform a ritual which will exile the child ' s soul to the netherworld . The baby girl is finally born , recognizable by a mark on her arm . One of the midwives informs the Queen ' s daughter , the warrior princess , Sorsha , who runs to fetch her mother . The baby ' s mother begs another midwife to help them . She agrees to help . She hides the baby in a basket of rags and gives the mother a bundle of rags as a decoy . The midwife then sneaks the baby out of the castle . When the Queen arrives and discovers the decoy , she suspects the midwife . She sends her soldiers and Devil Dogs after her and has the mother killed . Over the next few months , the midwife makes her way across the country , keeping the baby safe . One day , the Devil Dogs catch up to them . To protect the baby , she puts her into a basket made of sticks and twigs and pushes her down the river . The Devil Dogs then kill the midwife . The baby is found by a Nelwyn named Willow Ufgood and his family . Willow is a young farmer and a sorcerer - in - training and wants nothing to do with the baby , fearing that it may be a bad omen , but his family overrules him . Once they get the baby back to the house , Kaiya , Willow ' s wife , asks him to hold the baby . After holding the baby for a few minutes , Willow smiles and starts to accept the baby as one of his own . The next day , Willow and his other two children , Mims and Ranon , attend a festival in the Nelwyn village , where Willow performs magic tricks . The festival comes to a stop as one of the Devil Dogs attacks the village . The village warriors quickly kill the dog , but the whole town is shook up . Willow realizes that the baby is what the dogs are after and tells Kaiya that they have to take it to the village council . When the Ufgoods arrive at the village council with the baby , they overhear the village prefect , the snobbish Mr . Burgelcutt , saying that whoever is responsible for the attack will be severely punished . Nervously , the Ufgoods turn to leave , but are stopped by the High Aldwin , the village elder , sorcerer and Willow ' s mentor . Willow presents the baby to the village council and Burgelcutt suggests giving it to the dogs . The High Aldwin senses something special about the child and decrees that the baby must survives at all cost . He puts together a team composed of Willow , his best friend , Meegosh , the reluctant Burgelcutt , and several of the village ' s best warriors . He orders them to take the baby to the Daikini crossroads and give it to the first Daikini ( tall person ) that they see . Back at Nockmar , Bavmorda recruits General Kael to help Sorsha find the baby . Desperate for her mother ' s approval , Sorsha refuses help from Kael and only accepts when her mother forces her to . After they leave , one of Bavmorda ' s druids predicts that sometime soon Sorsha will betray her . Bavmorda laughs , " I trust her loyalty more than I trust yours . " When Willow and the others arrive at the crossroads , they meet a daikini thief named Madmartigan imprisoned in a crow ' s cage . Madmartigan that he ' s the greatest swordsman that ever lived . Having found a daikini , Burgelcutt tells Willow to give Madmartigan the baby . Willow refuses , because he thinks he ' s shady . Annoyed by Willow ' s unwillingness to cooperate , the others head home . Meegosh stays . The next day , an army marches by . Madmartigan " smells " a battle . Willow tries to give the baby to one of the soldiers , but no one cares . Madmartigan sees his old friend , Airk . Airk informs Madmartigan that the Nockmar army has destroyed the kingdom of Galadoorn . Madmartigan tells Airk to let him out so he can help in the fight against Nockmar , but Airk , remembering how selfish Madmartigan can be , leaves him to rot . After the army passes , and seeing no other option , Willow and Meegosh free Madmartigan and give him the baby . Madmartigan heads off promising to take good care of the baby . As Willow and Meegosh head back towards home , they see an eagle , carrying the baby and being ridden by a Brownie , fly by . They chase after the eagle and are eventually captured by the other brownies . Willow and Meegosh wake up hours later , tied to the ground and surrounded by a pack of brownies , led by Franjean . A voice from the forest orders Franjean to release Willow and Meegosh . The brownies , quickly , cut their ropes . The forest sorceress , Cherlindrea , appears to them and greets Willow . The baby is under her protection . She reveals to them that the baby ' s real name is Elora Danan . Elora has chosen Willow to be her guardian , because she likes him . Cherlindrea reveals Elora ' s destiny to Willow and instructs him to take Elora to the kingdom of Tir Asleen , where a good king and queen will look after her . She gives Willow her magic wand and tells him to take it to Fin Raziel , an old rival of Bavmorda . She will guide Willow to Tir Asleen . She also warns Willow that if he doesn ' t accept the calling Elora will surely die , and nothing will stop Bavmorda . The next day , Willow decides to continue on and sends Meegosh back to the village . Willow starts out for the island of Fin Raziel , guided by Franjean and Rool . At