We discover three dwellings in a large forest. In one, we see Cinderella cleaning; in the second, we see Jack trying to milk his pathetic-looking cow, Milky-White; and in the third, we see the Baker and the Baker's Wife, preparing tomorrow's bread.
The Narrator leads the company through "The Prologue," as we learn about a series of wishes that are more important than anything – even life itself – to these characters. Cinderella wants to go to the King's Festival; Jack wishes his cow could give milk; and the Baker (who believes his parents were killed in a baking accident) wishes that he and his Wife could have a child. As these characters express their wishes, we meet Cinderella's Stepmother and stepsisters, who laugh at the idea of her going to a ball; Jack's aging mother, who wishes for a lot of gold and a less foolish son; and Little Red Ridinghood, who comes to buy bread, sticky buns and pies from the Baker and his Wife before starting her journey into the woods to see her sick Grandmother.
We learn that Jack's cow (whom Jacks foolishly persists in refering to as "he") is no longer giving milk. Jack's Mother says that he must sell the cow so they can survive. He is crushed because he thinks the cow is his best friend, but sets off to the market to sell it. Leaving Cinderella in tears, her family rides off to the ball without her.
The Baker and his Wife learn that the Witch next door, a humpbacked crone with long gnarled fingers, has placed a curse on them to prevent their having a child. She explains that the Baker's father had stolen various vegetables from her garden many years ago to satisfy his wife's insatiable desire for greens. He also stole the Witch's magic beans. To punish him for the theft, she demanded – and had been given – the Baker's sister, a sibling the Baker never knew existed. She claims that she still has the Baker's sister hidden away, and that he can break the spell that makes him childless only by bringing her a cow as white as milk, a cape as red as blood, hair as yellow as corn and a slipper as pure as gold.
The Baker puts on his father's old jacket as he prepares to journey into the woods. He finds six beans in the pockets and wonders if they are the Witch's magic beans. He forbids his Wife to join him on this dangerous quest as he tries to memorize the list of things the Witch says he must deliver. As "The Prologue" ends, Cinderella decides to visit her mother's grave.
At this point, the show takes on a rapid pace.
Cinderella tells her mother her wish and is given a fancy dress and slippers to wear to the ball. While walking through the Woods to market, Jack encounters a Mysterious Man, who tells Jack that his cow is only worth a sack of beans. Little Red Ridinghood meets a Wolf, who targets her and her grandmother as his next meal ("Hello, Little Girl"). The Baker appears and is concerned that harm will come to Little Red Ridinghood. The Witch warns him not to worry about the child's welfare; his task is simply to steal her cape. We hear the sound of a woman singing in the distance; it is the voice of the Baker's lost sister, Rapunzel.
As the Baker struggles to remember the four objects on his list, his Wife appears, with another offer to help him. They argue about her presence as they encounter Jack and his cow, a beast like the one the Witch has demanded. The Baker's Wife persuades Jack to sell the cow for five of their beans (which leaves them with one remaining bean). After Jack sings a sad farewell to the cow ("I Guess This Is Goodbye"), the Baker is upset that they used deceit to acquire the animal. The Baker's Wife insists that they did Jack a favor. ("Maybe They're Magic"). She says: you have to go after what you want and not hesitate. The Baker sends his wife home with the cow and continues on his way as Rapunzel sings again.
The Witch visits Rapunzel at the tower where she is kept prisoner. A handsome prince sees the Witch climb Rapunzel's hair and decides to try it himself the following day.
The Baker makes an unsuccessful try at stealing Little Red Ridinghood's cape – thievery does not come naturally to him. Little Red Ridinghood enters her Grandmother's house, finding the Wolf in bed, pretending to be the old woman (whom he has eaten). After the Wolf eats Little Red Ridinghood, he takes a nap. The Baker sees a corner of the red cloak hanging out of the Wolf's mouth and, hoping to get the whole thing, cuts his stomach open, releasing Little Red Ridinghood and her Grandmother. After the ordeal, Little Red Ridinghood realizes that "I Know Things Now." Grateful to the Baker for saving her life, Little Red Ridinghood gives him her cloak.
Jack's Mother is furious with him for selling their cow for five seemingly worthless beans and she throws them away. The Baker's Wife, leading Milky-White through the forest, encounters Cinderella, who is running from the Prince (the brother, coincidentally, of the prince who is smitten with Rapunzel) and his Steward. When Cinderella reveals that she isn't sure she wants the Prince, the Baker's Wife thinks she is being very foolish ("A Very Nice Prince.") The Baker's Wife tries to take one of Cinderella's gold shoes, but is forced to chase after the runaway cow instead.
The next morning the characters realize one midnight has gone and they have not realized their wishes. Jack discovers a beanstalk has grown up overnight.
As the Baker sleeps beneath a tree, Jack appears with an oversized money sack. He sings about "Giants in the Sky" and relates his adventure. He describes the sensation of being high in the sky and meeting a lady giant, who drew him close. The appearance of her husband, an even bigger giant who intended to harm him, sent him scrambling back to earth with one of the giant's sacks of gold. Jack's Mother, delighted by his acquistion, has let him keep five gold pieces, which he wants to use to buy back Milky-White. He finds the Baker and demands his cow. The Baker cannot sell the cow because the Witch wants it. Jack, thinking the Baker is holding out for more money, goes off in search of additional funds, leaving the gold with the Baker. The Baker's Wife appears, confessing that she has lost the cow.
