Two insanely gorgeous limited-edition palettes inspired by the witches in Disney's Oz The Great and Powerful. (Because we all have a good side and a bad side.)

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The new Disney film Oz The Great and Powerful tells the backstory of the wizard and the witches from L. Frank Baum's book The Wonderful Wizard of Oz. Inspired by the movie's theme of good witch vs. bad witch (and the good witch/bad witch dichotomy in all of us), we created two insanely gorgeous, limited-edition palettes loaded with beautiful, never-before-seen shades you'll want to own. We spent HOURS obsessively staring at images from the film (and not just the ones featuring its hot male lead, James Franco) to carefully craft the perfect mix of shades for these palettes.

Recreate Michelle Williams' ethereal, spellbinding look from the film with The Glinda Palette or copy Mila Kunis' captivating, edgy onscreen look with The Theodora Palette. Each one has six pans and EIGHT ALL NEW and exclusive Eyeshadows. Confused? These sets include two 'duo-shades' that are split in half, with a different color on each side of the pan. Every shade features Urban Decay's Pigment Infusion System™, the proprietary blend of ingredients that gives each shade its velvety texture, rich color, serious staying power and blendability. Plus, you also get a Super-Saturated High Gloss Lip Color and a travel-size 24/7 Glide-On Eye Pencil.

Each palette comes in a sleek tin adorned with gorgeous Oz The Great and Powerful-inspired artwork, with 'Urban Decay' and the name of the film in foil lettering. The Glinda Palette features a dreamy, celestial design awash in a sheer backdrop of pink, gold and peach, while The Theodora Palette features a moody, colorful skyscape flanked by Rorschach-like patterns. And both versions incorporate our Build Your Own Palette format for total versatility. When you finish the original shades (or whenever you get the urge to experiment), just pop them out and pop your favorite UD shadows into the cool collectible tin.

What You See Is What You Get:

The Glinda Palette

Eyeshadows: Tornado (vibrant deep purple shimmer), Aura (2 shades in 1: iridescent white w/blue shift and iridescent white w/red shift), Magic (pinkish purple w/golden shimmer), Illusion (pale peach satin), Oz (2 shades in 1: gold shimmer w/gold glitter and silver shimmer w/silver glitter) and South (warm pale gray shimmer w/silver micro-glitter). Eye Pencil: deep eggplant. Lip Color: Glinda (light sheer beige).

The Theodora Palette

Eyeshadows: Broken (pale cream satin), Beware (warm brown matte), Bewitch (dark charcoal brown satin), West (deep metallic brown), Spell (2 shades in 1: black satin w/green and gold shimmer and gold metallic w/tonal glitter) and Jealous (2 shades in 1: pale green pearl and dark green pearl). Eye Pencil: black. Lip Color: Theodora (bright red cream).
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    Glinda
  • Theodora
    Theodora
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The Glinda and Theodora Palettes

