In
Victorian London, 19-year-old
Alice Kingsleigh, having mourned the recent demise of her father, is troubled by strange recurring dreams and the stifling expectations of the society in which she lives. After receiving an unexpected and unwanted
marriage proposal from Hamish Ascot at his family's
British garden party, Alice spots a familiar white rabbit in a
waistcoat and carrying a pocket watch. She follows it to a nearby rabbit hole and falls in, landing in a room full of doors. She bites into a small cake on the table labeled 'Eat Me',
morphing into a
giantess, and then
shrinks after sipping from a bottle of liquid labeled 'Drink Me'. Now being able to fit through a tiny door, she enters the forest of a fantastical world called Underland. There, she is greeted by the
White Rabbit, a
Dormouse, a
Dodo,
Talking Flowers, and identical twin brothers
Tweedledum and Tweedledee, who all apparently know her. Alice asserts that she is dreaming, but learns from Absolem the
Blue Caterpillar that she has been
prophesied to slay the
Jabberwocky and end the tyranny of the
Red Queen. The group is ambushed and pursued by the monstrous
Bandersnatch and an army of
Red Knights, led by the
Knave of Hearts. All are captured except for Alice, who escapes, and the Dormouse, who steals one of the Bandersnatch's eyes. The Knave informs the Red Queen of Alice's return, and is ordered to find her immediately. The
Cheshire Cat guides Alice to the
Mad Hatter,
March Hare, and Dormouse's
tea party. The Red Knights and the Knave of Hearts disrupt the party, but Alice manages to hide in a teapot. The Hatter then takes her to a safe place and explains how the Red Queen took over Underland, usurping her sister, the
White Queen. While in the woods, the Red Knights find the two, but the Hatter gives himself up so that Alice can escape. She is found by the Knave's
Bloodhound, named Bayard, a hunting dog who is allied with the resistance. He takes Alice to the Red Queen's castle, where she interrupts a game of
croquet being played in the courtyard by transforming into a giant again after eating more of the cake that made her grow. Infiltrating the palace as a
courtier named "Um", Alice learns the
vorpal sword, the only weapon capable of killing the Jabberwocky, is locked inside of the Bandersnatch's den. The Knave makes a pass at Alice, which she rebuffs, but the jealous Red Queen orders her
beheading. Alice obtains the sword and returns the Bandersnatch's eye. He gratefully helps her escape the castle and delivers her to the White Queen, who gives Alice a potion that returns her to her normal size. The Cheshire Cat uses his
shapeshifting powers to free the Hatter, who incites
rebellion amongst the Red Queen's subjects. Meanwhile, Absolem, who is
spinning himself a
cocoon, finally gets Alice to remember that she visited Underland as a little girl, and called it "Wonderland". He advises her to fight the Jabberwocky, save Underland, and stop the Red Queen for good. The Queens gather their armies on a
chessboard-like battlefield and send a knighted Alice and the Jabberwocky to battle in a single combat. The conflict ends when Alice beheads the Jabberwocky with the vorpal sword, and the Red Knights gratefully turn against their ruler. After regaining her crown, the White Queen banishes her sister and the Knave into
exile together, and gives Alice a vial of the Jabberwocky's blood, which can grant one wish. The Hatter encourages her to stay, but she admits she has to leave and promises to come back again one day. Alice says farewell to her friends, then drinks from the vial and wishes to return home. Alice awakens and climbs out of the rabbit hole. When she returns to the garden party, she rejects Hamish's proposal and impresses Lord Ascot with her idea of establishing trade routes to
China, which was her father's original idea, resulting in her becoming an apprentice with the company. As Alice prepares to set off on a
merchant ship, Absolem, in his new butterfly form, lands on her shoulder. ==Cast==