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ALICE NIGHT ONE

RHI VERSION
AS-PRODUCED SCRIPT

December 7, 2009

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0
NIGHT ONE

FADE IN:

OPENING TITLES -- MONTAGE

Various illuminated heart symbols glitter indistinctly. A Tesla coil pulses. A CHORUS GIRL sways,
done up in diamonds, glittering. A mechanical device beats rhythmically. Colored beakers stand
on a desk. Chips stand on a gambling table. Dice roll. Liquid pours into a beaker, bubbles. A
DEALER sets down a card. A beaker is marked "COMPASSION". Gears spin. Liquid stands in a
line of beakers, one of them marked "PEACE". The Tesla coil pulses. A WOMAN pushes forward
two stacks of chips. Illuminated heart symbols float by. Liquid boils in a beaker. A roulette wheel
spins.

INT. JUDO CLASS -- DAY

CLOSE ON MEN and WOMEN in white Judo outfits locked in combat. We see flashes of hands,
feet, cloth, movement.

The line of Men and Women spar in a gym, tossing each other to the ground.

ALICE HAMILTON, 21, casually beautiful and appropriately feisty, teaches the class, watching the
wrestling Men and Women with a critical eye. She claps.

ALICE
Yame!

The Men and Women stop fighting, bow to each other.

Alice bows and spreads her hands.

ALICE (CONT'D)
Thank you all. That's it for tonight. See you Tuesday.
Mr. Chase?

The class is dispersing, all except JACK CHASE, a handsome if disheveled man in his late 20s,
breathless from the workout.

ALICE (CONT'D)
(to Jack)
I believe we have a private lesson.

Alice approaches Jack, hands on her hips.

ALICE (CONT'D)
How many classes have you taken so far, Mr.
Chase?

JACK
10 in 6 weeks, but I could always do with more.

ALICE
You know I'm only part-time. You'll have to see
another instructor.

1
JACK
Who would you recommend?

Alice extends her hands.

ALICE
Hajime.

Jack locks arms with Alice, each grabbing the other's sleeves.

ALICE (CONT'D)
Tim Roberts is a very good instructor.

JACK
I heard he has a mean streak. What about Jenny
Moyers?

ALICE
She's no good for you.

Alice yanks Jack around, trying to throw him.

JACK
Why not?

ALICE
She's too--

Alice grunts with effort as she attempts to throw Jack again.

JACK
Pretty?

Alice trips Jack and sends him sprawling on the mat. She straddles him.

JACK (CONT'D)
Ow! Alice, that really hurt!

ALICE
I'm sorry, honey. Where?

JACK
Everywhere.

ALICE
Ooh. Should I kiss it better?

Jack scoffs.

Alice leans in and kisses Jack.

ALICE (CONT'D)
Better?

2
JACK
The pain is... lower down.

Alice rises.

JACK (CONT'D)
No, don't get up! I need medical attention.

Alice clasps Jack's hand and helps him to his feet.

ALICE
Come on.

JACK
So, tonight...

Alice grabs a towel and tosses it to Jack.

ALICE
7:00. My mother is so looking forward to it.

Alice picks up a water bottle, opens it.

JACK
Good for your mom. I am, too. What have you told
her about me?

ALICE
Just that your leg-kicks need work.

JACK
It's true.

Jack tosses back the towel.

Alice gazes at Jack, a smile on her face.

EXT. STREET -- DAY

Alice hurries across a quiet street of a busy metropolis, carrying a grocery bag. She passes a
HOMELESS MAN, a ragged figure in a doorway, his glasses taped together at the bridge.

HOMELESS MAN
Can you spare some change, ma'am?

Alice pauses, digs in her grocery bag.

ALICE
No, but I've got these.

Alice passes the Homeless Man a bag of apples.

3
HOMELESS MAN
(mutters)
Apples.

Alice walks on, leaving the Homeless Man staring at the apples.

INT. ALICE AND CAROL'S APARTMENT -- DAY

Alice enters the front door of a sprawling, urban apartment, which Alice shares with her mother.
Alice sets down the groceries and immediately crosses to a computer. She clicks through several
emails, each with a head shot of a different MIDDLE-AGED MAN.

ALICE
Nope... Nope.

CAROL HAMILTON, Alice's mother, enters the room, looks over Alice's shoulder at the screen.

ALICE (CONT'D)
Absolutely no.

CAROL
Where are these from?

ALICE
Kokatahi.

CAROL
Where's that? Is that Hawaii?

ALICE
New Zealand.

CAROL
Oh, nice. If Daddy's in New Zealand, maybe I'll go
looking for him myself.

Carol strolls away toward the kitchen.

ALICE
Well, he's not in Kokatahi.

Alice sighs, picks up a pin, and tacks it to a map bearing dozens of identical pins.

CAROL
(dryly)
Should I bring out the fine china?

ALICE
Well, I thought you were excited to meet him?

Carol takes out some groceries from a pantry.

4
CAROL
I am! I only hope it's not the kiss of death... again.

Alice rises, approaching slowly as Carol bustles about.

ALICE
What are you talking about?

CAROL
Alice, you know it's true. You no sooner bring a guy
home than you come up with a million reasons why
he should never come back.

Alice shakes her head, smiling.

ALICE
Well... this one's different.

Alice leans in a doorway. Carol stops what she's doing and pops out of the kitchen doorway,
giving Alice a hopeful look.

CARL
Oh?

Alice smiles shyly, lowers her eyes.

EXT. STREET -- DAY

Jack walks quickly, a bit edgy. He stops at a florist stand, where a WOMAN tends flowers.

JACK
Good evening. Um, the roses, please?

Jack looks in a mirror and sees in its reflection a MAN across the street who seems to be
watching him. Jack turns.

The Man sticks his money into a parking meter, looking unobtrusive.

Jack receives his flowers, keeping a wary eye on the Man.

JACK (CONT'D)
(to Woman)
Thank you.

INT. ALICE AND CAROL'S APARTMENT / HALLWAY -- NIGHT

Jack stands at the front door, which buzzes. Alice answers the door, dressed in a blue dress. She
smiles at Jack.

ALICE
Hey, you. We were just talking about you.

JACK
Need more time?

5
ALICE
Uh, no, I think we covered it. Come in.

Jack enters, taking a bouquet of white roses from behind his back. Alice gasps with delight.

ALICE (CONT'D)
For me?

Jack sees Carol entering from another room.

JACK (CONT'D)
For both of you.

CAROL
How lovely.

Jack passes the roses to Carol, who grins at him.

ALICE
This is my mom, Carol, and... Jack.

Carol and Jack shake hands.

CAROL
Jack. Wonderful to meet you at last.

JACK
Same here.

CAROL
Let me put these in water.

Carol strides out with the flowers.

Jack and Alice step intimately together.

JACK
Hang on.

Jack frowns, then pulls a red rose out of his jacket.

JACK (CONT'D)
This one... is for you.

Alice smiles, taking the rose and gazing at Jack.

Carol calls from the kitchen.

CAROL
Dinner's gonna be 20 minutes, so, you two, entertain
yourselves.

ALICE
(to Jack)
Thank you.

6
INT. ALICE AND CAROL'S APARTMENT -- NIGHT

Dinner is over. Alice, Jack, and Carol sit at the table, sipping wine.

CAROL
...And then we'll re-do the floors sometime this fall.

JACK
Well, you have a beautiful home.

CAROL
Thank you. It feels like we've been here forever,
because... we have. It's been the two of us for,
what? I guess almost... 10 years now?

JACK
Hmm.

CAROL
10 years March 23rd.

ALICE
Alice is meticulous with dates.

ALICE
Yeah. Well, that one.

JACK
That's when...?

CAROL
Her father disappeared on us.

Jack takes Alice's hand, smiles at her.

JACK
Yes, of course.

CAROL
Listen, my show is about to start, and I think the two
of you can handle being without me for a little while,
so I'm going to say goodnight.

Carol rises, Jack and Alice following suit. Jack shakes Carol's hand.

JACK
Thank you for dinner. It was a treat.

CAROL
You're very welcome.
(to Alice)
All right, sweetheart, you can just leave everything
on the table.

Carol heads out.

7
ALICE
Night, Mom.

CAROL
Night.

Carol exits.

Jack and Alice look at each other. Jack chuckles. They sit, Alice giving him a wan smile.

ALICE
I didn't mean to do the family-baggage thing.

JACK
No, it's fine. I... I want to know all about you.

Jack's cell phone, in his pocket, makes a beeping sound. Jack sighs, rises, checks it. It's a text
message, a single word: "RUN".

ALICE
What's up?

Jack turns to Alice, looking nervous.

JACK
How would you like to meet my family?

ALICE
Are they coming to town?

JACK
No. We'd have to go there.

ALICE
Oh... uh... okay. When?

JACK
How about tonight?

ALICE
Are you crazy?

JACK
It'll be an adventure. Some things are more exciting
on the spur of the moment, don't you think?

Alice rises.

ALICE
No... not when they involve meeting your parents.
Jack, I would have to get myself together, and...

JACK
Alice, you're perfect as you are, and we could be
back by... Monday morning.

8
ALICE
I know nothing about them... I'm... What if they don't
approve of me?

Jack picks up his jacket.

