Willow movie
Film information
Directed by: Ron Howard
Produced by: George Lucas
Joe Johnston
Nigel Wooll
Music by: James Horner
Cinematography: Adrian Biddle
Studio: Lucasfilm
Imagine Entertainment
Distributed by: Metro-Goldwyn-Mayer
Release Date(s): May 20, 1988
Running time: 126 minutes
Language: English
Budget: $35 million[1]
Gross Revenue: $57,269,863 (USA)

Willow is a 1988 American fantasy film directed by Ron Howard, produced and with a story by George Lucas, and starring Warwick Davis, Val Kilmer, Joanne Whalley, Jean Marsh, and Billy Barty. Davis plays the eponymous lead character and hero: a reluctant farmer who plays a critical role in protecting a special baby from a tyrannical queen in a sword and sorcery setting.

Lucas conceived the idea for Willow in 1972, approaching Howard to direct during the post-production phase of Cocoon in 1985. Lucas believed he and Howard shared a relationship similar to the one Lucas enjoyed with Steven Spielberg. Bob Dolman was brought in to write the screenplay, coming up with seven drafts before finishing in late 1986. Willow was then set up at Metro-Goldwyn-Mayer and principal photography began in April 1987, finishing the following October.

The majority of filming took place at Elstree Studios in Hertfordshire, England, as well as Wales and New Zealand. Industrial Light & Magic created the visual effects sequences, which led to a revolutionary breakthrough with digital morphing technology. Willow was released in May 1988 to mixed reviews from critics, but was a modest financial success and received two Academy Award nominations.


Fearful of a prophecy stating that a girl child will be born to bring about her downfall, the evil Queen Bavmorda (Jean Marsh) imprisons all pregnant women within her realm, the formidable stronghold of Nockmaar. The child, Elora Danan, is born in the Nockmaar dungeons and identified as the prophesied child by a birthmark on her arm.

Before the black sorceress arrives to claim the child, Elora's mother convinces her reluctant midwife to escape with the baby. Bavmorda sends her daughter Sorsha (Joanne Whalley) and General Kael (Pat Roach), the leader of her army, after the midwife to retrieve Elora. After a long pursuit, Nockmaar hounds finally catch up with the midwife. Knowing she can't escape, she puts the baby on a makeshift raft and sends it downstream, trusting fate to run its course, just before she is caught and torn apart by the hounds. The child washes up on shore near a village inhabited by a race of dwarf-like people called Nelwyns (derisively called "pecks" by humans) and is found by the children of Willow Ufgood (Warwick Davis), a farmer and amateur conjurer with actual latent magical abilities. Willow is at first reluctant to take in the baby, but eventually comes to care for her.

The next day, Willow and his children attend a celebration in their village and Willow takes part in a 'test of magic' to become the apprentice to the village's wizard (Billy Barty). During the celebration, a Nockmaar hound that was tracking the baby attacks the village. Once the cause of the attack is found, Willow is chosen by the town council to return the child to the world of the "large people," or Daikini (humans). The first Daikini that Willow comes upon is a boastful warrior named Madmartigan (Val Kilmer), being held captive in a "crow's cage" by the side of the road for theft. Seeing a way to escape his cage, Madmartigan offers to take care of the baby. During their interaction, they meet the retreating army of the kingdom of Galladoorn, which was recently destroyed by Bavmorda, under the leadership of Madmartigan's old friend Airk Thaughbaer, an officer in the army. Willow entrusts the baby to Madmartigan, but on his way home, Willow is attacked by a clan of brownies, who stole the baby from Madmartigan. Willow is taken to the fairy queen of the forest, Cherlindrea (Maria Holvöe), who tells him that the baby, Elora Danan, has chosen Willow to be her guardian. She gives Willow her magic wand and commissions him to find the sorceress Fin Raziel, with two of her brownies, Franjean and Rool, acting as his guides. Along the way, they bump into Madmartigan again, who helps them escape from Sorsha.

Willow and the rest of the group finally meet Fin Raziel (Patricia Hayes), only to find that the sorceress has been turned into a possum by Bavmorda. Soon afterwards Sorsha captures Willow and the others, and they start the long trek to Nockmaar castle. In a mountain camp, Willow attempts to use magic to turn Fin Raziel back into her human form, but transforms her into a Rook instead. Franjean and Rool cause further mayhem when they accidentally expose Madmartigan to a fairy love dust they are carrying, which makes him become infatuated with Sorsha, but eventually they manage to escape.

