Into The Woods: Navigating The Development Process

Into The Woods: Navigating The Development Process

By Jacob Krueger


Adapting a stage musical to the screen is never easy. On stage, musicals work because of their theatricality—the feeling of pretend, play, magic, and performance. Whereas in the relatively naturalistic world of film, those elements are very hard to pull off. Which makes the surprisingly successful film adaptation of Stephen Sondheim’s and James Lapine’s stage musical Into The Woods even more worthy of study.

That’s because successfully adapting Into The Woods as a musical for Disney might just be one of the most challenging projects ever.

For all its hilarity and fun, Into the Woods is one of the saddest, darkest fairytales ever. It’s essentially structured like The Wrestler, where by the halfway point everything is perfect, everyone’s gotten their wish, and then, basically, everybody dies.

Stephen Sondheim (left) and James Lapine (right) Credit: Joan Marcus | New York Times

Stephen Sondheim (left) and James Lapine (right)
Credit: Joan Marcus | The New York Times

It’s horribly sad. It’s a movie about loss, based on a play about loss, written by James Lapine (book) and Stephen Sondheim (music and lyrics). Loss is what they do. They just make it really funny.

And that’s simply not what Disney does.

For anyone who has ever developed a movie with a producer, some of Disney’s notes, and some of the brilliant elements that had to be lost in the adaptation won’t be much of a surprise.

But how Lapine and director Rob Marshall navigated those notes in a way that served both the producer and the screenplay is something that every aspiring screenwriter, and anyone who has ever felt that their “perfect” screenplay was being run off the rails by the development process can learn from.

You see, somewhere during the development process, Disney said to Lapine, “we’ve got a problem, James, with the body count.”

Most writers would have responded to a note like this with total incredulity… and maybe even a little bit of rage. In fact, if you look at some of the response from hard core Into The Woods fans, you can see that rage expressed on Sondheim and Lapine’s behalf.

We’re talking about one of the most beloved musicals of all time. And that shocking body count (as we’ll be discussing later) is one of the things that makes the story so successful, not only thematically but also structurally!

To reduce the body count is not just to make a couple changes to the plot! It means potentially undermining the structural integrity of the story, the meaning of the songs, and the natural evolution of the characters’ journeys—not to mention cutting some of the most beloved and memorable elements in the play.

But Lapine’s reaction, under the circumstances, was remarkably zen.

Rather than going to war over the script the way it was, he dedicated all that energy to figuring out how else it could be done, playing on the same team as the producer, rather than seeing them as the enemy.

After almost 30 years of wandering in the woods of Hollywood, searching for someone brave enough to produce a film musical of Into The Woods, Sondheim and Lapine had finally found a partner in Disney.

By committing 100 million dollars to Into The Woods (this number was later reduced to 50 million), Disney had taken a huge leap of faith on Sondheim, Lapine, and director Rob Marshall. Unfortunately, the basis of that leap of faith may have been what the lyrics were saying rather than what the real theme the story is doing.

The lyrics in Into The Woods are telling us all the things we want to hear: “You are not alone, no one is alone.” Beautiful platitudes, promising us that life has a moral, it’s all going to be okay, and you don’t have to be sad.

But the structure is saying something very different. The structure is telling us: “the world is a horrible and bleak place and everyone suffers, and innocent people die, and children grow up without parents, and parents lose their children, and no one has a grip on morality.”

And that’s not what Disney does.

James Lapine, being quite a brilliant writer, knows that once you lose your theme, you’ve lost your movie. Which means he’s still got to find a way to build around his original theme, while serving Disney’s theme as well.

He’s got to cut down the body count and he’s got to find a way to make the movie about happy endings. It’s the theme around which all Disney movies and the company itself is branded: the idea that when you wish upon a star, your dreams come true.

Keep reading to find out how he does this. But be aware if you haven’t yet seen Into The Woods, there are spoilers ahead!