JACK
They'll, uh...they'll approve of you when they see you
with this.

Jack takes a small box out of his jacket. It's an antique box, made of wood, worn at the edges. He
passes it to Alice, who takes it, puzzled.

Alice struggles to open it, fails.

Jack puts down his jacket and moves behind Alice, looping his arms over her shoulders.

JACK (CONT'D)
It's got a hidden catch.

Jack's fingers find the trick of the catch, and open the box. Inside is an ancient ring, gold with a
gleaming stone.

ALICE
Wow, it looks really old.

JACK
It's been in my family a very long time.

Alice turns to Jack, taking a step back.

ALICE
Are you giving me this?

JACK
Would you like to try it on?

ALICE
Jack, a ring means something.

Alice passes back the ring, not looking happy.

ALICE (CONT'D)
This is too fast.
(beat)
No, it's way too fast.

Jack speaks gently, but with an undercurrent of urgency.

JACK
Okay. I'm sorry, I got the wrong idea. Maybe after
you've seen my home, met my friends--

9
ALICE
No, I can't come with you, Jack. Not tonight.

Jack gazes at her imploringly, but she is adamant. He lowers his eyes.

ALICE (CONT'D)
Maybe we should just take it easy for a while... see
how we feel in a few days, and...

JACK
Alice, I--

ALICE
(interrupting)
Just... give me some time.

Alice turns away, crosses to the door.

Jack approaches her. Alice glances into his eyes, but doesn't seem to want to fully engage. There
is a long, awkward beat. Alice opens the door.

ALICE (CONT'D)
Goodbye, Jack.

Jack enfolds Alice in a hug, but she remains stiff, cold. Jack strides out.

EXT. ALICE'S STREET -- NIGHT

Jack emerges from Alice's apartment building and pauses, looking guardedly in both directions,
before darting out onto the sidewalk.

INT. ALICE AND CAROL'S APARTMENT -- NIGHT

Alice is slumped on a couch, one leg up, Carol in a chair across.

CAROL
Was it a diamond ring?

ALICE
No...

Alice sighs heavily.

ALICE (CONT'D)
But it looked incredibly valuable.

CAROL
So... after weighing all the possible cons with all the
unlikely pros, you just kicked him out?

ALICE
I don't need the lecture.

10
CAROL
Alice...

Carol rises, crosses to Alice, and sits on the coffee table before her, leaning in.

CAROL (CONT'D)
Honey, listen. Just because Daddy left doesn't mean
they all will.

ALICE
Well...

Alice sits up. She notices something in the pocket of her dress, pulls it out. It's the little wooden
box.

ALICE (CONT'D)
The ring! He slipped it in my pocket.

Alice rises, strides toward the door.

ALICE (CONT'D)
There's no way.

Carol rises, gazing after her departing daughter.

EXT. ALICE'S STREET / ALLEY -- NIGHT

Alice exits her building, ring box in hand.

ALICE (CONT'D)
Jack!

Alice trots to an alley mouth. She hears a MAN'S pained yell from down the alley. She runs after
the sound.

REVEAL Jack, by the open back door of a van. Two MEN are roughing him up and shoving him
into the back.

Alice arrives just in time to see the two Men enclosing Jack in the back of the van. She runs
toward them at top speed.

ALICE (CONT'D)
Jack!

The Men climb into the van and the van roars away, tires skidding.

Alice runs after the van as fast as she can, but it's no use. The van screeches around a corner,
and Alice comes to a panting stop.

A smartly dressed MAN steps out of the shadows. He wears neatly pressed pants, a white shirt,
white shoes, a light gray blazer, and a lapel pin shaped like a white rabbit. This is the WHITE
RABBIT. Like Jack, he speaks with an English accent.

11
WHITE RABBIT
I'm afraid he's gone.

ALICE
Who are you?

The White Rabbit strolls toward her. Alice eyes him suspiciously.

WHITE RABBIT
A friend of Jack's. I'm here to help him.

The White Rabbit walks in a slow circle around Alice.

ALICE
Then why didn't you? Who are those guys?

WHITE RABBIT
Jack took something that didn't belong to him. We
need it back.

ALICE
What are you talking about?

WHITE RABBIT
The ring, Alice.

Behind her back, Alice twists the ring box half open.

ALICE
How do you know my name? Where have you taken
Jack?

WHITE RABBIT
He's quite safe.

ALICE
Then bring him back and let him tell me himself.

WHITE RABBIT
I'm afraid he's got to go back with me to face
charges.

Alice pops the ring box open. It makes a distinctive sound that alerts the White Rabbit.

WHITE RABBIT (CONT'D)


So you do have it.

The White Rabbit lunges at Alice.

ALICE
No!

Alice counters with a Judo hold, throwing the Rabbit against a wall.

12
ALICE (CONT'D)
Where have you taken Jack?

But the White Rabbit has a few moves of his own. He knocks Alice's hand with his cane and
grabs her wrist. The ring box falls to the ground and rolls along.

The White Rabbit's eyes widen as he spots the box. He tosses her aside, lunges at the box, and
snaps it up. He then takes off running down the alley.

Alice takes off after the fleeing Rabbit.

ALICE (CONT'D)
Wait!

EXT. DARK ALLEYWAYS -- MOMENTS LATER

The White Rabbit's shadow passes along a wall ahead of Alice. She chases as fast as she can,
but he remains just out of sight, around the next corner.

ALICE (CONT'D)
Hey! Stop!

Alice stops, looks around. She spots some steps leading up into an abandoned building. She
climbs rapidly.

INT. ABANDONED BUILDING -- DISUSED HALL -- MOMENT LATER

The White Rabbit rounds a corner and heads straight for an old, ornate mirror hanging on a wall.
He leaps into it, disappearing through its rippling surface.

Alice chases after the Rabbit, rounding a corner at top speed. She sees the mirror at the last
moment, but it's too late, her momentum carrying her forward.

ALICE (CONT'D)
Oh! Whoa--

She trips, stumbles into the mirror and through it.

INT. VORTEX -- MOMENTS LATER

Shards of brilliant light kaleidoscope around Alice as she spins through a spiraling vortex.

She looks up, or down, terrified, unable to place herself. A dark hole appears in the bright light,
getting larger, accelerating toward Alice.

It fills the space around her, swallowing her up until CRASH! Alice hits the ground.

INT. UNDERGROUND TUNNEL -- DAY

Alice groggily raises her head. We hear the drip of water, pings of light in the darkness reflecting
off a wall. Alice struggles to her feet, looks around.

She appears to be in a tunnel, the surface of which, beyond where Alice stands, is submerged in
water. Something mechanical groans to life somewhere out there in the darkness. Electricity
crackles.

13
ALICE (CONT'D)
Hello?

Alice sees someone in the corridor ahead. It's the White Rabbit. He glances back at Alice, then
hurries in the opposite direction.

ALICE (CONT'D
Hey!

Alice breaks into a run, sloshing through the water after the White Rabbit.

ALICE (CONT'D)
Wait!

Alice chases the Rabbit around a corner.

EXT. UNDERWORLD CITY -- MOMENTS LATER

Alice bursts out of a door, then stops abruptly, nearly falling off the roof of a huge, looming tower.

ALICE (CONT'D)
Oh!

Alice gazes off, awed by the sight.

ALICE
What is this place?

Beyond Alice is a strange, vast, surreal city with buildings descending up and down to infinity.

A movement catches her eye. It's the White Rabbit, running toward another doorway in the
distance.

ALICE (CONT'D)
Hey!

Alice runs after the Rabbit.

ALICE (CONT'D)
Wait!

The Rabbit glances back at Alice and ducks through a passage. She gives chase.

The Rabbit continues on, stepping briskly past the rubble of a fallen wall.

Alice chases, panting.

The Rabbit runs behind a tree growing from the rooftop. Alice is right behind, darting after him.

Alice stops abruptly, spotting the two Men, or THUGS, from the van in the alley, dragging Jack
toward another building. Jack appears to be unconscious.

14
ALICE (CONT'D)
(sotto)
Jack.

The White Rabbit trails Jack and the Thugs, casting glances over his shoulder. Alice remains
hidden behind the tree.

WHITE RABBIT
Come on!

The White Rabbit rushes up the steps ahead of the Thugs, opening the door with a white rabbit
symbol on it. Rabbit, Thugs and Jack enter the building, doors closing behind them.

Alice darts out of hiding and runs across a suspended walkway. She reaches the doors. On the
doors, "WHITE RABBIT" is written below the White Rabbit's symbol.

Alice tries to look in a window, but can see nothing. She tries one of the doors. It opens,
unlocked. Peering inside, she sees a corridor stretching into the distance, filled with lush plants.

A rumble distracts her. She looks around, then up. A giant, hovering machine, the size of a
Zeppelin, but shaped like a Scarab beetle, hovers in the air above her, approaching, its wide
beam almost touching the buildings on either side. A searchlight sweeps the streets below.

A small amount of light hits the exposed skin on Alice's right arm. The skin immediately begins to
color, a dark, greenish pattern spreading. She rushes into the White Rabbit building.