The group arrives at the castle of Tir Asleen, which has been put under Bavmorda's spell; all its inhabitants are frozen in ice. Madmartigan, refusing to give up hope, prepares for Sorsha's attack while Willow once again fails to transform Raziel into human form, this time turning her into a goat. Sorsha, Kael, and their army arrive and give battle. Willow encounters a few trolls, and after a botched magic spell, transforms one into a giant two-headed monster (the "Eborsisk"). Luckily, the remnants of the Army of Galladoorn arrive just in time to help their friends. Amidst the melee, Sorsha finally realizes her love for Madmartigan. Kael, however, seizes Elora and takes her to Nockmaar.

The heroes set up camp at Nockmaar, preparing to storm the castle in a final attempt to rescue Elora. Bavmorda turns most of the soldiers (including Sorsha) into pigs, but Raziel teaches Willow how to protect himself from the spell. Willow finally returns Raziel to human form, and the sorceress is able to transform the soldiers back to people. Since Nockmaar's walls seem impenetrable, all despair until Willow proposes a trick to get them inside. In the morning, Raziel and Willow alone provoke the Nockmaar army into attacking them. As the Nockmaar army abandons the security of the castle, Airk's army comes out of hiding from under tents and pits, ambushing them and gaining access to the castle.

While Madmartigan, Airk, and his soldiers battle Kael and the Nockmaar army in the courtyard, Willow, Raziel and Sorsha ascend the castle's main tower trying to locate Elora. They find Bavmorda in the process of initiating an evil ritual that will banish Elora's body and soul to a nether-realm. Below, Kael kills Airk, then engages Madmartigan in a lengthy battle, which ends with Madmartigan killing the General. After a lengthy magical battle between Raziel and Bavmorda, Willow, using his sleight-of-hand trick, saves Elora and causes Bavmorda to get caught in her own ritual, banishing her own body and soul. Willow leaves the baby in the care of Madmartigan and Sorsha at the castle of Tir Asleen and returns home to his beloved family with a special gift: a spellbook from Raziel, which helps him develop his own magical abilities.


  • Warwick Davis as Willow Ufgood: A reluctant Nelwyn dwarf and aspiring sorcerer who plays a critical role in protecting infant Elora Danan from the evil queen Bavmorda.
  • Val Kilmer as Madmartigan: A boasting mercenary swordsman who helps Willow on his quest. In the film (further explained in the film's novelization) it is partly revealed that he is a disgraced knight from the kingdom of Galladoorn.
  • Kate and Ruth Greenfield and Kristen Lang as Elora Danan: An infant princess that prophecy says will bring about Queen Bavmorda's downfall.
  • Joanne Whalley as Sorsha: Warrior daughter of Bavmorda. In the film's novelization, her father is revealed as the king of Tir Asleen, which becomes a further factor for Sorsha to turn against her mother.
  • Jean Marsh as Queen Bavmorda: Villainous ruler of Nockmaar and mother of Sorsha.
  • Patricia Hayes as Fin Raziel: Aging sorceress who is turned into a possum[2][3] due to a curse by Bavmorda.
  • Billy Barty as The High Aldwin: Nelwyn wizard who commissions Willow to go on his journey.
  • Pat Roach as General Kael: Villainous associate to Queen Bavmorda and high commander of her army.
  • Gavan O'Herlihy as Airk Thaughbaer: Military commander of the (destroyed) kingdom of Galladoorn who shares a mixed friendship with Madmartigan.
  • Maria Holvöe as Cherlindrea: Fairy queen who resides in the forest and updates Willow on the importance of his quest.
  • Kevin Pollak and Rick Overton as Rool and Franjean: Brownie duo who also serve as comic reliefs in Willow's journey.
  • David J. Steinberg as Meegosh: Willow's closest friend who accompanies Willow partway on his journey.
  • Mark Northover as Burglekutt: Leader of the Nelwyn village council who maintains a running enmity with Willow.
  • Phil Fondacaro as Vohnkar: Nelwyn warrior who also accompanies Willow on his journey.
  • Julie Peters as Kaiya Ufgood: Wife of Willow. Kaiya is a loving mother and enthusiastic in caring for Elora.
  • Tony Cox as a Nelwyn warrior.