In the original musical, Rapunzel falls in love – as princesses do – with a handsome and charming prince. But later, in the play, she doesn’t exactly get the happy ending she’s expecting. Instead, she gets crushed by an angry giant, and she dies.

In the movie, that death scene is entirely cut. Instead, she stands up to her controlling witch (literally) of an (adoptive) mother and rides off with the prince into the sunset to live happily ever after.

And that’s a different theme.

In both the play and the movie, Rapunzel and the Witch have a very complicated mother-daughter relationship. Desperate to keep her precious child (which she has kidnapped from the Baker’s father and adopted as her own) safe from a cruel world, the Witch has kept Rapunzel (happily) sequestered in a tower for her whole life.

But when Rapunzel falls in love with a handsome prince, she is no longer satisfied with the safety of her tower. She wants, like all of us, to pursue that one true love, no matter what it takes, and no matter how hard her mother tries to stop her.

And as much as we want to believe that chasing true love leads to happily ever after, no sooner has Rapunzel escaped from her tower to ride off into the sunset with her prince than his affections turn toward another woman and she gets crushed to death in a bout of depression by a marauding lady giant.

Her fate confirms all of the Witches most deeply held fears. And reminding us, as the witch warns Rapunzel, “you don’t know what happens in the world!”

And that’s a problematic theme, in all the best ways. Because it tests what we believe, and what we want to believe about the world, and asks us if our values can survive the real life tests of a cruel universe.

After all, if chasing true love and standing up to overprotective parents was so easy, everyone would do it. If chasing the right thing always led to the right outcome, it would be so much easier to take the risks we want to take and be the people we want to be.

The best stories test the themes the writer and the characters believe in, against their biggest obstacles, to see if they can withstand those tests.

And this conflict is captured in one of the Witch’s most beautiful songs: “No matter what you do, children won’t listen.” A song that humanizes this horrible Witch, and let’s us see the part of her that is just a powerless and grieving mother, who knows despite all her efforts to hold onto her and protect her, she is going to lose her child one way or another, to growing up, or to death.

And then, soon after Rapunzel’s death, the grieving Witch dies as well. And when we get to the end of the piece, her ghost comes back to reprise her song, having learned in death a different and even more powerful lesson: “no matter what you say, children will listen” And this is the structure and the theme of the piece—the structure that carries us out of the darkness, and helps us see that it is the fairytales we tell our children that end up shaping their worlds.

And none of that can fully land if Rapunzel doesn’t die.

So, if you’re James Lapine, what do you do? He has to serve Disney, or the movie doesn’t get made. And if your movie never hits the screen, or the company loses faith in it and doesn’t promote it the way it needs to be promoted, you may feel great about your personal integrity, but all that thematic work isn’t going to affect a single person because nobody is going to see it.

To steal a metaphor and a lyric from Into The Woods, writing is like following a path through a mysterious forest. And though your theme and your map may be a handy security blanket, like Little Red Riding Hood’s cape, “never put your faith in a cape and a hood, they will not protect you, the way that they should.”

Sometimes, instead of fighting to stay on the path you’ve built, you’ve got to remember that there are many ways through the forest, and many other paths “you never thought to explore.”

And simply by getting curious about where and how those two paths will once again converge, you can find your way to serve almost any note, no matter how external and seemingly contradictory.

So that’s what James Lapine does in his rewrite. He jumps to a completely different path through the forest, integrates a completely different theme, and somehow winds it back to its original destination, by taking advantage of the unique qualities of film, which would never be possible in theatre.

Instead of losing the affections of her prince, falling into depression and getting crushed by a Giant as she does in the play, Rapunzel’s journey ends in the film when she and her Prince ride off happily into the sunset together. So Disney gets its happy ending. And we all get to go home feeling like love is really possible.

But James Lapine doesn’t let go of his theme either.