Rapunzel's Prince and Cinderella's Prince exchange tales of woe ("Agony"), each insisting his romantic problem is more serious than his brother's.
The Baker's Wife, who is searching for the hair as yellow as corn, encounters Jack's Mother, who is looking for Jack. The Mysterious Man returns the cow to the Baker. The Witch warns the Mysterious Man to stay out of her business. The Baker's Wife, recognizing Rapunzel's hair as the perfect shade to satisfy the Witch's hair demand, grabs one of the girl's substantial tresses, rips it out, and runs into Cinderella, who is on her way home from another night at the Festival. The Baker's Wife tries, without success, to take Cinderella's shoe. The Baker and his Wife run into each other, and he finally agrees that it will take both of them to accomplish their goal ("It Takes Two").
Jack appears with the hen that lays golden eggs. The Baker's Wife realizes that the Baker has considered selling the cow for money. The cow drops dead, and all seems lost for the Baker and his Wife. Two midnights are gone.
The Baker goes in search of another cow. The Baker's Wife goes off to retry grabbing a golden slipper. The Witch warns Rapunzel to obey her ("Stay with Me") and to remain shielded from the world. Rapunzel says that she is no longer a child and wants to see the world. Enfuriated, the Witch cuts off most of Rapunzel's hair and exiles her. The Narrator reveals, while pursuing Rapunzel, that Rapunzel's Prince has fallen into a patch of thorns and blinded himself.
Little Red Ridinghood has turned bloodthirsty, replacing her red cloak with one made from the skins of the Wolf. Jack, questing after more money for his mother, has returned to the giant's domain to steal more gold.
Leaving her third visit to the royal ball with only one slipper, Cinderella reflects on her indecision about leaving her miserable home for the unknown aspects of life with the Prince ("On the Steps of the Palace"). She decides not to decide. She has left a shoe for the Prince to find; it will be his decision.
The Baker's Wife gives Cinderella her own shoes in exchange for the remaining gold slipper. She then has a struggle with the Prince's Steward, who also wants the second gold slipper. The Mysterious Man becomes involved in the struggle. The Prince decides that they only need one shoe. There is a horrible thud. Jack's Mother screams that a dead giant has fallen from the sky, but no one seems to care. The third midnight is near.
The Baker and his Wife report to the Witch with their four objects, but she rejects the new cow, which they have covered with flour to look like the dead Milky-White. The Witch demands that they bring the dead Milky-White to her, and she will bring it back to life. Jack appears with a golden harp. The Witch restores Milky-White to life and commands the Baker to feed the cow the other objects. A clock chime begins to strike. The Witch insists that the cow be milked to fill a silver goblet. Jack tries, but no milk flows. When the Baker's Wife says that she pulled the hair as yellow as corn from a maiden in the tower, the Witch explains that she, the Witch, cannot have touched any of the objects needed to break the spell. The Mysterious Man tells them to feed the cow an ear of corn. The Witch reveals that the Mysterious Man is the Baker's father. The cow eats the corn, the milk flows into the goblet and the Witch drinks it. She is transformed into a beautiful woman, and the Baker's father dies as the third midnight strikes.
The Narrator explains that the Witch had been cursed with ugliness after her beans were stolen, but is now beautiful once again. Milky-White is reunited with Jack. The Prince searches for Cinderella with the golden slipper. Lucinda and Florinda try to fit into the slipper by cutting off parts of their feet, but their tricks are discovered, and the Prince finally finds Cinderella.
The Narrator states that Rapunzel, has had twins and been reunited with her blind husband, and that Rapunzel's tears restored his vision. The Witch attempts a reconciliation with her adopted daughter, but Rapunzel refuses. When the Witch tries to enchant Rapunzel and her prince, she realizes that, in exchange for her own youth and beauty, she has lost her magical power over others.
At Cinderella's wedding, her stepsisters are blinded. The Baker's Wife appears, very pregnant.
The Narrator observes that everything that once seemed wrong is now right. The kingdoms are filled with joy, and those who deserve happiness are certain to live long and satisfying lives. Only tenderness and laughter are foreseen forever after. As everyone congratulates themselves on their unswerving determination to get their wishes, a giant beanstalk emerges from the ground and stretches to heaven. No one notices it.
As in the opening of Act I, we discover three structures. The first is the castle where Cinderella lives with the Prince; the second is Jack's house, which is filled with all the conveniences that gold will buy; the third is the home of the Baker and his Wife, which is cluttered with nursery items.
While the characters seem content ("Prologue – So Happy"), minor disturbances are quietly disrupting the joyous scene. The Baker's Wife wants a bigger cottage and she is squabbling with her husband over the baby's care. Suddenly, a huge crash is heard and their home caves in.