a tavern along the road , they run into Madmartigan . Neither are happy to see each other , since Willow feels Madmartigan is untrustworthy , and Madmartigan believes Willow is an annoyance . But Madmartigan helps Willow escape when Bavmorda ' s troops search the tavern . Madmartigan accompanies them on their way to the island . When they get to the island , Madmartigan goes his own way , and Willow goes to find Raziel . He ' s surprised to see that she ' s been turned into a possum . He takes her to see Elora . Seeing the baby confirms Raziel ' s faith in the prophecy . Raziel can ' t do anything as an opossum , so she tells Willow to change her back into a human . She ' s shocked to learn that Willow is just an amateur . Just then , everyone hears horses approaching . Bavmorda ' s troops ride up , with a bound Madmartigan . Raziel , Elora and Willow are captured and taken to a Nockmar encampment in the mountains . Franjean and Rool are left behind and are forced to track the horses up the mountains . Rool comments that this should be fun . Willow and Madmartigan free Raziel , despite still being locked up , and Willow attempts to change her back into her human form . He fails , accidentally changing her into a crow . Franjean and Rool arrive and offer to help them out of their cage . Franjean uses his spear to pick the lock , but not before Madmartigan tries to intervene and is immediately struck with a sack containing a very powerful , fairy love potion . Madmartigan sneaks into Sorsha ' s tent to retrieve Elora , but ( still under the effects of the love potion ) stops the moment he sees Sorsha - he falls instantly in love with her . Sorsha awakens and threatens to kill him , but is swooned by his poetry - at least , until Kael arrives with Willow and the baby . Presuming that Madmartigan was lying to her as a distraction , they all begin to attack him - he grabs a spare sword and destroys the tent support , kissing Sorsha and then cutting his way out . It is at this point that Madmartigan proves his claims of being an expert swordsman is not merely talk , dispatching three soldiers in a matter of seconds . Using a shield as a sled , Willow and Madmartigan ride out of the camp and down the hill toward a small village . Franjean and Rool are left behind once again , however , and after falling off the sled and smashing into a house as a human snowball , Madmartigan seems to come out of the effects of the love potion . Raziel catches up and warns everyone in the village that Kael and his men are coming . Willow and Madmartigan hide with the rest of the villagers and meet up with Airk and his remaining soldiers - he has lost half his forces to Bavmorda , and even after capturing Sorsha he doubts highly that Madmartigan and Willow could ever take Bavmorda on . Nevertheless , Madmartigan remains loyal to Willow , and the two escape , with Sorsha as their captive . Airk and his men cover their escape . On the road to Tir Asleen , Sorsha asks Madmartigan if he was serious about being in love with her . Madmartigan says that he wasn ' t himself and has since come to his senses . Insulted , Sorsha escapes from Madmartigan and Willow and goes back to find Kael . The arrival at Tir Asleen is quickly tempered when the group realizes that the castle has been cursed by Bavmorda - it is now overrun by trolls , and its inhabitants are frozen in quartz - like rock formations . As Madmartigan equips himself from the castle ' s armory , Willow retries in his attempts to turn Raziel human , but fails once more as the approach of Kael ' s army provides distraction - Raziel is now a goat . After barring the gates , Madmartigan uses what little time he has to set up defenses , while Willow fights off a troll , turning it into an Eborsisk , a two - headed dragon which he promptly kicks into the moat below in disgust . As Kael shatters the gate with a battering ram , the Eborsisk grows at an alarming rate , forcing Kael to shift his men between fighting Madmartigan , the beast , and searching for Elora . Through the ensuing chaos , Sorsha turns coats and fights alongside Madmartigan , and Airk ' s army ( with Ranjeen and Rool in tow ) arrives , but Kael manages to injure Willow and escape with the child . Back at Nockmar , Bavmorda is pleased to see that Elora has been finally caught , but is enfuriated to hear that Sorsha has turned against her . At the gates of Nockmar , Airk ' s army has set up camp . Bavmorda promptly turns the entire force , excluding Willow and Raziel , into pigs . Willow , knowing the hour is desperate , tries a final time to return Raziel into human form , as she undergoes a massive transformation from a menagerie of animals , until she is finally human . Taking the wand , she proceeds to return the army back to human form - at this point , Bavmorda has already prepared the ritual . With little in the way of plans , Willow suggests a strategy that will get them inside the castle - though it is a long shot , it is also their only hope . Come morning , the ritual has not finished , and Willow and Raziel beckon Nockmar to open its gates - Airk ' s army , disguised under seemingly empty tents , ambushes the cavalry and rides hard into the