Instead, what he does is approach it via another path. And this is so smart, and it’s also a testament to Rob Marshall being a brilliant director, because if Disney had realized what they were doing, it’s a good guess they would have never gotten away with it.

To fully understand how he did this, you need to know a little bit of the story’s incredibly well built structure.

Those of you who have studied in my classes know that I often speak of a character’s “wish song,” the one thing they want more than anything in the world, which drives the structure of their journey and their change.

Well Into The Woods’ entire opening sequence is literally one extended wish song, an incredibly complicated piece of writing. James Lapine has spoken about how even he couldn’t imagine how Sondheim would musicalize such a complicated structure when he sent him the first draft of the play. But fortunately, in the words of James Lapine, Sondheim really loves a challenge!

For all the complexity of the execution of these intersecting wish songs, for the audience they have exactly the opposite effect, taking what could have been an overwhelmingly complicated story, and unifying it around each character’s simple wish, and the theme of wishing in the first place.

In this way, Sondheim and Lapine weave together four of the world’s most famous fairytales: Jack and the Beanstalk, Little Red Riding Hood, Rapunzel and Cinderella, as well as a fifth fairytale created by Lapine, about a Baker and his Wife.

You see, once upon a time, the Baker’s father stole some beans from the neighborhood witch, who was then cursed with ugliness by her own abusive mother who blamed her for the loss of her prized legumes.

The witch, in turn, stole away the Baker’s daughter (Rapunzel) and raised her as her own child. And now the Baker, abandoned by his father, has nevertheless inherited his father’s curse, and cannot have children unless he helps the Witch to break the spell and recover her beauty.

To break the spell, the Baker and his wife need four items:

– A cow as white as milk.

– A cape as red as blood.

– Hair as yellow as corn.

– A slipper as pure as gold.

In pursuit of these objects, their story intersects, of course, with that famous red-caped Little Red Riding Hood, the coveted yellow locks of Rapunzel, the magical slipper of Cinderalla.

And not surprisingly, the magical beans stolen by the Baker’s father turn out to be the very beans the Baker uses to swindle the dim-witted Jack (of Jack and the Beanstalk) out of his beloved Milky White Cow.

Unfortunately, Jack’s struggling and ne’er contented mother, whose only wish is for a boy who is different from Jack, is not impressed with Jack’s transaction, and throws away the beans. The beanstalk grows, Jack goes up, and starts stealing stuff from these giants, who quite frankly were really nice to him.

Jack sings a gorgeous song “There are giants in the sky” about the love this lady giant showed for him—the love he never got from his mother. “And she gives you food and she gives you rest and she holds you close to her giant breast and she shows you things that you never knew before… until the sky.”

And it’s really a beautiful song, about what love feels like and what it means to have a parent that accepts you. But, unlike Rapunzel, Jack doesn’t get to live happily ever after in the movie. Instead, he gets dared by Little Red Riding Hood to go back and steal the precious harp from the giants who were so kind to him. The lady giant’s husband tries to chase him down to recover his harp. Jack chops down the tree, and kills the giant.

And then the distraught lady giant comes down seeking revenge for the death of her husband and the betrayal of the boy she showed such kindness.

And she’s destroying everything, stomping on everything, and all the people of the Kingdom are agreed that she’s evil and needs to be killed. But the truth is, her husband was killed by a nasty kid who stole his stuff, and in the second half of the musical, that kid ends up killing that lady giant who was kind to him.

And this is the moment James Lapine and Steven Sondheim and Rob Marshal use to hold onto their theme in the adaptation, in a way they could never have done on the stage.

What they do is to use a visual image to amplify a theme that otherwise was only referenced in song and dialogue. And that image locks in the power of what James Lapine is trying to say about the terrible things that happen in the world.

So, while Disney may have gotten that external happy ending – and the Prince and Rapunzel might get to ride off into the sunset – the death of that lady giant (at least, in the way Rob Marshall shoots it) is an even bleaker comment on the cruel nature of the universe than the death of Rapunzel could ever have been.

