A boy named Tip is being raised by an old witch named Mombi who mistreats him. One day Tip decides to build a Pumpkin headed man named Jack Pumpkinhead made of wood to scare Mombi. She uses a magic powder on Jack and brings him to life. Mombi tells Tip that she is going to turn him into a marble statue and Tip decided to run away. He leaves with Jack taking Mombis magic powder with him. They come upon a saw-horse and Tip uses the powder to bring the horse to life so that Jack may ride him. Jack and the saw-horse run ahead and arrive at the kingdom of Oz before Tip does and are introduced to the Scarecrow who now is the emperor of Oz. Meanwhile, Tip runs into General Jinjur who is organizing a war against the emperor of Oz so that she can become the new leader of Oz and change the role of women. Jinjurs army conquers the city and Jinjur is crowned. Tip meets up with the Scarecrow, Saw-horse, and Jack after the city is conquered and the Scarecrow suggests that they ask the Tin Woodman who rules the Winkies for help. Mombi offers to assist Jinjur in defeating the Tin Woodman and the Scarecrow if Tip is handed over to her and Jinjur agrees. The Scarecrow, Jack, Tip, The Tin Woodman, and The Saw-horse are on the way back to the Emerald City when the run into the Woggle-Bug who joins them.