Zwerger (illustrator of Theodor Storm's Little Hobbin, 1995, etc.) creates characters who may, if not erase the MGM cast from the collective conscious of US readers, make them share some space therein. These tinkling, wafty creatures are very comfortable in Baumland--the creator did, after all, want this to be a fairy tale where ""the heart-aches and nightmares are left out""--particularly the Scarecrow, with his stuffed-pillow head, conical hat, and tremendous girth. Zwerger doesn't try to overwhelm the story, and many of the pieces are small expressive exercises of her vision. In an illustrator's note, she says, ""Baum's precise details--his vivid descriptions of the Munchkins, for example--make an illustrator almost superfluous."" Actually, her paintings lead readers gracefully into the pages, to be surprised and entertained by the story they only think they know from the movie.