The Glinda Palette
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Ratings Summary
The Glinda and Theodora Palettes 4.9 5 403 403
Awesome Product I really love this product. The directions for the Get the Look are really easy to follow and I love using it!!!!! March 11, 2013
Theodora I recently bought Theodora Palette. It is gorgeous. I am thinking about getting the Glenda too, to be balanced :) March 5, 2013
Great quality and a great value the shades are gorgeous, comes with a lip product and an eyeliner as well as the shadows. Great for hazel eyes! March 5, 2013
Love Glinda. Please make these colors and lip pencils permanent. South, tornado and magic are great with everything. March 16, 2013
I love the Theodora Palette These palettes were just too cute to pass up. I absolutely love the neutral color in this palette. March 6, 2013
goodwitch palette = good choice i like the whole shimmer going on it adds a nice touch DID I SAY IM IN LOOOOVE WITH its shiny gray March 8, 2013
awesome this is an awesome palette, very pretty colors, and its so easy to use and create different looks. March 8, 2013
LOVE IT!!!!! The movie was a BIG disappointment but, this set was not. The colors go on smooth and last all day March 12, 2013
Glinda and Theodora I originally bought the Glinda palette because I really liked the pinky purple colors and already have both Naked palettes so didn't think I needed the Theodora palette. But I loved the Glinda one so much that I broke down and bought the Theodora one during the Friends and Family sale. Both palettes are beautiful. I love that the shadows are so pigmented and smooth and almost creamy to apply. Urban Decay shadows are really the only ones I ever use anymore and I rarely ever experience any major fallout. I don't always use a primer but they always last all day no matter what I'm doing or what the weather is like. I love that both of these include a super saturated lip pencil. Even though I never wear red, the Theodora pencil is beautiful. I've never used this lip product before, but I love the one from the Glinda palette because its more the color I wear everyday. It's a long lasting lip pencil and doesn't overdry my lips. I really like that the palettes are the build your own palette design because I can refill it with my own singles after the original shadows are gone or even swap it out with other singles for when I travel. Overall these are both excellent palettes and a great value. March 5, 2013
worth the money Not only are the colors really cute but they last all day, Aura is a must have and so is tornado March 10, 2013
Great palette Recently bought this palette and I'm so glad I did. The colors are beautiful and easy to apply. March 5, 2013
Pretty! I got the Glinda one and I fall in love! The colors are very magical and I can't stop using it. March 6, 2013
Amazing!!! Thought about ordering, and I regret not purchasing it. I tested a few colors and was in love! March 5, 2013
Glinda is good This palette has the perfect mix of colors and you can't beet the price for all you get! March 6, 2013
Great palette! I love this palette, especially the effect even when just following the designed layout. March 9, 2013
LOVE BOTH I own both the palettes and adore them. Glinda is the light, flirty palette I use when I want to look more feminine or fun, and Theodora is for when I want to look more dramatic, or when I want to go out to a nice club. Both palettes are wonderfully designed -- large mirrors are easy to use, the case itself is very durable and travel-safe, and being able to change the colors with the other UD eyeshadows (in the new pots, not their vintage line) make it very customizeable when you need to go out of town. The colors themselves are completely new, and lovely. Both palettes have a color with microglitter, and the fallout is still there (but not as bad as the original Midnight Cowboy). The duo colors are a great idea to include more colors in less space. The eyeliners Rockstar (for Glinda) and Zero (for Theordora), as lovely as ever, but the lip pencils are amazing. Glinda is a perfect nude-ish pink and Theodora is very similar to F-Bomb -- a bright, daredevil red. As a whole these are my favorite palettes, and I'd own multiples of them if I could. I highly recommend Theodora if you want more warm brown-ish colors (works great with the Naked palette) and Glinda if you prefer the more girly colors. March 5, 2013
love it love this pallette! i like that some colors are split. love the silver shadow in this! March 8, 2013
Love it! These are amazing! I love these palettes they are great for night time and day time. March 7, 2013
Love the selection and vibrancy of colors It's a great color pallette to achieve an edgey look ...perfect for evening wear March 6, 2013
Love these Palettes The eye shadows are so pigmented & very smooth to put on. Highly recommend these March 6, 2013
totally amazing !!!! i love the colours so the shadow colours blend so nicely its totally amazing ;) March 13, 2013
My favorite palette! I love the colors in this palette! So easy to blend and they look gorgeous! March 6, 2013
This product has great features I love this palette! The colors are so wonderful and I love the packaging! March 5, 2013
Absolutely love this! This has a great group of colors that are subtle but yet buildable. March 7, 2013
Fun palette! This palette is gorgeous and so fun to use! I love the packaging. March 6, 2013
Love the colors and quality!! This is the best eyeshadow I've ever tried!! Love love love it!! March 5, 2013
Awesome Love the colors, pigmented. It has a big mirror in the palette March 5, 2013
wonderful colors very good pigmentation. Very easy to create different looks. March 6, 2013
faboo urban decay make the split duo type shadows by them selves March 31, 2013
Best thing ever! I'm loving the colors, and lip pencils!! best thing!!! March 6, 2013
<<prev 11 12 13 14 15 next>>
Ask & Answer
The Glinda and Theodora Palettes 4.9 5 403 403