George Lucas conceived the idea for Willow (originally titled Munchkins) in 1972. Lucas' desire for Willow was similar to Star Wars, and created "a number of well-known mythological situations for a young audience".[4][5] During the production of Star Wars Episode VI: Return of the Jedi in 1982, Lucas approached Warwick Davis, who was portraying Wicket the Ewok, about playing Willow Ufgood. Five years passed before he was actually cast in the role. Lucas "thought it would be great to use a little person in a lead role. A lot of my movies are about a little guy against the system, and this was just a more literal interpretation of that idea."[4]

Lucas explained that he had to wait until the mid-1980s to make Willow because visual effects technology was finally advanced enough to execute his vision.[5] Meanwhile, actor-turned-director Ron Howard was looking to do a fantasy film. Howard was at Industrial Light & Magic during the post-production phase of Cocoon, when he was first approached by Lucas to direct Willow. Howard had previously starred in Lucas' American Graffiti,[6] and Lucas felt that he and Howard shared a symbiotic relationship similar to the one Lucas enjoyed with Steven Spielberg. Howard nominated Bob Dolman to write the screenplay based on Lucas' story. Dolman had worked with Howard on a 1983 television pilot called Little Shots that had not resulted in a series, and Lucas admired Dolman's work on the sitcom WKRP in Cincinnati.[7]

Dolman joined Howard and Lucas at Skywalker Ranch for a series of lengthy story conferences, and wrote seven drafts of his script between the spring and fall of 1986.[7] Pre-production began in late 1986. Various major film studios turned down the chance to distribute and co-finance Willow with Lucasfilm because they believed the fantasy genre was unsuccessful. This was largely due to films such as Krull, Legend, Dragonslayer and Labyrinth.[8] Lucas took Willow to Metro-Goldwyn-Mayer (MGM), which was headed by Alan Ladd, Jr. Ladd and Lucas shared a relationship as far back as the mid-1970s, when Ladd, running 20th Century Fox, greenlighted Lucas' idea for Star Wars.[9] However, in 1986, MGM was facing financial troubles, and major investment in a fantasy film was perceived as a risk. Ladd advanced half the $35 million budget for Willow in return for theatrical and television rights, leaving Lucasfilm with home video and pay television rights to offer in exchange for the other half.[9]

Lucas based the character of General Kael (Pat Roach) on the famous film critic Pauline Kael, a fact that was not lost on Kael in her printed interview of the film. She referred to General Kael as an "homage a moi". [10] On a similar route, the two-headed dragon was named "Eborsisk" after film critics Roger Ebert and Gene Siskel.[1]


Principal photography began on April 2, 1987 and ended that following October. Interior footage took place at Elstree Studios in Hertfordshire, England, while location shooting took place in Wales and New Zealand.[9] Lucas initially visualized shooting Willow similar to Return of the Jedi, with studio scenes at Elstree and locations in Northern California, but the idea eventually faded. However, some exteriors were done around Skywalker Ranch and on location at Burney Falls, near Mount Shasta.[11] The Chinese government refused Lucas the chance for a brief location shoot. He then sent a group of photographers to South China to photograph specific scenery, which was then used for background blue screen footage. Tongariro National Park in New Zealand was chosen to house Bavmorda's castle.[11]

Visual effectsEdit

A little man in a hooded cloak with his back to the camera holds a lightening wand toward a two-legged animal that appears to be part goat and part ostrich.

Willow attempts to restore Fin Raziel into human form.

Lucas' Industrial Light & Magic (ILM) created the visual effects sequences. The script called for Willow to restore Fin Raziel (Patricia Hayes) from a goat to her original human form. Willow recites what he thinks is the appropriate spell, but turns the goat into an ostrich, a peacock, a tortoise, and finally a tiger, before returning Raziel to her human body. ILM supervisor Dennis Muren considered using stop motion animation for the scene.[12] He also explained that another traditional and practical way in the late-1980s to execute this sequence would have been through the use of an optical dissolve with cutaways at various stages.[9]

Muren found both stop motion and optical effects to be too technically challenging and decided that the transformation scene would be a perfect opportunity for ILM to create advances with digital morphing technology. Muren proposed filming each animal, and the actress doubling for Patricia Hayes, and then feeding the images into a computer program developed by Doug Smythe (Terminator 2: Judgment Day, Iron Man).[9] The program would then create a smooth transition from one stage to another before outputting the result back onto film. Smythe began development of the necessary software in September 1987. By March 1988, the impressive result Muren and fellow designer David Allen (Young Sherlock Holmes, Ghostbusters II) achieved what would represent a breakthrough for computer-generated imagery (CGI).[9]


Released 1988
Genre(s) Film music
Label Virgin

The film score was written by James Horner and performed by the London Symphony Orchestra.[13]

'Willow's Theme' is conspicuously similar to the opening of the first movement ("Lebhaft") of Robert Schumanns Symphony No 3.