INT. WHITE RABBIT BUILDING -- DAY

Alice edges along the plant-lined corridor. She pauses, scraping the new spot on her arm. It won't
come off. She continues on warily. She comes to another passage and peers down it. At the far
end of the passage Alice can make out a white pedestal bearing a tiny bottle with red liquid
inside.

Alice crosses to the bottle and picks it up. "Curiosity" is written on a label on the bottle, and on the
other side of the label: "killed the cat".

Alice sets down the bottle and looks around. The walls in this new room are padded, each wall
centered by a small vent. She crouches at a vent, opens it, peers in.

ALICE'S POV-- A honeycomb of boxes, in each a PERSON, unconscious, but alive. Each is
marked with a green splotch. She recognizes one of them, the Homeless Man she gave the
apples to.

ALICE (CONT'D)
Oh, my god.

WHITE FLASH

15
EXT. STREET -- DAY -- FLASHBACK

The Homeless Man shakes a cup.

HOMELESS MAN
Spare some change, ma'am?

ALICE (O/S)
No, but I've got these.

Alice passes a bag of apples.

WHITE FLASH

INT. WHITE RABBIT BUILDING -- RESUME

Alice gazes through the slot, horrified.

ALICE (CONT'D)
What's happened to you?

A door slams shut.

Alice rises, gasping, and looks around. She's now enclosed completely in the padded room. She
pounds on a wall.

ALICE (CONT'D)
Hey!

There is a hydraulic grinding as the padded ceiling begins to lower.

ALICE (CONT'D)
No! Stop!

Alice crouches as the ceiling sinks lower and lower, threatening to crush her. Now the far wall
likewise begins to close in. the box gets smaller and smaller.

ALICE (CONT'D)
Stop!

Hydraulics clunk and rattle, and the ceiling and walls stop moving.

The White Rabbit peers in one of the small slots.

WHITE RABBIT
Good. We have her. Take them away.

ALICE
Let me out of this thing!

WHITE RABBIT
Temper, temper.

16
ALICE
What the hell is this place?

WHITE RABBIT
Mm, you shouldn't have come after me, little oyster.

The White Rabbit moves away from the slot.

ALICE
Hey! Come back here!

Through the slot, Alice sees the White Rabbit backing away.

The box jolts, creaks, as if in motion.

REVEAL the White Rabbit outside the box, watching as the box is lifted by a cable.

WHITE RABBIT
Must dash. Running late.

The White Rabbit strolls off.

In the box, Alice tests the edges of the walls, seeking a way out. She finds a bit of space at the
bottom of one wall. She takes out a hairpin and slides it under, seeking a catch. She finds where
a latch keeps the floor in place. Using the hairpin, she pulls back the latch.

The floor gives way, and all at once Alice is in freefall.

EXT. UNDERWORLD CITY -- CONTINUOUS

At the last moment, Alice reaches up and grabs the edge of the box. She dangles from the box,
which in turn dangles beside several other boxes, likewise suspended. Beyond the boxes we can
see mountains in the distance, white clouds and blue sky above.

Alice looks down. Below her is a crystal blue lake. Above, a Scarab, from which all the boxes
dangle. The giant beetle-ship drones as it moves ponderously through the air.

Alice can't hold on any longer. Her hands slip and she drops through the air, screaming.

EXT. POOL OF TEARS -- CONTINUOUS

SPLASH! Alice lands in the lake.

Alice drifts underwater for a moment, stunned by the impact, but then swims to the surface and
gasps for breath.

She looks around, sees the awesome Wonderland city bordering the lake. A strong current pulls
her toward the city.

17
EXT. WONDERLAND CITY -- CANAL / CANAL BANK -- LATER

Alice drifts in a canal at the edge of the city. She swims to the side and hauls herself up onto the
bank.

As she gets her breath, she notices a rat caught in a trap to one side. Looking further, she sees a
strange little man watching her, knife in hand. This is a RATCATCHER.

Alice climbs to her feet.

ALICE
Don't even think about it, buddy.

The Ratcatcher notices the green mark on her arm.

RATCATCHER
You're an oyster!

Alice glances at her marking.

ALICE
Just put the knife away.

The Ratcatcher tucks his knife into his belt.

RATCATCHER
I don't want nothin' to do with you, you hear? I'm a
workin' man.

The Ratcatcher picks up his trap and net.

RATCATCHER (CONT'D)
I don't want no trouble.

They both look up as something rumbles above them. It's another Scarab hovering by.

Alice and the Ratcatcher run for cover, hiding behind some boxes. The Ratcatcher clutches Alice
fearfully by the arms.

RATCATCHER (CONT'D)
Suits see us together, we both be dead.

The Ratcatcher darts off.

ALICE
Wait! I need directions, sir!

RATCATCHER
Go 'way. Can't help no oyster.

Alice pulls some money out of her pocket.

18
ALICE
I'll pay you! Look, I have some money.

The Ratcatcher pauses, eyeing her with interest. He approaches again.

RATCATCHER
What's that?

ALICE
Uh... 20 bucks.

RATCATCHER
"Bucks?"

ALICE
I'm looking for a man who was kidnapped and
brought here. If you help me find him...

Alice offers the money.

ALICE (CONT'D)
It's yours.

RATCATCHER
An oyster like you?

ALICE
(beat)
Yeah.

The Ratcatcher takes the money, sniffs it, licks it, makes a face.

RATCATCHER
Yuck.

Alice extends a hand to shake, smiles.

ALICE (CONT'D)
I'm Alice.

The Ratcatcher's eyes widen, not taking her hand.

RATCATCHER
"The" Alice? The Alice of Legend?

ALICE
Uh, you're kind of freaking me out. Um, the guy that
I'm looking for, he's probably locked inside that
flying-beetle thing. Do you know where it's headed?

RATCATCHER
You... come with me.

He shuffles away. Alice doesn't follow. He beckons her.

19
RATCATCHER (CONT'D)
Quick, quick!

Alice takes off after the Ratcatcher. They climb a set of stairs and trot along a bridge over the
canal.

EXT. TEA SHOP -- DAY

Alice and the Ratcatcher huddle by a building across from the Tea Shop. The Ratcatcher wraps
his greasy neckerchief around Alice's green mark.

ALICE
Oh, thanks... but, no, no, I'm good.

RATCATCHER
Oh, they see you, oyster, you dead.

ALICE
They? Who's "they?"

RATCATCHER
First, I go. Count 10, then follow, okay?

ALICE
No, what's in there?

RATCATCHER
A man who knows!

ALICE
Knows what? Wait!

But the Ratcatcher is already away, hurrying across the street and into the Tea Shop.

Alice waits until the Ratcatcher has entered the Tea Shop, and then follows, running to the Tea
Shop.

INT. TEA SHOP -- LATER

A wall of sound hits Alice as she edges into the Tea Shop.

The Tea Shop is filled with WONDERLANDERS, sitting at tables, gathering around boards that
line a wall, huddled in groups, shouting at the tops of their lungs consumed by an atmosphere of
feverish trading.

Alice looks around for the Ratcatcher, but he's disappeared.

A tiny man sits slumped at a podium, asleep, snoring softly. This is DORMOUSE.

A MAN writes prices on a blackboard as the Wonderlanders shout numbers at him, everyone
caught up in the buying and selling. He changes the price under a commodity entitled, "BLISS".
The other commodities on the blackboard include "SERENITY" and "BEAUTY".

Alice walks through the commotion, taking it in, eyes wide. She sees a line of bottles on a wall,
one marked, "LUST", another, "EXCITEMENT", still another, "PASSION".

20
(CONTINUED)

BANG! The smack of a gavel makes Alice jump.

A hush descends as everyone turns to Dormouse at the podium, who is drifting to sleep again
after his brief activity. Suddenly he starts awake again, banging the gavel. He raises his voice and
issues a pronouncement to the hushed Wonderlanders.

DORMOUSE
I have an important announcement! A new tea has
just come on the market. You ever get that guilty
feeling? Huh? Maybe you abandoned the wife and
kids and left 'em without a crumb to split between
them? Or maybe you killed someone? A relative... or
a neighbor... and it's left that niggling feeling in the
pit of your stomach... that's growing little by little into
a dull... throbbing pain...

Alice scans the faces of the avidly listening Wonderlanders.

DORMOUSE (CONT'D)
gnawing away at you... undermining your
confidence... and making you feel sick and worthless
and fearful? Well, fear no longer! Because..."Clear
Conscience" has finally arrived!

Dormouse takes out a beaker of liquid. Tinkling music starts up. The Dormouse chuckles

DORMOUSE (CONT'D)
Ah-hah! The latest wonder-of-wonders from that
remarkable wonder of all wonders-- the Hearts
Casino!

The Dormouse cackles with glee, then lapses into sleep, snoring immediately.

Immediately the place goes berserk, Wonderlanders shouting their orders and waving buying
slips in the air.

The Ratcatcher slips through the mob and takes Alice's arm.

RATCATCHER
(quietly)
This way.

The Ratcatcher steers Alice away.

INT. HATTER'S OFFICE -- DAY

The Ratcatcher leads Alice into a strange office.