In the stage version of Into The Woods, the most we see of the Lady Giant is a giant foot or a giant forehead. But in the film, Rob Marshall shoots her face, humanizing her, and revealing her, not as a terrifying giant, but as a scared, grieving and befuddled old lady, helplessly murdered by a little boy she treated with kindness. Frankly, it’s hard to watch, in all the best possible ways.

And, by approaching the same story from a different path, Lapine gets to serve both themes. Disney gets to see its exciting action adventure sequence on the page and Lapine gets to say what he really want to say on the screen.

And though the changes he makes to the structure of the musical to achieve this change may have hurt, and may still be missed deeply by fans of the musical (like me!), ultimately finding a different path to serve that theme is the right decision because it serves the long term success of the project. It gives his producers the ammunition they need to fight for the other controversial elements in the musical and it gives them the courage to market it for their audience.

You can’t make a Disney musical that has a death count that’s that high and that doesn’t have at least a taste of a happy ending. But by serving the producers theme in that way he did, Lapine actually got away with doing his theme.

Whereas, if he had dug in his heels, most likely this movie would have ended up in turnaround. Or even worse, he could have ended up fired and replaced by another writer who has no loyalty to the real themes of the movie at all.

Writing screenplays is a collaborative art. And though the first draft of any screenplay must be your pure vision (never compromise until there is money on the table), once there are other people involved, you must train yourself to develop the flexibility you need to navigate the same woods by many different paths.

That means using the early stages of your career to practice rewriting your screenplays in many different ways, approaching them from many different paths, developing the confidence you need to seamlessly integrate even the most problematic notes without losing the integrity of your storytelling.

Which brings us to the most painful sacrifices in the film adaptation of Into The Woods.

In the play, there’s a really beautiful subplot with a Mysterious Old Man, who acts as the narrator of the story, and is later revealed as the father of the Baker, who stole the original beans, prompted the curse, and abandoned his child.

When the Lady Giant appears demanding vengeance, the characters end up killing off the Narrator, sacrificing him to the ocularly challenged Giant in place of the boy.

And in the following acts, all the moral rules for the universe fall apart. All the clear and easily understood morals verbalized in the first half of the story are suddenly turned on their heads. Cinderella’s Prince is sleeping around, little boys are killing helpless old ladies, and true love isn’t leading to happy endings.

And you realize this is what the story is really about: what happens in the absence of a father; what happens to children in the absence of a parent, when there’s nobody to tell you the fairy tale story of how you are supposed to live and suddenly you are lost in a world with not moral sway.

And it’s brilliant, and it’s structurally integrated, and he had to cut it entirely.

The Narrator is reduced to a voiceover, the mysterious man excised from the story, and the Baker’s Father reduced to a cameo.

And this is one of the best things in the play—possibly the only time in dramatic history the cast has executed the narrator of their own story! But it has to be sacrificed. Because Disney is already pushed to their limits, fighting for a movie that flies in the face of their overall branding. And they simply cannot tolerate another dead character.

Lapine cuts it out because he’s got to serve Disney’s theme. But even as he leaves the original path, he keeps it in mind, getting creative about how to find his way back to it, and ultimately reaching the same tragedy through another character.

As you may expect, this kind of exploration of different paths is not limited to working with a producer. It’s also something that happens in our own revisions, as we “sacrifice our babies” in service of the overall story.

There are two reasons why you may want to consider getting off the original path and seeking a different way through the forest.

The first is when your theme changes. You’re in the middle of revision, and all of a sudden you realize what this is really about for you. Or, like Sondheim and Lapine, you’re working with a producer, and suddenly realize they are building a different theme than you are.

If you don’t follow the underlying theme, you’re dead. And if you don’t find a way to integrate it with your producer’s theme, you’re even deader. Your movie is not going to get made. You’re going to get fired and someone else is going to come in and make it worse.