Track listing[13]
  1. "Elora Danan" – 9:45
  2. "Escape from the Tavern" – 5:04
  3. "Willow's Journey Begins" – 5:26
  4. "Canyon of Mazes" – 7:52
  5. "Tir Asleen" – 10:47
  6. "Willow's Theme" – 3:54
  7. "Bavmorda's Spell is Cast" – 18:11
  8. "Willow the Sorcerer" – 11:55


Commercial analysisEdit

Willow was shown and promoted at the 1988 Cannes Film Festival.[14][15] The film was released on May 20, 1988 in 1,209 theaters, earning $8,300,169 in its opening weekend opening at #1. Despite making over $57 million at the North American box office,[16] Willow was not the blockbuster hit insiders had anticipated.[17] Lucas had hoped Willow would earn as much money as E.T. the Extra-Terrestrial,[15] but the film faced early competition with Crocodile Dundee II, Big and Rambo III.[18] However, the film was not a financial flop; with strong foreign, home video, and television sales, Willow did make a profit.[19]

Critical analysisEdit

Willow was released to mixed reviews from critics.[15] Based on 26 reviews collected by Rotten Tomatoes, 46% of the critics enjoyed Willow with an average score of 5.4/10.[20]

Janet Maslin from The New York Times praised Lucas' storytelling, but was critical of Ron Howard's direction. "Howard appears to have had his hands full in simply harnessing the special effects," Maslin said.[21]

Desson Thomson, writing in The Washington Post, explained "Rob Reiner's similar fairytale adventure The Princess Bride (which Willow cinematographer Adrian Biddle also shot) managed to evoke volumes more without razzle-dazzle. It's a sad thing to be faulting Lucas, maker of the Star Wars trilogy and Raiders of the Lost Ark, for forgetting the tricks of entertainment."[22] Mike Clark in USA Today wrote that "the rainstorm wrap-up, in which Good edges Evil is like Led Zeppelin Meets The Wild Bunch. Willow is probably too much for young children and possibly too much of the same for cynics. But any 6–13-year-old who sees this may be bitten by the "movie bug" for life."[9]


At the Academy Awards, the film was nominated for Sound Editing and Visual Effects, but lost both to Who Framed Roger Rabbit, which was similarly done by Industrial Light & Magic.[23] The film won Best Costume Design at the Saturn Awards, where it was also nominated for Warwick Davis for Best Performance by a Younger Actor (lost to Fred Savage for Vice Versa) and Jean Marsh for Best Supporting Actress (lost to Sylvia Sidney for Beetlejuice). Willow also lost Best Fantasy Film[24] and the Hugo Award for Best Dramatic Presentation to Roger Rabbit.[25] Willow was also nominated for two Golden Raspberry Awards including Worst Screenplay, which lost to Cocktail and Worst Supporting Actor for Billy Barty, who lost to Dan Aykroyd for Caddyshack II.[26]


The film was released on DVD as a "special edition" in November 2001 by 20th Century Fox Home Entertainment. The release included an audio commentary by Warwick Davis and two "making of" featurettes. In the commentary, Davis confirms that there were a number of "lost scenes" previously rumored to have been deleted from the film including a battle in the valley, Willow battling a boy who transforms into a shark in a lake while retrieving Fin Raziel, and an extended sorceress duel at the climax.[27] (Though removed from the theatrical version, the battle with the lake monster was retained for both Marvel Comics' adaptation and Wayland Drew's novelization of the film.)[28] Willow made its Blu-ray debut on March 12, 2013, with an all-new transfer supervised by George Lucas.[29]

Video gamesEdit

Main article: Willow (video game)

Three video games based on the film were released. Mindscape published an action game in 1988 for Amiga, Atari ST, Commodore 64 and DOS.[30] Capcom published two different games in 1989, a platform game for the arcades and a role-playing game for the Nintendo Entertainment System.[31][32]


Lucas outlined the Chronicles of the Shadow War trilogy to follow the film and hired comic book writer/novelist Chris Claremont to adapt them into a series of books. They take place about fifteen years after the original film and feature the now teenage Elora Danan as the central character.