The floor is dirt, with various plants growing out of it, but the furniture is sleek and modern, in a
1960s kind of way, and bright white. A series of intricate vents frame the back wall. In the corner
is a hat stand bearing several top hats.

A MAN sits in a wingback chair, facing away from Alice, his face obscured.

21
HATTER (O/S)
Would you like a cup of tea?

ALICE
No, thank you.
(beat)
Who are you?

The chair spins toward Alice, REVEALING HATTER. He's in his late 20s, handsome, in a roguish
sort of way. He wears a 70s style leather jacket and a shirt with a wide collar. Atop his head he
wears a stylish top-hat.

HATTER
A friend... I hope. I run the Tea Shop.

The Ratcatcher unties the neckerchief covering Alice's green spot.

RATCATCHER
See?

Alice yanks her arm away from the Ratcatcher.

Hatter rises abruptly.

HATTER
How did you break out of Scarab?

ALICE
The beetle thing?

The Hatter grunts affirmatively.

ALICE (CONT'D)
I used my hair pin and...

HATTER
...Fell?

ALICE
As you can see, I'm drenched.

The Hatter nods.

ALICE (CONT'D)
This place--? Where-- What is it?

HATTER
Oh! Wonderland.

ALICE
That's a story in a kid's book.

22
HATTER
Does this look like a kid's story to you?

Alice's eyes move along the room.

ALICE
No.

HATTER
It's changed a lot since then.

Hatter saunters up to Alice.

ALICE
Oh, so you're saying that it was real?

HATTER
You oysters don't know how to find us, so-- excuse
me--

Hatter lifts Alice's arm and inspect the green mark under a magnifying glass.

HATTER (CONT'D)
you tell yourself that we don't exist, and, quite
frankly, I like to keep it that way.

ALICE
Why am I an "oyster?" This?

Alice rubs the stain.

HATTER
That's not gonna come off.

Hatter smiles half-apologetically.

HATTER (CONT'D)
Sorry.

Alice looks at him. Hatter's smile drops.

HATTER (CONT'D)
Only people from your world turn green when burned
by the light.

Hatter crosses to his desk to set down the magnifying glass.

HATTER (CONT'D)
It's the Suits' way of brandin' their catch, and they
call you "oysters" because of the shiny little pearls
that you all carry inside.

ALICE
What do you mean, "pearls"?

23
RATCATCHER
She's Alice! T-Tell him who you are.

HATTER
Wow. Really?

Hatter does a circle around Alice.

HATTER (CONT'D)
(mockingly)
Whoo...

Hatter chuckles, looks at Ratcatcher. Ratcatcher doesn't smile. Hatter's smile drops.

HATTER (CONT'D)
"Ratty" here thinks you're Alice... of Legend.

ALICE
(beat)
Who?

HATTER
The last, um... the last time a girl called Alice came
here from your world, she brought down the whole
house of cards. Oh, yeah. Made quite an
impression... although it was 150 years ago. It can't
be the same girl! Oysters don't even live that long.

RATCATCHER
I still want a good price.

ALICE
Wait a minute. I am not for sale.

Hatter raises a finger to Alice, shushing her. His eyes remain fixed on the Ratcatcher's. Finally he
turns away, crosses to the wall behind his desk. The Ratcatcher starts to follow, stepping on the
grass carpet around the desk.

HATTER
(snaps)
Not on the grass!

The Ratcatcher backs off the grass.

Hatter stops at a row of colored vials at the back wall.

HATTER (CONT'D)
Right.

Hatter picks up a vial, considers Ratcatcher for a beat, and then selects another.

HATTER (CONT'D)
Here we are. Mm!

Hatter slowly approaches Ratcatcher, bottle in hand.

24
HATTER (CONT'D)
Pink Nectar... filled with the thrill of human
excitement. 50 oysters were drained of every last
drop of hullabaloo so that you, Ratty, can... taste
what it feels like to win... just once.

Ratcatcher grabs eagerly for the vial. Hatter draws it back.

HATTER (CONT'D)
Warning-- don't take it on an empty stomach, and
only one tiny little drop at a time, otherwise, the
experience might burst your shriveled-up little heart.
Got it?

RATCATCHER
Got it.

HATTER
Good. Go.

Hatter passes the bottle. Ratcatcher snatches it and takes off at a run.

Hatter sniffs his fingers, makes a face.

HATTER (CONT'D)
He really smells.

ALICE
"Oysters were drained?" What do you mean,
"drained"?

Hatter eyes her for a beat, then turns away.

HATTER
Ratty tells me you're looking for someone.

ALICE
His name is Jack Chase. He was taken by a man
with a white rabbit on his lapel.

Hatter sits at his desk, picking up his tea. He freezes momentarily at the mention of the White
Rabbit.

HATTER
I see. Mm.

The Hatter sips his tea.

HATTER (CONT'D)
"The White Rabbit" is an organization controlled by
the Suits. They travel back and forth through the
Looking Glass and vanish people from your world to
ours.

25
ALICE
Why?

HATTER
To use... in the casino.

ALICE
"Use?"

Hatter stops drinking, sets down his tea, rises.

HATTER
Did I say "use"? Slip of the tongue. They're fine. You
know, they keep them... alive, and... moderately
happy.

ALICE
How do I get to this casino?

HATTER
That's the thing... you don't. Way too dangerous.
But...

Hatter steps closer.

HATTER (CONT'D)
I know some people who... know some... well,
other people... if you know what I mean. It's one of
the privileges of... running a Tea Shop.

Hatter leans in, pops his lips. Alice startles.

HATTER (CONT'D)
Lighten up.

Hatter trots to a wardrobe full of jackets, opens it with a flourish.

HATTER (CONT'D)
Tah-dah! You...

Hatter takes out a jacket.

HATTER (CONT'D)
should wear this. It'll cover the glow and stop you
from catching a cold.

Hatter brings her the jacket.

ALICE
I have a little money, but I understand you don't use
that here?

HATTER
Pieces of paper... pointless.

26
ALICE
Then why would you help me?

Hatter steps behind Alice, speaks into her ear.

HATTER
Do I need a reason to help a pretty girl in a very wet
dress?

Alice turns to Hatter, glares at him.

HATTER (CONT'D)
(offended)
Oh. I see. You don't trust me. Fine!

Hatter slaps the coat down on a couch.

HATTER (CONT'D)
I am genuinely hurt. Do you know why they call me
"Hatter?"

Alice considers for a beat.

ALICE
Because you wear a hat?

HATTER
(beat)
No. Because I'm always there when they "pass the
hat," so to speak.

Hatter crosses to a chair, stands behind it.

HATTER (CONT'D)
Philanthropy... generosity... I mean, you--you can
call it what you will. It's who I am, and, right now,
looking at you there, there's nothing I want more
than to... help you find...

ALICE
Jack.

HATTER
...Jack! And return you both to your charming world
of children's stories.

ALICE
I don't believe you.

HATTER
I know what you're thinking.

Hatter crosses to Alice again.

27
HATTER (CONT'D)
If I'm the frying pan, then that, out there, is the fire.
I'll be square with ya. I know people who like to help
your kind, and if, every once in a while, I scratch
their back...

ALICE
They'll scratch yours?

HATTER
Precisely! Lot of scratchin'.

Alice picks up the jacket and puts it on as Hatter moves to the back door.

HATTER (CONT'D)
Do try to keep up.

Hatter opens the back door, revealing a view of the street outside-- a forbidding sight. Hatter
indicates for Alice to exit.

Alice takes a beat to collect herself, then heads for the door.

EXT. WONDERLAND -- HAPPY HEARTS CASINO -- DAY

A Scarab approaches a building in the shape of a giant house of cards. A neon sign flashes,
"Happy Hearts - living the dream".

INT. HAPPY HEARTS CASINO -- LOBBY -- DAY

The White Rabbit sits in the swirling 60s lobby. A slick-looking man in a long black robe, with a
headdress resembling a "club", crosses to the White Rabbit. This is the 10 OF CLUBS. The White
Rabbit rises.

10 OF CLUBS
(snaps)
You're late.

WHITE RABBIT
I know. I'm sorry.

The 10 of Clubs stalks on, the White Rabbit following.

28
INT. HAPPY HEARTS CASINO -- GAMING ROOM -- DAY

CHORUS GIRLS dance in sexy outfits with feathered headdresses. They have "diamond"
symbols stitched to their outfits.

Sexy CROUPIERS run the gaming tables, where ORDINARY-LOOKING PEOPLE from the real
world gamble with blank expressions on their faces, all of them marked with the green stains.
These People are all barefoot, their feet on metal conductors in the floor, which transmit the warm
glow of their feelings down thin lines.

THUGS in SUITS circle the room, keeping an eye on things, while above all this several 60s GO-
GO DANCERS in diamond miniskirts twist and mash potato.

The 10 of Clubs leads the White Rabbit through the casino.

A Croupier sets down a series of winning Blackjack hands.

CROUPIER
(seductively)
Black jack...Black jack Black jack... Everyone's a
winner.

A WOMAN sets a hand on her winnings, letting out a long, contented sigh, her happiness flowing
like vapor into the sensors at her feet.

Another Croupier spins a roulette wheel. The People at her table grin, closing their eyes
beatifically, their energy flowing through their bare feet.

