Cap'n Bill, a sailor with a wooden peg-leg, and his friend, a little girl named Trot, set out in California on a calm day for a short trip in their rowing boat. Rapidly, however, the weather takes a turn for the worse and an enormous storm develops, washing them overboard. Miraculously rescued by mermaids, they are taken them to a nearby cave. Thereafter follows an amazing story, Cap'n Bill and Trot encounter a variety of characters: the strangely shaped, ostrich-like Ork; the Bumpy Man, who deals in sugar and molasses; Button Bright, a young boy in a sailor's outfit who constantly gets lost. With the aid of some friendly birds and magical berries, the group are eventually carried safely across the deadly desert to Oz. However, things rapidly take a turn for the worse as the motley group find themselves in Jinxland, a country riven by political intrigue and instability, and currently ruled by the infamous Krewl. Princess Gloria, amidst the breakdown of her country, has defied her would be-suitors, and is punished by having her heart turned to stone by a witch - who also takes the opportunity to turn Cap'n Bill into a grasshopper.
With misfortune on every side, things look dicey for Trot and her companions, until the Scarecrow catches wind of the events from the Great Book of Records. Will Glinda be able to help depose the despot Krewl and save the lives of Cap'n Bill and the Princess?