The Baker goes off to tell the Royal Family. The Witch, who has lost her garden in the incident, insists that they will not be of any help. When the Baker stops at Jack's house, he is refused help by Jack's Mother, who is still angry because no one cared when she had a giant in her backyard. The Baker is granted an audience with Cinderella, who seems unable to offer any concrete assistance. Despite his mother's warnings, Jack goes out to investigate.
Little Red Ridinghood stops at the Baker's. She is on her way to move in with her Grandmother because her own home was destroyed and her mother has disappeared. The Baker and his Wife offer to escort her through the woods. The birds come to lead Cinderella through the woods, warning of trouble at her mother's grave. The characters re-enter the woods "To flee the winds – To find a future – To shield – To slay – To flee – To find – To fix – To hide – To move – To battle – To see what the trouble is."
The royal brothers, Rapunzel's Prince and Cinderella's Prince, meet and, again, compare their problems. Rapunzel's Prince complains that his wife finds it impossible to be happy because of her pain-filled upbringing. He has fallen for Snow White. Cinderella's Prince lusts after Sleeping Beauty ("Agony – Reprise").
The Baker, his Wife and child and Little Red Ridinghood are lost in the now-chaotic woods. They see the Royal Family staggering down a path and learn that the castle has been set upon by a giant. When the Baker reminds the Steward that he tried to warn them, the Steward replies, "I don't make policy. I just carry it out."
Suddenly, the Giant appears, and the group realizes that it is the wife of the giant that Jack killed. She has come to exact revenge and demands that Jack be handed over to her. Since she is nearsighted, the group thinks that they can substitute someone else. Everyone in the group has an idea of whom should be sacrificed. First, they sacrifice the Narrator. When the Giant realizes that he isn't the boy she's after, she destroys him and again demands Jack. Jack's Mother engages the Giant in a furious verbal battle; the Steward bashes Jack's Mother over the head to stop her from endangering everyone else, and Jack's mother is fatally wounded. The Steward reveals that Jack is hiding in Rapunzel's tower. Then, an hysterical Rapunzel runs toward the Giant and is crushed. The witch mourns that this is the world she was trying to save Rapunzel from confronting ("Lament").
The group disagrees about turning Jack over to the Giant. The Royal Family, without concern for anyone else, runs to another kingdom. The Baker and his Wife leave their child with Little Red Ridinghood and go off to save Jack from the Witch, who is on her way to turn him over to the Giant.
The Baker's Wife encounters Cinderella's Prince in the woods, and they have a romantic encounter in a glade. The Prince is ready to forget his commitment to Cinderella, but The Baker's Wife is ambivalent ("Any Moment"). The Baker meets Cinderella next to her mother's ruined grave and invites her to join his group. The Baker's Wife realizes that she has to let the moment go, but says that she will never forget her time with the Prince ("Moments in the Woods"). She knows it is time for her to leave the woods, but she becomes lost. The giant appears, and she is crushed.
Jack is discovered by the others. He reports that the Baker's Wife is dead. Everyone blames him, but he blames the Baker for giving him the beans, which set the scenario in motion ("Your Fault"). As the song evolves, everyone blames everyone else. The Witch stops their accusations, declaring that it's the "Last Midnight." She says that everyone is looking for someone to blame when they should look inward instead. She says, "You can tend the garden, separate and alone." She disappears as they begin to see the connections between their earlier individual actions and the current problem.
The Baker starts to leave the Woods, believing that his child is better off with Cinderella than with him. Suddenly, his father, the Mysterious Man, reappears. The Baker says, "I thought you were dead." The Mysterious Man answers, "Not completely. Are we ever?" The Baker cries out that the whole situation was caused by the father's invasion of the Witch's garden years before. The Mysterious Man accuses the Baker of running from his own guilt ("No More"). As his father leaves, the Baker realizes that he is just like him. He decides to stay and fight alongside the others.
As the Baker, Jack, Little Red Ridinghood and Cinderella plan their attack, a flock of birds whispers to Cinderella that her prince has been unfaithful. She says that she doesn't care and enlists their help to kill the Giant. As each prepares to execute the plan, the Prince reappears. Cinderella dismisses him by saying, "My father's house was a nightmare. Your house was a dream. Now I want something in between."
Cinderella and the Baker try to reassure Little Red Ridinghood and Jack, who are now orphans trying to make sense of right and wrong ("No One Is Alone").
The Giant is killed, and the dead in the community appear as ghosts, joining in a pronouncement of the moral lessons learned from the experience in the woods. The Baker and Cinderella become the responsible adults in a reconstituted family, made up of the Baker's child, Little Red Ridinghood and Jack. The ghost of the Baker's Wife encourages him to believe in his power to raise their child without her. The Witch reappears to warn the Baker to be careful of the tales that he tells his child ("Children Will Listen").
The final reprise of "Into the Woods" reminds us that there will be times when each of us must journey into the woods, but that we must mind the future and the past.
YOU JUST CAN'T ACT
YOU HAVE TO LISTEN
YOU CAN'T JUST ACT
YOU HAVE TO THINK.
The show ends as Cinderella says "I wish...."