Awesome Product I really love this product. The directions for the Get the Look are really easy to follow and I love using it!!!!! March 11, 2013
Theodora I recently bought Theodora Palette. It is gorgeous. I am thinking about getting the Glenda too, to be balanced :) March 5, 2013
Great quality and a great value the shades are gorgeous, comes with a lip product and an eyeliner as well as the shadows. Great for hazel eyes! March 5, 2013
Love Glinda. Please make these colors and lip pencils permanent. South, tornado and magic are great with everything. March 16, 2013
I love the Theodora Palette These palettes were just too cute to pass up. I absolutely love the neutral color in this palette. March 6, 2013
goodwitch palette = good choice i like the whole shimmer going on it adds a nice touch DID I SAY IM IN LOOOOVE WITH its shiny gray March 8, 2013
awesome this is an awesome palette, very pretty colors, and its so easy to use and create different looks. March 8, 2013
LOVE IT!!!!! The movie was a BIG disappointment but, this set was not. The colors go on smooth and last all day March 12, 2013
Glinda and Theodora I originally bought the Glinda palette because I really liked the pinky purple colors and already have both Naked palettes so didn't think I needed the Theodora palette. But I loved the Glinda one so much that I broke down and bought the Theodora one during the Friends and Family sale. Both palettes are beautiful. I love that the shadows are so pigmented and smooth and almost creamy to apply. Urban Decay shadows are really the only ones I ever use anymore and I rarely ever experience any major fallout. I don't always use a primer but they always last all day no matter what I'm doing or what the weather is like. I love that both of these include a super saturated lip pencil. Even though I never wear red, the Theodora pencil is beautiful. I've never used this lip product before, but I love the one from the Glinda palette because its more the color I wear everyday. It's a long lasting lip pencil and doesn't overdry my lips. I really like that the palettes are the build your own palette design because I can refill it with my own singles after the original shadows are gone or even swap it out with other singles for when I travel. Overall these are both excellent palettes and a great value. March 5, 2013
worth the money Not only are the colors really cute but they last all day, Aura is a must have and so is tornado March 10, 2013
Great palette Recently bought this palette and I'm so glad I did. The colors are beautiful and easy to apply. March 5, 2013
Pretty! I got the Glinda one and I fall in love! The colors are very magical and I can't stop using it. March 6, 2013
Amazing!!! Thought about ordering, and I regret not purchasing it. I tested a few colors and was in love! March 5, 2013
Glinda is good This palette has the perfect mix of colors and you can't beet the price for all you get! March 6, 2013
Great palette! I love this palette, especially the effect even when just following the designed layout. March 9, 2013
LOVE BOTH I own both the palettes and adore them. Glinda is the light, flirty palette I use when I want to look more feminine or fun, and Theodora is for when I want to look more dramatic, or when I want to go out to a nice club. Both palettes are wonderfully designed -- large mirrors are easy to use, the case itself is very durable and travel-safe, and being able to change the colors with the other UD eyeshadows (in the new pots, not their vintage line) make it very customizeable when you need to go out of town. The colors themselves are completely new, and lovely. Both palettes have a color with microglitter, and the fallout is still there (but not as bad as the original Midnight Cowboy). The duo colors are a great idea to include more colors in less space. The eyeliners Rockstar (for Glinda) and Zero (for Theordora), as lovely as ever, but the lip pencils are amazing. Glinda is a perfect nude-ish pink and Theodora is very similar to F-Bomb -- a bright, daredevil red. As a whole these are my favorite palettes, and I'd own multiples of them if I could. I highly recommend Theodora if you want more warm brown-ish colors (works great with the Naked palette) and Glinda if you prefer the more girly colors. March 5, 2013
love it love this pallette! i like that some colors are split. love the silver shadow in this! March 8, 2013
Love it! These are amazing! I love these palettes they are great for night time and day time. March 7, 2013
Love the selection and vibrancy of colors It's a great color pallette to achieve an edgey look ...perfect for evening wear March 6, 2013
Love these Palettes The eye shadows are so pigmented & very smooth to put on. Highly recommend these March 6, 2013
totally amazing !!!! i love the colours so the shadow colours blend so nicely its totally amazing ;) March 13, 2013
My favorite palette! I love the colors in this palette! So easy to blend and they look gorgeous! March 6, 2013
This product has great features I love this palette! The colors are so wonderful and I love the packaging! March 5, 2013
Absolutely love this! This has a great group of colors that are subtle but yet buildable. March 7, 2013
Fun palette! This palette is gorgeous and so fun to use! I love the packaging. March 6, 2013
Love the colors and quality!! This is the best eyeshadow I've ever tried!! Love love love it!! March 5, 2013
Awesome Love the colors, pigmented. It has a big mirror in the palette March 5, 2013
wonderful colors very good pigmentation. Very easy to create different looks. March 6, 2013
faboo urban decay make the split duo type shadows by them selves March 31, 2013
Best thing ever! I'm loving the colors, and lip pencils!! best thing!!! March 6, 2013
<<prev 11 12 13 14 15 next>>
The Word
Pro Tips
When you use up your Oz-inspired shadows, pop more of your fave shades in and out of this palette anytime you want.
Ingredients
THE GLINDA PALETTE