At another area, a line of ORDINARY MEN watch the shimmying Chorus Girls, their satisfaction
flowing into the floor.

INT. HAPPY HEARTS CASINO -- DISTILLERY -- MOMENTS LATER

Vats of liquid bubble. Gears grind. Energy hums through copper pipes, purified liquid emotion
dripping drop by drop into massive vats.

A distinguished-looking older MAN in a clear plastic lab coat walks through the distillery. This is
the CARPENTER, the man who built the distillery.

He speaks with a thick-set man with a bushy mustache. He is the WALRUS, the Carpenter's
ever-present and silent minder.

CARPENTER
The time has come, Walrus, old friend, to test our
many stills.

They pass a series of vats marked "RELIEF" "CONTENTMENT" and "PASSION".

29
CARPENTER (CONT'D)
The "oohs", the "ahhs," the healing drops, the
passions, the thrills... and see how joy and awe and
lust...

The Carpenter approaches a table loaded with beakers and pipes. Several TECHNICIANS are at
work.

CARPENTER (CONT'D)
...Can all be turned to pills.

The Carpenter checks his apparatus. He picks up a beaker labeled "PASSION", and samples it.

CARPENTER (CONT'D)
Mm...

An adjutant -- the 9 OF CLUBS -- enters.

9 OF CLUBS
Ah--

CARPENTER
What is it?

9 OF CLUBS
Uh, the King requests your presence, Carpenter.

INT. WONDERLAND CITY -- UNDERGROUND -- DAY

Hatter and Alice descend a ladder into the underground world of the great Wonderland city.

As Alice nears the bottom, Hatter reaches out to help her down. The touch brings a brief
connection, a meeting of the eyes.

ALICE
(stiffly)
Thank you.

Hatter continues on, but Alice stays put, gripping the ladder, staring down at the vertiginous drop
off the roadside ledge.

Hatter returns.

HATTER
What's the matter?

ALICE
I've got a thing about heights.

Alice chuckles shakily.

ALICE (CONT'D)
Why couldn't you guys build the city on the ground?

30
HATTER
Look at me.

Alice closes her eyes, quietly hyperventilating.

HATTER (CONT'D)
Alice...?

Alice opens her eyes, looks at Hatter. He offers his hand. She takes it.

HATTER (CONT'D)
Try not to look down. Okay?

Alice nods slightly.

As Hatter walks her slowly away from the ledge, Alice keeps her eyes fixed to his.

INT. HAPPY HEARTS CASINO -- THRONE ROOM -- DAY

In a swirling 60s room, the KING OF HEARTS, an unassuming, blunt-featured man, presides
over the COURT like a CEO over his board of directors.

KING OF HEARTS
The Scarab just brought in the last shipment of
oysters.

Carpenter and Walrus stand respectfully in attendance.

CARPENTER
How many?

KING OF HEARTS
20. Make the most of them.

The King paces along the boardroom table.

KING OF HEARTS (CONT'D)


We won't be getting any more until we find that Ring
and restart the Looking Glass. There was just
enough juice left in it for the last sortie, and the
Queen would like you to harvest more unusual
emotions.

The King mounts the dais and sits in his throne, set lower than the Queen's.

CARPENTER
It-it-it's... difficult enough getting the simple ones.
You know it takes a thousand thrills to make just the
tiniest drop.

KING OF HEARTS
People want to experience more exotic wonders...

The King rises and descends from the dais.

31
KING OF HEARTS (CONT'D)
surprise...adoration...ecstasy...calm...elation! Now,
keepin' the masses happy is a very great
responsibility, Carpenter, and one that weighs heavy
on my shoulders. If our people don't feel what they
want to feel when they want to feel it, well, the whole
system breaks down!

The King sighs, pacing.

KING OF HEARTS (CONT'D)


Instant gratification... is a very complex business.
That's why we have to keep moving forward, forever
discovering more exotic wonders.

The doors open behind the King, and in step the 10 of Clubs and the White Rabbit.

KING OF HEARTS (CONT'D)


(to White Rabbit)
Ah! There you are!

The King approaches the White Rabbit excitedly. The White Rabbit smiles, lifting the ancient ring
box.

KING OF HEARTS (CONT'D)


Oh, joy. Oh, bright day!

The King chuckles gleefully, taking the box.

KING OF HEARTS (CONT'D)


Finally, and at last! Oh...

The King inspects the box, puzzled.

KING OF HEARTS (CONT'D)


How do you open this thing?

WHITE RABBIT
I don't know, Majesty.

KING OF HEARTS
Well, there's a hidden catch somewhere, but I can
never remember!

The King passes the box back to the White Rabbit.

KING OF HEARTS (CONT'D)


(to 10 of Clubs)
Okay. Summon the Queen.

The 10 of Clubs bows.

32
INT. HAPPY HEARTS CASINO -- GAMING ROOM -- DAY

CLOSE ON the spinning roulette wheel. Balls land in their slots.

CROUPIER (O/S)
23...

REVEAL a Croupier presiding over the roulette wheel, beaming.

CROUPIER (CONT'D)
17!

A 30-something HOUSEWIFE, a MAILMAN, and several other ordinary OYSTERS stand around
the wheel.

CROUPIER (CONT'D)
54... and... 10! Everyone's a winner!

The Housewife and the Mailman sigh blissfully.

HOUSEWIFE
(to Mailman)
This is such a rush!

The Croupier looks up, concerned. She snaps her fingers, getting the PIT-BOSS' attention.

CROUPIER
That one talked!

HOUSEWIFE
Oh, my god! What's the time? I've got to pick up my
kids!

The Croupier picks up a phone.

CROUPIER
We have a conscious one here.

The Pit-Boss moves off.

HOUSEWIFE
I better see if I can find the car.

The Housewife tries to move away from the table, but her feet are stuck to the floor. She looks
down with concern.

HOUSEWIFE (CONT'D)
I can't move my-- What's going on here?

A LAB TECHNICIAN and a SUIT enter.

SUIT
Ma'am?

33
The Suit smiles at the Housewife.

HOUSEWIFE
Oh! Hello! My feet seem to be stuck.

The Technician presses a button on a remote control, and the Housewife's feet become unstuck.

SUIT
Oh... There's nothing wrong with your feet, ma'am.
Tell you what. Why don't you come with us? We'll
help you find what you're looking for.

The Housewife steps away from the table, the Suit's hand on her elbow.

HOUSEWIFE
Oh... My kids. I think I have kids, a family. I'm pretty
sure my husband's a Taurus. Do you know my
name? I can't remember my name for some reason!

SUIT
You don't need to bother with technical things like
that, ma'am.

Carpenter enters with another LAB TECHNICIAN, approaching the Housewife.

CARPENTER
What's wrong?

SUIT
She's regaining her faculties.

HOUSEWIFE
(to Carpenter)
Do you know my name? Something beginning with a
"B," I think.

CARPENTER
(to Suit)
Take her to the waiting room.

SUIT
(to Housewife)
Come with us.

The Housewife smiles gratefully as the Suit leads her out.

34
INT. HAPPY HEARTS CASINO -- WAITING ROOM -- DAY

Three OYSTERS -- an ELDER MAN, a FEMALE STUDENT, and a COP look up as the Suit
ushers in the Housewife and closes the door behind her. The Housewife looks dazed.

ELDER MAN
Did you talk?

The Housewife looks at him.

ELDER MAN (CONT'D)


You shouldn't have talked.

HOUSEWIFE
I was worried about my kids.

The Elder Man rises and helps the Housewife to a chair. She stares off woodenly.

ELDER MAN
We all have family somewhere.

HOUSEWIFE
I've got to find my car.

ELDER MAN
You can't leave. None of us can.

The Elder Man helps her into a seat.

INT. WONDERLAND CITY -- ROW OF DOORS -- DAY

Alice and Hatter stand at a door in a row of identical doors. He knocks. A slot slides open.

HATTER
I'm returning a library book. It's a work of Edwin and
Morcar.

Through the slot we see DUCK'S bearded mouth.

DUCK
How does the little crocodile improve his shining tail?

HATTER
He pours water of the Nile on every golden scale.

The slot slams shut and the door opens, revealing rough-looking man dress in an old uniform.
This is Duck.

DUCK
Come on, be quick.

35
INT. UNDERGROUND ELEVATOR -- CONTINUOUS

Hatter and Alice join Duck in an elevator that looks exactly like a 1930s bus.

HATTER
Hello, Duck.

Duck adjusts some levers and the elevator shudders to life, commencing a rapid descent.

Alice sits on a bench, clutching tightly as the elevator groans down, lights flickering.

HATTER (CONT'D)
(to Alice)
It's all right.

The elevator groans to a stop, powering down.

HATTER (CONT'D)
Wait--

There is a final thud.

DUCK
Oh--

The elevator lies still.

Hatter turns to the door and Alice rises to exit. They freeze.

INT. GREAT LIBRARY-- ORPHEUM -- CONTINUOUS

A woman, OWL, is waiting for them in a beautiful corridor with arched columns on either side. She
points a shotgun at Alice and Hatter. Hatter and Alice look over their shoulders and see that Duck
also has a gun in his hand, pressed to Hatter's back.

