Note: Some of the details in this article differ slightly from the finished version of the movie.

An infant girl is born to a nameless mother in the cold dungeons of Nockmaar castle, a cabalistic birthmark on one birth-reddened arm. Sorsha (Joanne Whalley), teenage daughter of evil Queen Bavmorda, hurries to inform her mother that the long-feared child of legend has at last appeared.

Frightened, the mother pleads with her midwife to take the baby to safety. The midwife, Ethna, conceals the child in a basket of rags and scurries away just as Sorsha returns, her dour mother, Queen Bavmorda (Jean Marsh) trailing behind like a floating pillar of black silk.

Discovering that the child has vanished, Bavmorda orders the mother slain and commands Sorsha to find the baby, and return it to Nockmaar alive.

The sound of wardrums pounding in her ears, Ethna carries the baby away from the castle. Across the volcano wastes of the land of Nockmaar, through the winter snows and into the grassy fields of early spring, she journeys, starving and hunted.

As Willow believed, the baby girl has brought danger into their peaceful Nelwyn village in the form of a Death Dog. Knowing more will follow, the High Aldwin charges Willow and the other recruits with returning the baby across the great river to the Daikini crossroads.

Two months pass before the lean Death Dogs of Queen Bavmorda sniff out Etha's crude riverbank camp. Their howling alerts her to the danger. Hurriedly, she makes a tiny raft of weeds and sticks and sends the baby downriver. The baby's eyes, wise for one so young, are the sole witness to the horrible fate the Death Dogs visit upon the brave Ethna.

Silently, the raft floats downstream, bouncing off burbling rocks and scraping under low-hanging branches. At last, it catches in a weedbank, nearly upsetting, where two children, Ranon and Mims, spy it. The Nelwyn children run to their father, farmer Willow Ufgood (Warwick Davis), who is planting his crop.

Reluctantly, Willow comes to see what his children have found. At the sight of the child, he recoils in shock. Ranon and Mims beg to keep the baby.

"No," Willow says shortly. "It's not a Nelwyn, it's too big. It looks like a Daikini baby." Willow explains that the Daikinis are giants who live far away.

Willow is about to push the raft away when he hears the surly Burglekutt (Mark Northover),the village Prefect, calling his name. Burglekutt is very upset. As the seller of seeds, he wants to know where the moneyless Willow got his planting seeds. Willow jokes that he summoned them magically, but is forced to admit that his family gathered them in the woods.

Burglekutt is not mollified. "You still haven't paid your debts to me," he complains. "I will have this land, Ufgood, and you will end up working in the mines."

When Burglekutt finally leaves, Willow and his wife Kiaya (Julie Peters) discuss the foundling girl. Willow is afraid to bring it before the Village Council, for they might blame him for bringing misfortune upon the Nelwyn village. Besides, Willow has more important matters on his mind. Tomorrow at the Village Festival, the High Aldwin picks his apprentice, and Willow wants to be the chosen one.

At the Village Festival, Willow demonstrates his magic. His simple sleights of hand are applauded, but when he attempts his final feat--making a pig disappear by a wave of his brown cloak--the applause turns to hoots of derision when the pig leaps out of a secret pocket in Willow's cloak.

The High Aldwin instructs the expedition to give the baby to the first Daikini they see and hurry back. (This caption is inappropriate for this picture, but it's what the magazine said)

Then it is time for the High Aldwin (Billy Barty) to select his apprentice. He is a wise-looking bearded Nelwyn wearing a magician's robes and peaked cap. He holds up four fingers and asks, "The power to control the world is in which finger?"

One by one, the candidates select a finger and are disqualified. Then, it is Willow's turn. He has his choice of two remaining fingers. But his choice is wrong. There will be no apprentice this year.

But the High Aldwin take Willow aside and asks in an exasperated voice, "When I held up my fingers, what was your first impulse?"

"To choose my own finger," Willow says abashedly.

"You lack faith in yourself," the High Aldwin laments.

Before Willow can inform the High Aldwin of the baby he has found, a Death Dog descends upon the Nelwyn village. Vohnkar the warrior and his men spear it to death. But not before the many destroyed Nelwyn cribs make it obvious to all that the Death Dog sought an infant.

Willow informs the Council about the Daikini baby. The High Aldwin senses that there is something special about this little girl and charges Willow to take it back to Daikini land. With him will go Willow's friend Meegosh (David Steinberg), Vohnkar and a reluctant Burglekutt.

Throwing an apple into the air, the High Aldwin turns it into a bird and tells the quartet to follow the bird. But the bird flies back to the village.

The High Aldwin scratches his head and shrugs.

"Ignore the bird," he says. "Follow the river."

They set out for Daikini territory, Willow clutching magic acorns that the High Aldwin has given him.

In the Nockmaar castle, a furious Queen Bavmorda enlists the giant General Kael to help her daughter, Sorsha, find the missing baby. The princess does not appreciate the addition to her ranks.

Meanwhile, at Nockmaar Castle, Queen Bavmorda is angry. "I didn't ask you to bring me a dead nursemaid, Sorsha," she says with measured even tones.

"I'll find where she hid the baby," Sorsha protests as a huge, hulking figure appears in the shadows. General Kael (Patrick Roach) has come to report.

"My Queen," Kael says, "we have destroyed the castle at Galladoorn..."

"Good," Bavmorda smiles. "Now, I have another task for you. Help my daughter find this tiny baby that continues to elude her. I need that baby alive. I must perform the ritual that will exile the child's spirit into oblivion. Find her!"

"I don't need Kael's help, Mother!" says Sorsha.

"You'll do as I say, child," Bavmorda commands, dismissing them.