EYESHADOW

TORNADO:
Caprylic/Capric Triglyceride, Talc, PTFE, Zinc Stearate, Phenoxyethanol, Sodium Dehydroacetate, Sorbic Acid, Ethylene/Acrylic Acid Copolymer

AURA BLUE / AURA RED:
Talc, Caprylic/Capric Triglyceride, PTFE, Zinc Stearate, Phenoxyethanol, Sodium Dehydroacetate, Sorbic Acid, Ethylene/Acrylic Acid Copolymer

MAGIC / ILLUSION:
Talc, Caprylic/Capric Triglyceride, PTFE, Zinc Stearate, Phenoxyethanol, Sodium Dehydroacetate, Sorbic Acid, Ethylene/Acrylic Acid Copolymer

OZ GOLD:
Polyethylene Terephthalate, Caprylic/Capric Triglyceride, Talc, Acrylates Copolymer, PTFE, Zinc Stearate, Silica, Phenoxyethanol, Sodium Dehydroacetate, Sorbic Acid, Ethylene/Acrylic Acid Copolymer

OZ SILVER:
Caprylic/Capric Triglyceride, Polyethylene Terephthalate, Talc, Silica, PTFE, Zinc Stearate, Acrylates Copolymer, Phenoxyethanol, Sodium Dehydroacetate, Sorbic Acid, Ethylene/Acrylic Acid Copolymer

SOUTH:
Talc, Caprylic/Capric Triglyceride, Calcium Sodium Borosilicate, Zinc Stearate, Polyethylene Terephthalate, Phenoxyethanol, Sodium Dehydroacetate, Sorbic Acid, Acrylates Copolymer, Tin Oxide, Ethylene/Acrylic Acid Copolymer, PTFE

All Shades May Contain:
CI 77019 (Mica), CI 77891 (Titanium Dioxide), CI 77491/77492/77499 (Iron Oxides), CI 77000 (Aluminum Powder), CI 77163 (Bismuth Oxycholoride), CI 75470 (Carmine), CI 77510 (Ferric Ferrocyanide), CI 77742 (Manganese Violet), CI 77400 (Bronze Powder), CI 19140 (Yellow 5 Lake), CI 77007 (Ultramarines)

EYE PENCIL

PURPLE:
Cyclopentasiloxane, C11-12 Isoparaffin, Paraffin, Polybutene, Simmondsia Chinensis (Jojoba) Seed Oil, Hydrogenated Cottonseed Oil, Ceresin, Ozokerite, Cera Microcristallina (Microcrystalline Wax), Tocopherol, Phenoxyethanol, Ascorbyl Palmitate. May Contain (Peut contenir): CI 77019 (Mica), CI 77499/77491 (Iron Oxides), CI 77891 (Titanium Dioxide), CI 75470 (Carmine)

SUPER-SATURATED

GLINDA:
Bis-Behenyl/Isostearyl/Phytosteryl Dimer Dilinoleyl Dimer Dilinoleate, Isocetyl Stearate, Diisostearyl Malate, Polybutene, Synthetic Wax, Silica, Synthetic Beeswax, Glyceryl Caprylate, Pentaerythrityl Tetra-Di-T-Butyl Hydroxydrocinnamate, Tocopherol. May Contain (Peut contenir): CI 77019 (Mica), CI 77891 (Titanium Dioxide), CI 77491/77499 (Iron Oxides), CI 15850 (Red 7 Lake).

