All About Mila Kunis’s Sexy-Witch Leather Bustier in Oz—and Other Costume-Closet Secrets

When Disney released Alice in Wonderland in 2010, it stormed the box office with a $1 billion global take. Last weekend, the studio gunned for a repeat with Oz: The Great and Powerful and netted $80 million, making it 2013’s biggest film opening yet. Where once there was Johnny Depp, now there’s James Franco. Instead of a rabbit, expect a monkey. But while there are many similarities between the two fantasy remakes, there’s one major difference: this time, Disney does not own the rights to the first, iconic film. Warner Bros. does. (Disney owns the rights to L. Frank Baum’s Oz novels.) This posed a challenge for the filmmakers, whose creativity ran up against copyright law. In the development phase, character designer Michael Kutsche (Alice in Wonderland, Thor) and costume designer Gary Jones (The Talented Mr. Ripley, Spider-Man II, The English Patient) collaborated with the department heads on the look of the characters. Then they roped in another expert. “The drawings went through legal,” says Jones. While most of the time the elements were deemed too universal to copyright, sometimes there was a conflict. “There may have been a question about [the Wicked Witch’s] hat. But it is very different—in scale and in material—and there was a question as to whether we could use the wimple and neck treatment.” Ultimately, they decided against it. (As seen in the slide show below, this Wicked Witch bears verdant cleavage instead.) Although the filmmakers say they did their best to ignore MGM’s 1937 The Wizard of Oz—“We wanted to tell a new story, with new characters,” says Jones—it was often inescapable. For costume designer Jones, the biggest challenge arrived by bubble. “One tough thing was the dress Glinda arrives in at the end of the first movie. That is an iconic dress. The dress couldn’t get any bigger, per se. That couldn’t be my approach,” he says. Fortunately, the actress playing Glinda gave him an out. “Michelle [Williams] said, ‘I want this to be a witch who is really good. Good inside, good outside. And I want it to be a scale that I can handle.” (In other words: cut the cupcake dress.) But what was the modern alternative? Kutsche tried to reimagine Glinda in a modern era. At first, “I tried to give her a bit more of a warrior look,” the Berlin-based costume designer says. “She looked really tough. Another approach was a little esoteric, almost like a hippy. She [also] had boots and puffy pants, a little bit like a pirate queen. There was even a belly dancer.” In the end, they decided to use the witch’s amulets as the governing inspiration for their costume designs. For Glinda, that’s an opal. So whereas the good witch of 1937 was oh so pink, this Glinda veers toward radiant white. New witch Theodora is inspired by a ruby—and, one might imagine, by how good Mila Kunis looks in a leather corset and pants. While Evanora is the incarnation of an emerald, much like Rachel Weisz’s glamorous Bulgari ads. Jones and Kutsche say it was particularly fun to invent these new characters. When we first meet Oz (James Franco), he’s seducing women and conning farm folk as a magician in a traveling circus. The sequence, which is in black-and-white, was also filmed in color. Jones said that while making sure the colors would work in either treatment, he thought of the guessing game he plays when watching black-and-white golden-age films. “Were they thinking that was a red dress?” he muses. Viewers of this film might ask the same question of Annie’s (Michelle Williams) gingham dress in the sequence, which appears to be white and navy. (“It’s turquoise!” says Jones.) To create the look of the film’s rascally, younger take on Oz, Jones discovered he was actively working against the classic iteration. “What we know of Oz is cartoonish and jokey and, in a way, very caricaturized. I didn’t think we wanted to spend an entire movie with that person,” says Jones. “I also didn’t think we wanted to look at clothes that were obviously changing.” Jones decided that this charlatan would feel most comfortable in a uniform of sorts. He suggested to James Franco that he wear the same suit throughout the film, and the same hat. The actor took to the idea, and especially the hat, which Jones says became an extension of Franco within 24 hours. The designer’s theory was simple, he says. “If it’s good enough for the circus, it’s good enough to get him through Oz.”