In the film from director Sam Raimi, a young man played by James Franco is caught in a tornado that takes him from Kansas to Oz.
That's where we get the back-story of how a circus magician named Oscar Diggs came to be known as the Wizard of Oz.
"I know that there would be great expectations for a movie about Oz because I would have them," said Franco. "It's a movie for families, obviously, just like the first one. And then because my character is comedic, I think that does play a little bit older."
Michelle Williams plays Glinda.
"I just responded to the person that I met on the page. I just responded to the words and the way that she was written and then when I met Sam, I knew I really wanted to collaborate with him," said Williams.
Rachel Weisz is a wicked witch.
"I hope you're going to love to hate me. That would be my hope. I play a very, very, very bad girl," said Weisz.
"Oz the Great and Powerful" opens March 8. It's rated PG.