Hatter, Alice and Duck file out of the elevator.

HATTER
Why don't we just put these things away? Come on,
you know me well enough.

DUCK
We have our orders.

OWL
(to Hatter)
Keep that right hand where we can see it!

Hatter sighs, turns to Owl and Duck.

HATTER
It's just flesh and blood.

36
OWL
Right. We've all seen what you can do with that
sledgehammer.

HATTER
Did you like the box of comfits I brought you guys
last week?

Owl looks to Duck.

HATTER (CONT'D)
The cured meats... and the cheese?

DUCK
They're all gone.

HATTER
Well, if you don't treat me with a little respect, you
won't get another crumb.

Owl and Duck lower their guns.

OWL
Sorry, Hatter. Everyone's a little jumpy.

HATTER
Everyone's always a little jumpy.

Owl leads Hatter and Alice down the arched corridor.

ALICE
Where are we?

HATTER
The Great Library. There's 5,000 years of history
hidden here-- art... literature... law. Rescued when
the Queen of Hearts seized power. She'd like
nothing more than to see this burnt to nothin'.

Alice stops, peering off.

ALICE
Who are those poor people?

Alice looks over the railing at an amazing sight. Corridor after corridor is stacked high with books,
parchments, scrolls and records of every type, and in between the rows, makeshift tents are
pitched. PEOPLE talk, work, go about their day, living among the books.

Hatter moves to the rail, gazing down.

37
HATTER
Refugees. Those who don't want to be a part of
Queen's world of instant gratification.

Two Women kneel over a girl lying under a blanket by a pile of books.

WOMAN #1
Just another drop.

HATTER
We give them shelter and try to feed them as best
we can, but it is dangerous. If the Queen found out,
they wouldn't stand a chance.

Hatter and Alice gaze down at the People camping among the books.

ALICE
Why does she want to destroy all of this?

HATTER
Wisdom is her biggest threat. She controls people
with a quick fix.

INT. HAPPY HEARTS CASINO -- THRONE ROOM -- DAY

The doors open to admit the QUEEN OF HEARTS and her RETINUE. SUITS, various CLUBS,
and the White Rabbit stand at attention. The King stands by his throne, waiting. The Queen
moves to her throne, passes a scepter to the 10 of Clubs in passing. She turns to the Court. Her
bearing is outwardly pleasant, but with a deeply sinister undercurrent.

QUEEN OF HEARTS
How are all my lovely Suits today?

The Court bows to the Queen.

KING OF HEARTS
We are very happy, ma'am.

QUEEN OF HEARTS
How nice. You're all so clever and pretty.

The Queen sits. The King and the Suits takes their seats.

KING OF HEARTS
We've found the Stone of Wonderland.

She turns to the King.

QUEEN OF HEARTS
Where is it?

The White Rabbit ascends the dais, kneeling before the Queen, the ring box offered on a pillow.

38
KING OF HEARTS
We will have the Looking Glass up and running in no
time, and, this time, we'll pull in 50 or 100 oysters a
day.

Smiling to herself, the Queen eagerly flicks the box's hidden catch opens the lid. The joy drains
from her face.

QUEEN OF HEARTS
(icily)
What a charming practical joke.

KING OF HEARTS
(puzzled)
My dear?

The Queen shows the box to the King. Empty.

QUEEN OF HEARTS
Why am I not surprised?

The King rises, stunned, and takes the two halves of the empty box, staring at them. He looks to
the Rabbit.

KING OF HEARTS
The girl!

WHITE FLASH

EXT. ALLEY -- NIGHT -- FLASHBACK

Alice holds her hands behind her back. The White Rabbit holds out his hand, palm up.

WHITE RABBIT
The ring, Alice.

Alice opens the ring box with a click.

WHITE FLASH

INT. HAPPY HEARTS CASINO -- THRONE ROOM -- RESUME

The White Rabbit's eyes shift nervously.

QUEEN OF HEARTS
(to King of Hearts)
Girl?

KING OF HEARTS
Agent White took the box from a girl, an oyster. She
must have the ring.

WHITE RABBIT
Yes.

39
QUEEN OF HEARTS
(to White Rabbit)
Where is she now?

The White Rabbit blinks rapidly.

WHITE RABBIT
She... um... escaped.

The Queen stares coldly at the White Rabbit.

KING OF HEARTS
What exactly do you mean, "escaped"?

WHITE RABBIT
Some of the honeycomb containers are getting a
little old. We have, uh, renovations planned in next
year's budget, but--

The Queen rises.

QUEEN OF HEARTS
(bitterly)
An oyster is running around Wonderland with my
ring?

WHITE RABBIT
We'll find her!

QUEEN OF HEARTS
Oh, we'll find her, all right. But you, Agent White, will
take no further part.

10 OF CLUBS
His head, ma'am?

The Queen waves a hand.

QUEEN OF HEARTS
(snaps)
Yes, of course. What else? His foot?

The Queen walks onto the boardroom table around which the Suits are seated.

KING OF HEARTS
I'll put all Suits on standby.

The 9 of Clubs takes the White Rabbit by the arm, hauling him away.

QUEEN OF HEARTS
No! It will only alert the Resistance. The last thing we
want is to feed that riff-raff a grain of
encouragement.

The Queen gazes off, scheming.

40
QUEEN OF HEARTS (CONT'D)
No, we need someone who can work quietly, behind
the scenes... someone cold-blooded, ruthless...
criminally insane.

The Queen perks up, looking back at the King.

QUEEN OF HEARTS (CONT'D)


Is Mad March alive yet?

INT. GREAT LIBRARY -- DODO'S SANCTUARY -- NUNNERY -- DAY

Hatter, Alice, Owl and Duck stand facing Dodo's desk.

HATTER
She's looking for her boyfriend, a "Jack Chance."

ALICE
Chase... His name is Jack Chase.

HATTER
She needs help. I thought of you, Dodo.

REVEAL DODO, a large, menacing man, looming in the shadows.

DODO
Really?

Dodo steps into the light.

DODO (CONT'D)
And why would I want to help your oyster when you
know that bringing her here puts us all at risk?

HATTER
Oh, please. I've spent years smuggling more
dangerous things than this down here.

Dodo smiles coldly.

DODO
You know what rankles most about blood-sucking
carpetbaggers like you, Hatter?
(beat)
Your gall. While we risk our lives trying to bring
freedom to ungrateful leeches like you, you swan
about, living the good life.

HATTER
Stop your crowing. You know I'm on your side.

DODO
I'm sure you say that to all your enemies.

41
HATTER
I do what's necessary. I kiss what butts need kissing
so your machine stays oiled.

ALICE
Look, if you can't help me, I'll just leave.

Alice turns to go.

Dodo chuckles.

DODO
Headstrong, isn't she?

Alice swivels on Dodo.

ALICE
Can you help me get Jack out of the casino?

DODO
I don't see how.

HATTER
The Resistance has contacts inside the casino,
right?

Dodo looks away noncommittally.

DODO
No comment.

HATTER
Use them to find her guy. She can pay you, but I
want my usual cut up front.

Alice looks at Hatter questioningly.

Dodo rounds his desk, intrigued.

DODO
Pay me? Pay me with what?

Hatter moves to Alice's side.

HATTER
Show him the rock, Alice.

Alice looks sharply at Hatter.

ALICE
What?

HATTER
The ring on your finger.

42
ALICE
No. That is off-limits!

HATTER
It's all you have, Alice.

ALICE
No!

Dodo strides up and grabs Alice's hand, eagerly inspecting the ring on her finger.

DODO
(awed)
It's not possible.

Alice yanks her hand free.

DODO (CONT'D)
Where did you get it?

ALICE
It's none of your business. It's not for sale.

DODO
(roars)
Where did you get it?

HATTER
What--What is it?

Dodo grabs Alice's hand again.

DODO
Your oyster is wearing the Stone of Wonderland!

Hatter stares at Alice, shocked.

HATTER
That's impossible.

DODO
I'm never wrong.

HATTER
Where did you get it?

Alice steps back from the two men, both of whom are leaning intently toward her.

ALICE
Jack gave it to me.

HATTER
Jack?

43
ALICE
Jack Chase, the guy we're looking for.

DODO
Well, where did he get it?

ALICE
I don't know!

DODO
Give it to me!

ALICE
No!

Dodo turns to Owl, waving a hand.

DODO
Take her out!

Owl racks her shotgun and points it at Alice.

ALICE
Are you crazy?

Hatter steps in between Owl and Alice.

HATTER
Stop! Just wait!

DODO
You're in way over your head, Hatter.

HATTER
Just give me one second to talk to her, okay?

In a flash there is a gun in Dodo's hand, cocked and pointed at Hatter.

DODO
It controls the Looking Glass.

Alice raises her hands.

ALICE
Whoa.

DODO
You know that.

HATTER
Calm down. Put the gun away. I'm sure we can all
get what we want here.

44
ALICE
Look, no one is getting this ring!

Dodo steps menacingly forward, gun pointed.

DODO
We've been waiting for years for a break like this,
and now it falls into our laps.

HATTER
Stop waving that thing around. You're scaring
everyone!

DODO
If we can return the oysters back to their world,
maybe we can save ours.

