A Baker (James Corden) and his Wife (Emily Blunt) wish for a child but suffer under a curse laid upon the Baker's family by a Witch (Meryl Streep) who found the Baker's father (Simon Russell Beale) robbing her garden when his mother was pregnant. The Baker's father also stole some beans which caused the Witch's mother to punish her with the curse of ugliness. The Witch offers to lift the curse, but only if the Baker and his Wife obtain four critical items for 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 Witch later tells the Baker that she asked him to do this task for her because she is not allowed to touch any of the objects.
The Witch's demands eventually bring the Baker and his Wife into contact with Jack (Daniel Huttlestone), who is selling his beloved cow Milky White and to whom the Baker offers magic beans left him by his father (which were stolen from the Witch) which grow into a large beanstalk; with Red Riding Hood (Lilla Crawford), whose ruby cape the couple notices when she stops to buy sweets on her way to grandmother's house; with Rapunzel (MacKenzie Mauzy), the Witch's adopted daughter (the child that she took from the Baker's parents in exchange for the Baker's father taking the greens from her garden), whose tower the Baker's Wife passes in the woods; and with Cinderella (Anna Kendrick), who also runs into the Baker's Wife while fleeing from the pursuing Prince (Chris Pine).
After a series of failed attempts and misadventures, the Baker and his Wife finally are able to gather the items necessary to break the spell. Meanwhile, each of the other characters receive their "happy endings": Cinderella and Rapunzel marry their Princes; Jack provides for his mother (Tracey Ullman) by stealing riches from the Giant in the sky, and kills the pursuing Giant by cutting down the beanstalk; Little Red Riding Hood and her Grandmother (Annette Crosbie) are saved from the Big Bad Wolf (Johnny Depp) by the Baker; and the Witch regains her youth and beauty after drinking the potion.
However, each of the characters learns their "happily ever after" is not so happy: the Baker is worried he is a poor father to his newborn baby, like his father before him; Cinderella is disenchanted by royal life; Rapunzel is constantly scared of the outside world, having never experienced it; and the Witch learns that she has lost most of her powers with her restored youth. The growth of a second beanstalk from the last remaining magic bean allows the Giant's Wife (Frances de la Tour) to climb down and threaten the kingdom and its inhabitants if they do not deliver Jack in retribution for killing her husband. Meanwhile, what the characters did to achieve their happy endings continue to haunt them: Cinderella's Prince kisses the Baker's Wife who soon dies after falling off a cliff while fleeing the Giant's Wife; The Witch loses Rapunzel forever when she runs off with her prince (Billy Magnussen) in spite; Cinderella and the Prince break up after she hears of his infidelity with the Baker's Wife; and Red Riding Hood's Mother and Grandmother, along with Jack's Mother, are killed in the Giant's Wife's rampage.
In the aftermath, the surviving characters debate the morality of handing Jack over, and soon quickly blame each other for their individual actions that led to the tragedy, ultimately blaming the Witch. She throws away her remaining beans, reenacting her mother's curse and disappears, leaving the rest of the group to their fate.
The Baker, Cinderella, Jack, and Red Riding Hood resolve to kill the threatening Giant's Wife, though Cinderella and the Baker try to explain to the distraught Red Riding Hood and Jack the complicated morality of retribution and revenge. The Giant's Wife is killed, and the characters move forward with their ruined lives: the Baker, thinking of his Wife, is determined to be a good father; Cinderella leaves the Prince and decides to help the Baker; and Jack and Red Riding Hood, now orphans, live with the Baker and Cinderella. The Baker begins to tell their story to his son—"Once upon a time..."
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