  1. Shadow Moon (1995) ISBN 0-553-57285-7
  2. Shadow Dawn (1996) ISBN 0-553-57289-X
  3. Shadow Star (2000) ISBN 0-553-57288-1


Since the film's release in 1988, Lucas and Davis commented in April 2005 that a television series acting as a sequel was under consideration.[33] In June 2008, Davis reiterated his hopes to return for a theatrically-released second installment of Willow.[34] In March 2013, Davis discussed a possible sequel and although he assumes he was joking, Lucas informed him that they would have to recast his role because he was too old however Davis felt he still looked pretty much the same as he did twenty five years earlier. Davis said that he would like to know if Willow is going to become better as a sorcerer, is he the apprentice? Has Madmartigan calmed down a bit or is he still this crazy character? Has Elora Dannen become the queen who would rule over the land? Davis felt that the franchise could even continue as a television series.[35]

Cultural referencesEdit

The film (and its reputed commercial failure) is widely referenced in the 2011 BBC Two TV comedy, Life's Too Short, which also stars Warwick Davis.

In Eastbound and Down Season 3 Episode 2 the belligerent Kenny Powers sets his infant son afloat on a creek and directly compares him to "The baby in Willow"

In a third season episode of An Idiot Abroad that co-starred Warwick Davis, a seemingly irritated Karl Pilkington states in an on-camera interview that people on the street recognized Davis and would reference his movies, saying "Somebody shouted 'Willow!' at him... I don't know what he played in that!"


  1. 1.0 1.1 Gray, Beverly. Ron Howard: from Mayberry to the moon-and beyond, page 134. Rutledge Hill Press, Nashville, Tennessee (2003). ISBN 1-55853-970-0.
  2. Shannon, Jody Duncan (August 1988). "Willow". Cinefex, p. 178
  3. Vinge, Joan D.; & Lucas, George (1988). Willow: The Novel Based on the Motion Picture. London: Piper. ISBN 0-330-30631-6
  4. 4.0 4.1 Hearn, Marcus (2005). The Cinema of George Lucas. New York City: Harry N. Abrams, Inc., 153. ISBN 0-8109-4968-7. 
  5. 5.0 5.1 Script error
  6. Ron Howard (2005). "Forward", The Cinema of George Lucas. New York City: Harry N. Abrams, Inc.. ISBN 0-8109-4968-7. 
  7. 7.0 7.1 Hearn, p.154-155
  8. Script error
  9. 9.0 9.1 9.2 9.3 9.4 9.5 9.6 Hearn, p.156-157
  10. Script error
  11. 11.0 11.1 John Baxter (October 1999). Mythmaker: The Life and Work of George Lucas. New York City: Avon, 365–366. ISBN 0-380-97833-4. 
  12. Baxter, p.367
  13. 13.0 13.1 Hobart, Tavia. [[[:Template:Allmusic]] Willow [Original Score]]. Allmusic. Retrieved on January 20, 2009.
  14. Festival de Cannes: Willow. Retrieved on July 31, 2009.
  15. 15.0 15.1 15.2 Baxter, p.372
  16. Willow. Box Office Mojo. Retrieved on December 23, 2008.
  17. Wasko, Janet. Hollywood in the information age: beyond the silver screen, page 198. Polity Press/Blackwell Publishers, UK (1994). ISBN 0-292-79093-7.
  18. Script error
  19. Maltby, Richard. Hollywood cinema: second edition, page 198. Blackwell Publishing, UK (1994). ISBN 0-631-21614-6.
  20. Willow. Rotten Tomatoes. Retrieved on December 23, 2008.
  21. Script error
  22. Script error
  23. Willow. Academy of Motion Picture Arts and Sciences. Retrieved on December 23, 2008.
  24. Past Saturn Awards. Academy of Science Fiction, Fantasy & Horror Films. Retrieved on December 23, 2008.
  25. 1989 Hugo Awards. Internet Movie Database. Retrieved on December 23, 2008.
  26. Ninth Annual RAZZIE Awards (for 1988). Golden Raspberry Award Foundation. Retrieved on December 23, 2008.
  27. Willow (Special Edition) (1988). Retrieved on December 23, 2008.
  28. Drew, Wayland (1988). Willow: A Novel. Del Ray Books. ISBN 978-0-345-35195-1. 
  29. Webb, Charles. Forget 'The Hobbit' - 'Willow' Is Coming To DVD And Blu-ray. Retrieved on January 30, 2013.
  30. Willow for Amiga (1989). MobyGames. Retrieved on October 30, 2012.
  31. Willow - Videogame by Capcom. Killer List of Videogames. Retrieved on October 30, 2012.
  32. Willow for NES (1989). MobyGames. Retrieved on October 30, 2012.
  33. Script error
  34. Script error

Further readingEdit

External linksEdit

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