HATTER
Just put the gun down!

Dodo's eyes burn fiercely.

DODO
Think about it! The Queen... reduced to mopping
floors. It'll be just like the old days. Justice...
reason... and the rule of law!

HATTER
Stop this!

Hatter grabs Dodo's gun. The gun goes off. Hatter flies back into a bookshelf.

ALICE
No!

Owl's eyes go wide. She clutches her shotgun to her chest.

Alice pants with alarm.

OWL
You've shot Hatter!

Alice eyes Dodo, who still has his gun aimed at Hatter on the floor.

45
DODO
We don't need him anymore. The ring is our ticket
out of here.

Alice lunges at Dodo, grabbing Dodo's gun hand and twisting Dodo to the ground. She turns and
runs, barreling past Duck, who just watches her go.

Dodo struggles to his feet.

BANG! A gun goes off. It's Hatter, sitting up, clutching his chest, a gun in his hand. Hatter rises,
gun pointed.

HATTER
(to Dodo)
Leave her alone, or, believe me, the next one will be
aimed at your head!

INT. GREAT LIBRARY -- ORPHEUM -- DAY

Alice runs through the great library.

INT. DODO'S SANCTUARY -- NUNNERY -- DAY

Wounded, Hatter keeps his gun pointed at Dodo.

Owl has her shotgun pointed, but from the way she winces away it doesn't look like she'd use it.

DODO
Look, Hatter, this is a game-changer! I'll give you
three times your price-- 5! 10! You name it!

Dodo closes in on Hatter. Hatter shakes his gun, stopping Dodo.

HATTER
Back off!

DODO
If you let her leave with the ring, I'll have every
member of the Resistance hunting you down. You'll
be dead before teatime!

HATTER
And that's the thanks I get, huh? For keeping you
bums fed and watered all these years?

Dodo grabs Hatter's wrist, twisting the gun out of his hand. Hatter goes down. Dodo runs out after
Alice.

46
INT. GREAT LIBRARY -- ELEVATOR BUS / ORPHEUM -- MOMENTS LATER

Alice jumps into the elevator, frantically fumbling with the controls. She looks out the doorway and
sees a door open at the end of the Orpheum hallway, Dodo running toward her. She keeps
fumbling with the controls.

Looking up again, Alice sees Hatter running after Dodo and tackling him to the floor.

ALICE
Hatter!

HATTER
(calling)
It's the blue button!

Alice looks down at the controls as the two men continue to fight. She finds the blue button, but
doesn't push it.

HATTER (CONT'D)
Go, Alice! Hurry up and push the blue button! Go!

Hatter swings at Dodo, hitting a pillar instead.

HATTER (CONT'D)
Lucky.

Dodo knees Hatter in the chest and face, knocking him down. He kneels over the smaller man
and pummels him.

Alice rushes out of the elevator and charges at Dodo. She kicks him in the face, punches him,
and then rolls him over her back, depositing him on the floor.

ALICE
Come on, Hatter!

Alice helps Hatter to his feet. Together they run for the elevator.

HATTER
How did you do that?

Dodo climbs to his feet.

Alice helps Hatter into the bus. He collapses to the floor. She pushes the blue button and the
elevator rises, shaking and groaning.

Dodo calls in anguish from the hall.

DODO
No!

Alice tends to Hatter, unbuttoning his shirt. He groans in pain, panting.

47
ALICE
How bad is it?

Underneath Hatter's shirt Alice finds a flak jacket, a bullet imbedded in it.

ALICE
Body armor? You're not even wounded.

Alice hits the spot where Hatter was struck by the bullet, rising angrily.

ALICE (CONT'D)
You lied to me!

HATTER
I was trying to help you!

ALICE
By selling my ring?

HATTER
I didn't know it was the Stone of Wonderland, did I?

ALICE
Well, you could've asked me before bringing me
here!

Hatter rubs his neck, wincing.

HATTER
You wouldn't have come!

ALICE
You're damn right, I wouldn't. He almost killed me!

HATTER
Yeah, well, he actually shot me!

Alice stamps angrily.

ALICE
Yeah, now tell me the truth. What is the Stone of
Wonderland?

HATTER
It's a big deal. It was mined by the ancient Knights to
power the Looking Glass, the door that connects our
world to yours.

ALICE
"Knights?"

48
HATTER
They were all wiped out a long time ago by the
Queen. She took their Looking Glass and, of
course... the Stone.

Hatter groans, breathing heavily.

HATTER (CONT'D)
How did Jack get hold of it?

Alice looks at the ring, awed.

INT. HAPPY HEARTS CASINO -- LABORATORY -- DAY

Liquid bubbles in vials. A rabbit head cookie jar sits on the counter. The Carpenter takes a cookie
as he works.

Plastic-suited Technicians work in calm silence, mixing, filtering, homogenizing the precious drops
of emotion.

The 10 of Clubs enters, strides up to the Carpenter.

CARPENTER
What now?

10 OF CLUBS
The Queen wishes to know whether you have
revived Mad March?

The Carpenter looks lost.

10 OF CLUBS (CONT'D)
The Queen's favorite assassin?

CARPENTER
Oh! Yes, of course. Uh, no, I'm still working on him.

The 10 of Clubs glances around.

10 OF CLUBS
Where is he?

The Carpenter makes a face.

49
INT. HAPPY HEARTS CASINO -- LABORATORY -- LATER

The Carpenter raises a sheet covering a body, showing the 10 of Clubs. Walrus, as always, looks
on.

10 OF CLUBS
Where's his head?

The Carpenter lowers the sheet.

CARPENTER
That's the part I'm still working on.

10 OF CLUBS
Well, I'll try to arrange an extension of... say, an
hour.

The Carpenter chuckles.

CARPENTER
Are you kidding? This will take weeks.

10 OF CLUBS
Well, the Queen wants him now.

CARPENTER
Tough!

The 10 of Clubs just gives him a look. The Carpenter checks himself.

CARPENTER (CONT'D)
Bio-molecular transdistropia is a delicate and
complex process which requires time. Besides
which... the subject is dead.

The Carpenter turns away.

10 OF CLUBS
Is that what you'd like me to tell the Queen? "Tough."

CARPENTER
No, but--

10 OF CLUBS
Good! Then have him ready in an hour.

The 10 of Clubs strides out.

The Carpenter shakes his head in frustration. His eyes alight on something that makes him
pause-- the rabbit head cookie jar.

50
EXT. UNDERWORLD ALLEYS -- DAY

Alice marches out of the elevator. Hatter follows slowly. In her hurry, Alice nearly walks clean off
the side of the building.

ALICE
Whoa!

Alice grips a tree to steady herself.

HATTER
Where do you think you're going?

ALICE
Anywhere but here.

Alice rounds the tree, trying to get away from Hatter.

HATTER
There are no-go areas in this town.

ALICE
I don't believe this is happening. I mean, this place,
you people-- this is all too weird!

HATTER
Listen, calm down. I'm gonna try and get you home,
okay?

ALICE
Really?

Alice moves the other way around the tree, Hatter trailing.

HATTER
Yes, really. I could--

Hatter stops, pursing his lips.

HATTER (CONT'D)
Could you just keep still?

Alice halts.

ALICE
And what's in it for you? Let me guess-- you want
your "usual cut up front?"

HATTER
I don't blame you for being angry. I acted
impetuously---

ALICE
No, selfishly. You acted selfishly.

51
HATTER
Whatever word you want to use! Let me make it up
to you.
(beat)
Alice, this is a dangerous place. Trust me, you're
gonna need my help.

Alice glares back at him.

INT. HAPPY HEARTS CASINO -- THRONE ROOM -- DAY

The Carpenter strides in with Walrus at his heels.

QUEEN OF HEARTS
Well? Where is he? I don't see him.

CARPENTER
Before I present Mad March... I--I feel I should
warn-- uh-- prepare you--

QUEEN OF HEARTS
What?

CARPENTER
In the interest of... expediency, I've had to make
some... technical adjustments.

KING OF HEARTS
What are you talking about?

CARPENTER
Shortcuts.

QUEEN OF HEARTS
(coldly)
How short?

Carpenter hesitates, can't find the words. Finally he sighs, shaking his head, and turns to the
door.

A pair of SERVANTS open the doors, admitting MAD MARCH, his head twisted around front to
back. The rabbit cookie jar has become a head filled with transistor circuit boards. Mad March
swivels his head around, in line now with his body.

The Queen rises, staring at Mad March.

QUEEN OF HEARTS (CONT'D)


What on Earth have you done to him?

CARPENTER
Uh, think of him as a... hybrid, Majesty.

The Queen descends from the dais.

52
CARPENTER (CONT'D)
In many ways, he's better than before.

KING OF HEARTS
We don't need a user manual, do we? I hate user
manuals.

The Queen approaches Mad March.

CARPENTER
Uh-- not too close. He's still finding his way.

The Queen stops a few paces from Mad March.

QUEEN OF HEARTS
Does he have all his old skills?

She rounds behind Mad March, inspecting him.

QUEEN OF HEARTS (CONT'D)


Forensics? Tracking?
(brightening)
Homicidal mania?

CARPENTER
I believe so.