THE THEODORA PALETTE

EYESHADOW

BROKEN:
Talc, Caprylic/Capric Triglyceride, PTFE, Zinc Stearate, Phenoxyethanol, Sodium Dehydroacetate, Sorbic Acid, Ethylene/Acrylic Acid Copolymer

BEWARE:
Talc, Ethylene/Acrylic Acid Copolymer, Zinc Stearate, Caprylic/Capric Triglyceride, PTFE, Phenoxyethanol, Sodium Dehydroacetate, Sorbic Acid

BEWITCH:
Talc, Caprylic/Capric Triglyceride, Zinc Stearate, Ethylene/Acrylic Acid Copolymer, PTFE, Phenoxyethanol, Sodium Dehydroacetate, Sorbic Acid

WEST:
Caprylic/Capric Triglyceride, Talc, Zinc Stearate, Phenoxyethanol, Sodium Dehydroacetate, Sorbic Acid, Ethylene/Acrylic Acid Copolymer, PTFE

SPELL GOLD:
Caprylic/Capric Triglyceride, Polyethylene Terephthalate, Talc, Calcium Sodium Borosilicate, Silica, PTFE, Zinc Stearate, Phenoxyethanol, Sodium Dehydroacetate, Acrylates Copolymer, Sorbic Acid, Tin Oxide, Ethylene/Acrylic Acid Copolymer

SPELL BLACK:
Caprylic/Capric Triglyceride, Calcium Sodium Borosilicate, Talc, PTFE, Zinc Stearate, Phenoxyethanol, Sodium Dehydroacetate, Sorbic Acid, Tin Oxide, Ethylene/Acrylic Acid Copolymer

JEALOUS DARK GREEN / JEALOUS LIGHT GREEN:
Caprylic/Capric Triglyceride, Zinc Stearate, Talc, PTFE, Ethylene/Acrylic Acid Copolymer, Phenoxyethanol, Sodium Dehydroacetate, Sorbic Acid

All Shades May Contain:
CI 77019 (Mica), CI 77891 (Titanium Dioxide), CI 77491/77492/77499 (Iron Oxides), CI 77007 (Ultramarines), CI 77742 (Manganese Violet), CI 75470 (Carmine), CI 77510 (Ferric Ferrocyanide), CI 77000 (Aluminum Powder), CI 77400 (Bronze Powder), CI 19140 (Yellow 5 Lake), CI 77288 (Chromium Oxide Greens)

EYE PENCIL

BLACK:
Cyclopentasiloxane, C11-12 Isoparaffin, Paraffin, Polybutene, Simmondsia Chinensis (Jojoba) Seed Oil, Hydrogenated Cottonseed Oil, Ceresin, Ozokerite, Cera Microcristallina (Microcrystalline Wax), Tocopherol, Phenoxyethanol, Ascorbyl Palmitate. May Contain (Peut contenir): CI 77499 (Iron Oxides), CI 77019 (Mica), CI 77510 (Ferric Ferrocyanide)

SUPER-SATURATED PENCIL

THEODORA:
Bis-Behenyl/Isostearyl/Phytosteryl Dimer Dilinoleyl Dimer Dilinoleate, Isocetyl Stearate, Diisostearyl Malate, Polybutene, Synthetic Wax, Silica, Synthetic Beeswax, Glyceryl Caprylate, Pentaerythrityl Tetra-Di-T-Butyl Hydroxyhydrocinnamate, Tocopherol. May Contain (Peut contenir): CI 77019 (Mica), CI 77891 (Titanium Dioxide), CI 19140 (Yellow 5 Lake), CI 15850 (Red 7 Lake)
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