Your theme is the beautiful and broken thing in you that drives every choice you make in your writing. And your producer’s theme is similarly that beautiful and broken thing in them, whether they’re consciously aware of it or not, that allows them to believe in your story.

The theme is the thing that will save you when you’re lost in the woods. So when you discover what you’re really building you have to follow that path, no matter where it leads you.

If theme is the internal path you follow when you’re writing the movie, then hook is the external path you use to sell it.

So the second reason you may need to explore a different path is if you discover a more compelling hook to your movie.

Theme is about what your movie is about emotionally. What’s the feeling of the story I want to tell? What’s this story saying? What makes it matter to me? Hook is the external version of “what’s the story about?” The pitch of the movie that tells your audience how it’s different and cooler than others in the genre.

So, if you’re thinking about Into The Woods thematically, it’s about what happens in a world that’s filled with inexplicable loss, where parents die and children are abandoned and there’s no order to the universe? What happens when you have these strong wishes that are driving you and you’re willing to do anything to get them, with no moral compass to guide you. What happens if you get your wish? And what happens if you don’t? That’s what it’s about thematically. On the simplest level, it’s about wishes in a world full of loss, that doesn’t play by fairy tale rules.

But that’s what the writer is building. It’s different from what the producer is selling. When you think about the hook of Into The Woods, it’s about all your most beloved fairytales intersecting in hilarious and tragic ways.

So if you were working on an early draft of Into The Woods and suddenly realized “oh wow! That’s the hook,” and looked at your draft and realized you hadn’t fully intersected all those stories in the most exciting way possible, then you’re going to have to embark on a major rewrite, and potentially explore some other paths, so you can fully deliver what you’ve promised.

Sometimes that means going back to where your started and, without abandoning the parts of the path that serve your theme and your hook, finding different ways around the parts that don’t; realizing that a lot of things are going to change structurally even as you head toward the same destination.

And this is the danger of planning your movie too much before you write it. Because sometimes you don’t really realize where you’re going until you reach the end. And if you are only willing to look at the path you’ve executed, sometimes you never reach the real destination.

If you’d like to learn more about how to reach that destination in your own writing, how Sondheim and Lapine structurally weave the many paths of so many intersecting stories, or if you are interested in general in musical writing or 7 Act Structure please join me for my upcoming Into The Woods: The Art of Adaptation Seminar.


  1. Cameron Huff 8 years ago

    Excellent analysis with some very thought provoking advice. Thank you Mr. Krieger.

  2. Sherwin 8 years ago

    Thank you.

Leave a reply

Your email address will not be published. Required fields are marked *


Welcom Back!

Log in to access your account

Our website uses cookies to provide a better user experience. By using our site, you agree to our use of cookies. Learn more about cookies and how you can refuse them.

Your seminar link is on its way to your inbox.

But wait… that’s not it!


Join award-winning screenwriter, Jacob Krueger, and industry pros for an hour of writing lessons and guided exercises. Every Thursday, via Zoom.

Sign up below for this Thursday’s class!



Registration Information


We will see you this Thursday!

7pm ET / 4pm PT

Check Your Email For The Link

(Don’t see it? Check your spam folder)

Donate To Our Scholarship Fund

We match every donation we receive dollar for dollar, and use the funds to offset the cost of our programs for students who otherwise could not afford to attend.

We have given away over 140,000 of scholarships in the past year.

Thank you for your support!

Other Amount? CONTACT US

Get Your Video Seminar


Where should we send it?

"*" indicates required fields

Would You Like More Information About Our Classes?
This field is for validation purposes and should be left unchanged.

Need A Payment Plan?

We like working with artists and strive not to leave writers behind over money.

If you need a payment plan or another arrangement to participate in our programs, we are happy to help.

Chat us or give us a call at 917-464-3594 and we will figure out a plan that fits your budget.

Join the waitlist!

Fill in the form below to be placed on the waitlist. We'll let you know once a slot opens up!