The evil witch Gingemma conjures up a cyclone to take little Elli away from her mother, and is crushed for her wickedness. Upon landing in the Magic Land, Elli's dog, Totoshka, becomes a remarkably intelligent advisor, who suggests she take the silver shoes the witch was wearing. Wralan, the Cyclone, reports the accident to Bastinda, the Wicked Witch of the West. Near where Elli's house landed is a cornfield with a Scarecrow, Strasheela, who wants a brain. When Elli rescues him from his pole, a Cowardly Lion comes to the cornfield and calls a truce so they can join together to see Goodwin the Wizard to have their wishes granted. In a dark forest, they meet Zhyelyeenee Drovosyek, a rusted iron woodchopper who wants a heart, and joins them on their quest. Bastinda sends an array of hazards, including an impish Ogre, knife wielding tigers, and winged monkeys to get the shoes from her. The monkeys are successful, and bring her to the castle. How will she find Goodwin now?

The film is set in 1890s London. Sarah lived happily in India with her father, but when he was drafted into military service he placed Sarah in a boarding school in London. Sarah was lonely, but she made some good friends at school. Suddenly her father was announced dead in a mine accident and Sarah became an orphan. Now she goes on a long and dangerous journey to find her father, who loved her and called her a "little princess".