castle , disabling the gate ' s mechanism and allowing more troops to get inside . As Kael wades into combat , Sorsha guides Raziel and Willow to the tower where Elora is held . During the battle , Airk is killed . Before he dies , he tells Madmartigan to win the war for him . Madmartigan attacks Kael in a rage . Though evenly matched , he manages to impale Kael on his own sword , throwing him to his death afterwards . Meanwhile , Sorsha manages to kill Bavmorda ' s aides , but is rendered unconscious when her mother attack her magically . Fin Raziel and Bavmorda begin fighting over the wand , and eventually Raziel is choked until she is also unconscious . On his own , Willow manages to grab Elora , but is cut off when Bavmorda seals the doors . Though it seems all is lost , Willow tricks Bavmorda by seemingly making the child disappear - in a rage , Bavmorda knocks over a vial of blood that would have been used on Elora . Moments later , she is struck by cursed lightning , instead exiling her own soul to the Netherworld . As Madmartigan arrives , and Sorsha and Raziel regain consciousness , Willow explains that he used his classic " disappearing pig trick " to hide the baby . Elora is safely hidden behind a stone table . Back at Tir Asleen , the curse is lifted , and the kingdom is restored to its former glory . Madmartigan and Sorsha stay and raise Elora Danon as their daughter . Raziel gives Willow a book of basic magic , and tells him that he is on his way to becoming a great sorcerer . He is sent home on a white pony . Back in the Nelwyn village , Willow is greeted with a hero ' s welcome from the whole village . He is happy to see Meegosh , the High Aldwin , and especially his family again . Development . The film was notable for employing more than any production in many years , and was widely praised by the " little person " community for employing Warwick Davis as the lead . The film also used special effects to transform an old sorceress into various animals , a revolutionary effect for the time . The two - headed monster in the film was named the " Ebersisk " as a reference to popular movie critics and . Siskel and Ebert would both later say that they weren ' t flattered . The villainous General Kael was also named for a critic , noted female journalist , . Much of the concept art , such as creature designs and storyboard art , was drawn by ( Moebius ) and . Ultimately , the designs which appeared in the final film were considerably different from those initial designs ; several sequences were also completely cut from the film due to time constraints . One such scene was a battle at sea in which the heroes narrowly escape a giant sea monster , which was depicted as a huge shark in storyboard artwork . The music in the film was composed by , in what is considered to be a very strong musical score . Distinct echoes of may be heard in the triumphant theme . The main theme also bears a resemblance to the " Redemption " motif from operatic tetralogy . Release . The film was poorly received critically , carrying a 43 % at . It also underperformed at the box office , grossing only $ 57 million domestically . Some performances , particularly Davis ' s , and the special effects were praised , but the film ' s story was widely dismissed as too derivative of Tolkien and other fantasy authors . A potential factor in the film ' s lackluster box office performance was that many scenes , plot elements , and creature designs were cut due to time and budget constraints . However , the film developed a strong cult following over the years and currently holds an 79 % " fresh " rating among users at Rotten Tomatoes , a 7 . 0 rating at the , as well as a " B " at . Merchandising . The novelization of the original film , written by Wayland Drew and available around the time of the movie ' s release , was based on Lucas ' original screenplay and contained historical background and events not included in the final cut of the film , as well as color stills from the film . Marvel Comics published a three - issue adaptation of the film . It featured many of the scenes which were cut from the film . The film was also the basis of that was released in 1989 for the ( by ) and the PC ( by Mindscape ) . Capcom also created a " " arcade game for its CPS - 1 system , which played much differently than its console cousin , being a side - scrolling platformer rather than an adventure / RPG game similar to " " , and also followed the plot of the film more closely . In 1988 , an animated series based on " Willow " was proposed , but never got past the concept drawings stage . Home video . " Willow " was released on DVD on November 27 , 2001 . The film was presented in anamorphic widescreen in its original 2 . 35 : 1 aspect ratio , with its sound remixed in 5 . 