As Kael and Sorsha exit into the darkness, one of Bavmorda's druid attendants offers a prophecy. "One day," the druid says, "I fear your daughter will betray you."

"And on that day," vows Bavmorda, "I'll crush her."

After many days march, Willow and his band narrowly escape a squad of ebony-armored Nockmaar soldiers whom they overhear discussing their fruitless search of Willow's village. The soldiers have learned that Willow has the child and actively seek him now.

The first Daikini that the Nelwyns find is a caged warrior known as Madmartigan, who says he will gladly take the baby if they will free him.

Coming to a crossroad, they find a pigtailed Daikini warrior, filthy and ragged, imprisoned in a hanging cage. He whines for release, promising to care for the baby if set free. Burglekutt reminds Willow that the High Aldwin ordered them to turn the baby over to the first Daikini they found, but Willow doesn't trust this Daikini called Madmartigan (Val Kilmer), who claims that he is the "greatest swordsman who ever lived."

Annoyed, Burglekutt orders Vohnkar to escort him home. He leaves a defenseless Willow and Meegosh to fend for themselves.

Their ruminations over the baby are interrupted by the arrival of a large contingent of mounted Daikini warriors in full armor. They are the forces of Castle Galladoorn, so recently destroyed by Bavmorda's minions. The Galladoorn forces are led by Airk Thaughbaer (Gavan O'Herlihy), who refuses to accept responsibility for the child.

With Galladoorn destroyed, Airk Thaughbaer leads his men toward Nockmaar to confront the Queen and her evil minions.

"Find a woman to take care of it," Airk grumbles.

"They thought you were a woman, Airk!" Madmartigan taunts.

Airk's head snaps around at the sound of the familiar voice. "I knew you would end up in a crow's cage," he tells Madmartigan, and callously ignoring Madmartigan's pleas, leads his army away.

With no other choice, Willow surrenders the baby to Madmartigan, whom Meegosh frees from the hanging cage.

"Please take good care of her," Willow says in parting.

"I give you my word of honor," Madmartigan promises.

Hours later, an eagle swoops down on the Nelwyns. It is being ridden by a tiny brownie--and clutched in the eagle's talons is the Daikini infant.

Willow makes the mistake of giving the baby to Madmartigan, who allows the brownies to steal her. In the Fairy Queen's forest Willow discovers the child's importance.

Frantic, Willow runs after the eagle. Tiny arrows rain down upon him. He and Meegosh stumble into a concealed pit. When they wake up, they are lying on their backs, bound and surrounded by spear-carrying brownies with painted faces and angry haircuts. One steps forward.

"I am Franjean, King of the World!" he announces.

Willow recognizes him as the brownie who was riding the eagle. At the sound of a musical female voice, Franjean (Rick Overton) orders his brownies to tow Willow and Meegosh to the fairy forest.

At a woodsy spot where fairies dance like sparks from a camp fire, the baby waits, bathed in a luminous light. The light orders Franjean to release Willow. When Willow is free, he angrily scatters the brownies and turns his attention to the musical-voiced light.

The light softens to reveal Cherlindrea, the Fairy Queen. She is a radiant vision with shining eyes.

Cherlindrea tells Willow that the baby, whose name is Elora Danan, has chosen him to be her guardian. Willow protests that Elora is only an infant. But the wise way the baby watches Willow makes him doubt his own words.

The Fairy Queen levitates Elora Danan into Willow's reluctant arms and presents him with a wand, saying, "Take my wand to the sorceress, Fin Raziel. She will help you take Elora Danan to the kingdom of Tir Asleen. Elora Danan must survive. She must bring about the downfall of Queen Bavmorda, whose powers are growing like an evil plague."

And in a swirl of light, Cherlindrea vanishes.

Willow meets up again with a "dolled-up" Madmartigan just as Sorsha and her men begin to take an interest in the warrior.

Knowing that he must go on alone, Willow sends Meegosh home and proceeds in the company of Franjean and a lesser brownie named Rool (Kevin Pollak). "With us as your guides," Franjean tells Willow, "no harm will befall you."

And so the journey to find Fin Raziel begins. Along the way, Willow stops at a roadside tavern to get milk for the hungry baby. Franjean and Rool hide in the Nelwyn's pocket. After snitching some milk, Willow retreats to a corner to feed Elora, but the rotten wood gives way behind his back. Willow tumbles into another room. He is ignored by two women who are frantically dressing.

"Hurry! He's coming!" says the prettier wench.

"How do I look?" asks the other in Madmartigan's gruff voice.

"Not you," Willow moans.

A raging Daikini named Llug bursts in at that moment, looking about angrily. The first wench nervously introduces Llug as her husband, and tries to pass Madmartigan off as her cousin, Hilda. Dim-witted Llug sniffs Madmartigan suspiciously.

Exposed, the heroes make a dashing escape from the Nockmaar minions.

Madmartigan snatches Elora Danan and quickly exits--only to run into Sorsha, who is leading a group of Nockmaar warriors in search of Elora Danan. Sorsha demands to see the baby. When Madmartigan refuses, Sorsha sticks her sword into the ground and angrily whips off her helmet to reveal wild red hair. She tears off Madmartigan's kerchief, revealing him to be a man.

Sorsha is shocked. Madmartigan is momentarily captivated by her beauty. Then, Llug barges into the room. Madmartigan nimbly sidesteps him and Llug piles into Sorsha's warriors. Still clutching Elora Danan, Madmartigan jumps from a balcony into a wagon and whips the horses into action. Willow lands in the back just as the wagon surges ahead. The Nockmaar minions give chase.