1 surround sound , an audio commentary by Warwick Davis , two featurettes , trailers / TV spots and a photo gallery . It was released on Blu - ray on March 12 , 2013 . It included all the features from the DVD , with the addition of deleted scenes ( previewed at Celebration VI ) , Davis ' s on - set video diary and a new audio commentary by Ron Howard . When the film was released in theaters , it was distributed by and Lucasfilm The 1988 VHS was released however , by RCA / Columbia Pictures Home Video ( the MGM logo was kept ) . Imagine Entertainment ' s logo was not shown on the film , the VHS or the DVD . The film is currently being distributed by 20th Century Fox Home Entertainment ( as they have a home media deal with MGM ) . Future . In April 2005 , during Celebration III , George Lucas said that since Lucasfilm was moving into television production again , there could be a " Willow " television series . Davis has also expressed interest in a sequel film , and claims to have an idea for a story . Star Wars connections . " Willow " was followed by a trilogy of fantasy novels ( 1996 ' s " Shadow Moon " , 1998 ' s " Shadow Dawn " and 2000 ' s " Shadow Star " ) that were written by Chris Claremont from a story by George Lucas and published by Bantam Spectra , with a grown - up Elora Danan as the central character . On April 1 , 2006 , StarWars . com updated its Databank with elements from these novels , indicating that the " Willow " stories were set on a planet in the " Star Wars " universe called Andowyne . ( The entries were based on Warwick Davis ' s cameo as Weazel in , whom Davis has said people often assume to be Willow . ) This was later revealed to be an , though according to Leland Chee , Lucas Licensing at one point actually considered canonizing " Willow " and the " Shadow War " novels . In 2008 , as a throwback to the aforementioned joke , StarWars . com listed the books in a photo gallery for " Star Wars " novels . On his blog , VIP Pete Vilmur acknowledged that some fans consider " Willow " part of the " Star Wars " universe . George Lucas came up with the idea for " Willow " while doing research for the original " Star Wars " film . As such , the two universes have a number of similarities and connections ; Several plot points in " Willow " parallel plot points in the " Star Wars " films . The same occurs to the main characters . Willow is the dreamer character with hidden potential , Madmartigan is the scoundrel turned hero and the brownies are the comic relief . " Willow " shares many cast and crew members with those of " Star Wars " productions before and since , including Ron Howard , who went on to direct " " , which had a cameo by Davis . " Skywalker " is the English translation of the word " Daikini , " which is the name of Elora Danan ' s species in the film . Both Anakin Skywalker and Elora Danan are individuals who are the subject of a prophecy to overthrow an evil enemy . Whether this similarity in naming was intentional by Lucas is unknown . Based on concept art in the book " " , the Jedi uniforms for the prequels were at one point going to resemble Madmartigan ' s battle attire . The line " Let ' s get outta here " is commonly used in " Star Wars " , and the High Aldwin ' s line " You still have much to learn , young Ufgood " echoes similar lines in " Star Wars " . Finally , " Willow " uses the same style of " wipe " as the " Star Wars " films . Luke mentions magic in " Return of the Jedi " , which C - 3PO doesn ' t deny the existence of . The Ewok films then formally established that magic exists in the " Star Wars " universe ; Cherlindrea ' s fairy species is similar to the Wistie species in " " ; In " " , Charal is able to transform herself into a bird form . In " Willow " , Fin Raziel is transformed into many creatures by Willow before he is able to transform her into her Human form . Also , Fin Raziel and Queen Bavmorda use their magical powers in ways nearly identical to to the ways Force users in " Star Wars " use the Force . " Willow " ' s magic works in basically the same way as The Force . The nature of Bavmorda ' s character ties her to the Nightsisters of Dathomir , an order of Dark Jedi witches . During the climactic ritual , her physical attributes and abilities match the description of Nightsisters manipulating weather and displaying ruptured blood vessels around their eyes ( due to use of the Dark side of the Force ) . There are also several similarities between Bavmorda and Charal , a renegade Nightsister portrayed by Siân Phillips in " Ewoks : The Battle for Endor " . Jean Marsh and Siân Phillips are both acclaimed British actresses in the theatre tradition , born in the same year of 1934 . As contemporaries , they share many intimidating physical and performing qualities - suiting them to villainous or regal roles . There have also been several overt references in " Star Wars " to the " Willow " universe ; A sound recording of a Tasmanian Devil , originally used in " Willow " , was later used along with several other sounds , to create the sound of Boga in . makes several references to the film , and supervising director Dave Filoni has acknowledged a connection between the two universes . Alora , the kidnapped Force - sensitive infant from the " Star Wars Rebels " episode " The Future of the Force , " was based on Elora Danan . In the non - canon " Alien Exodus " , on Corellia , the Human refugees encounter a two - headed dragon - like beast which resembles the " Eborsisk " in " Willow " . Note , however , that the story also features elements from some of Lucas ' other non - " Star Wars " productions .