The Queen's smile disappears.

QUEEN OF HEARTS
"Believe so?"

CARPENTER
There wasn't much time for testing.

QUEEN OF HEARTS
Does he speak?

The Carpenter looks to Walrus, who shrugs.

QUEEN OF HEARTS (CONT'D)


Let's try him out, then.

She speaks directly to Mad March, loudly and slowly.

QUEEN OF HEARTS (CONT'D)


Mad March... how are you today?

MAD MARCH
Piss... off...you... cow.

Gasps and murmurs rise from the Suits.

The Queen beams.

53
QUEEN OF HEARTS
Excellent!

She chuckles happily.

QUEEN OF HEARTS (CONT'D)


He's good as new!

The Queen rubs her hands together, regarding her new toy.

QUEEN OF HEARTS (CONT'D)


Now then, Marchy, I need you to find someone... a
girl.

MAD MARCH
Not interested.

QUEEN OF HEARTS
I see. How disappointing. Well, in that case, we'll just
have to find another use for you. Let's put him in the
Gaming Room, where the Geeks can have fun with
him.

Mad March's head whirs.

MAD MARCH
What?

QUEEN OF HEARTS
What else am I to do with you? I'm devastated, truly.

MAD MARCH
(sarcastic)
Aww. That's too bad.

QUEEN OF HEARTS
Take him away. He's obviously past his prime.

Carpenter and Walrus approach Mad March as the Queen of Hearts heads back to her throne.

MAD MARCH
Okay. Okay! Tell me about this broad.

The Queen turns to Mad March, a satisfied expression on her face.

54
EXT. STREETS NEAR THE TEA SHOP / TEA SHOP -- DAY

Hatter and Alice move along a ledge, empty but for them.

HATTER
The Looking Glass is the only way to get you back
home... and is here in the city, but it's the most
heavily-guarded piece of kit in Wonderland.

ALICE
I've got to find Jack first.

Hatter stops, turns to her.

HATTER
Have you not heard a word I've said?

ALICE
I don't know how he got mixed up in this, but I know
that he's not a thief. He was trying to... surprise me
or sweep me off my feet, and, so, somehow, he got
hold of this ring, and it has landed him in a pile of
trouble.
(long beat)
If it wasn't for me, he would be home safe.

Hatter gives her a skeptical look.

HATTER
How did he get hold of it?

ALICE
Well, I don't know.

Alice steps past Hatter, continuing along the ledge.

ALICE (CONT'D)
The point is, I'm the only one who can get him out of
this mess.

HATTER
How d'you figure that out?

ALICE
Well, I've got the ring. I can use it to negotiate his
release.

HATTER
Aw... no. No. You--

Alice stops.

ALICE
No?

55
HATTER
No, you can't negotiate with the Queen. She's crazy.
You have to cut your losses. You get the hell out of
here while you still can.

ALICE
No, I can't just abandon Jack. I mean, he's innocent.
(beat)
And, besides, I like him.

HATTER
Oh, you "like him?"

ALICE
Yes.

Hatter steps past Alice.

ALICE (CONT'D)
A lot!

Hatter swivels on her.

HATTER
Trust me, I--I know a thing or two about liking
people, and, in time, after much chocolate and
cream cake, "like" turns into "what was his name
again?"

ALICE
No, not in my world. Look, I have a bad record with
liking guys.

HATTER
There's a shock.

Hatter continues on. She scrambles after him.

ALICE
Well-- and this is the first one that has meant
anything. There's no way that I'm going to give him
up now.

Hatter raises a staying hand, peering off at the Tea House in the distance.

HATTER
Stay close.

They continue forward carefully, sneaking up to a phone booth and watching an altercation taking
place in front of the Tea Shop.

Suits are milling around outside the Tea Shop. Mad March shakes a WONDERLANDER roughly,
questioning him. To one side, the 10 of Clubs questions Ratcatcher.

56
MAD MARCH
Hey. Hey! Did you see her? Hey! Get outta here!

Mad March grabs the Wonderlander and tosses him off the deck. The Wonderlander's momentum
carries him on. He rolls off the edge of the road and down into the depths below, screaming as he
falls.

Mad March turns to another WONDERLANDER.

MAD MARCH (CONT'D0


Hey. You! What about you? Did you see her?

Hatter and Alice remain hidden as the 10 of Clubs questions Ratcatcher.

10 OF CLUBS
Wait, wait, wait, wait.

RATCATCHER
I asked her---

10 OF CLUBS
She told you she was Alice?

RATCATCHER
Yeah.

Hatter and Alice look on from hiding.

HATTER
(to Alice)
You work with rats long enough and you turn into
one, eh?

ALICE
What is that?

They eye Mad March.

HATTER
Nothing I've ever seen before.

Hatter squints at Mad March, recognition dawning.

HATTER (CONT'D0
Wait...

Mad March's head swivels toward the telephone booth.

HATTER (CONT'D)
No, it can't be.

Mad March descends from the porch, heading directly for Hatter and Alice. The 10 of Clubs
notices.

57
10 OF CLUBS
Sir? Sir!
(calling)
Suits!

The 10 of Clubs waves the Suits after him as he trots after Mad March.

10 OF CLUBS (CONT'D)
Sir?

Hatter and Alice run down a side street. Hatter stops suddenly.

ALICE
What?

HATTER
We should run. Run!

Hatter and Alice break into a run.

Mad March, the 10 of Clubs, and the Suits are in steady pursuit, walking briskly.

Hatter and Alice scramble along the overgrown street.

HATTER (CONT'D)
Quickly! Come on!

Hatter and Alice run into an adjoining street, Mad March and the Suits right on their heels.

HATTER (CONT'D)
That way.

EXT. WOODEN JETTY -- DAY

Small boats are moored along the side of the jetty.

HATTER (CONT'D)
Down here! It's my smuggling boat.

Hatter clambers into a small motor boat, Alice following.

HATTER (CONT'D)
Quickly!

Mad March and the others move toward the jetty.

Hatter pulls the engine cord as Alice unties the boat. The engine won't start.

HATTER (CONT'D)
Hang on. There's a knack to this. Which, apparently,
I've never learnt!

The 10 of Clubs moves to the fore, trotting ahead of Mad March.

Hatter moves to the steering wheel at the bow. He turns the ignition. The boat won't start.

58
HATTER (CONT'D)
Come on!

Hatter frantically turns the ignition.

Mad March, the 10 of Clubs, and the Suit reach the jetty just as the boat finally fires up.

10 OF CLUBS
Blast!

They watch as the boat pulls away from the dock.

10 OF CLUBS (CONT'D)
I'll call for a Scarab.

The 10 of Clubs pulls out a communication device.

EXT. POOL OF TEARS -- OPEN WATER -- DAY

Hatter and Alice buzz over the tranquil surface, far from the city.

ALICE
Where is the casino?

HATTER
I've already told you, you can't negotiate with the
Queen. But... the White Rabbit is a different kettle of
onions.
(beat)
Perhaps they'll do a deal. It's a long shot, but it's the
only one we've got.

Alice looks at Hatter.

ALICE
"We?"

Hatter keeps his eyes on the water before them.

HATTER
I don't know if you noticed, Alice, but my shop was
ransacked. I'm homeless. I'm a target, not only for
the Suits, but for the Resistance as well, and there's
only so many places in Wonderland I can hide. The
way I see it, I've only got one option...

ALICE
(beat)
Which is?

HATTER
Go back with you... to your world.

Alice looks at him with feeling, but before she can say anything she hears a rumbling drone. She
and Hatter turn and see a Scarab bearing down on.

59
HATTER (CONT'D)
Before we do anything, we have to shake that Royal
Flush.

Hatter revs the throttle.

INT. SCARAB -- BRIDGE -- DAY

A large window to the sky. Mad March, the 10 of Clubs, and a few Suits stand at the window,
looking down at the Pool of Tears.

10 OF CLUBS
They're heading for the shore.

EXT. LAKESIDE -- DAY

Hatter uses long branches to hide the boat at the water's edge. Panting, he climbs up into the
woods, where Alice stands looking out.

HATTER
I don't know who that weirdo is leading the posse,
but he's got one hell of a nose for blood.

They gaze off together.

HATTER (CONT'D)
And this is the place to find it.

A distant creature wails mournfully.

ALICE
What was that?

HATTER
There's things in these woods that defy imagination.

Hatter strides on into the woods.

HATTER (CONT'D)
Come on, we haven't got much time.

Alice doesn't move. Hatter looks back at her.

HATTER (CONT'D)
Look, we can't shake the posse. We can't fight 'em,
either. There's only one thing left to try.

ALICE
What's that?

HATTER
Lead 'em into a trap.

Hatter turns to go.

60
EXT. DARK FORESTS -- DAY

Hatter and Alice journey deep into the woods.

HATTER (CONT'D)
Keep your breathing shallow.

A creature roars nearby. They stop cold. Alice clutches Hatter's arm.

ALICE
Did you hear that?

HATTER
Yeah, but you should find a tree that you can climb.

ALICE
What? Why?

HATTER
The trap we talked about? This is it. I'm the bait. Go.

Hatter runs off.

ALICE
Wait! What is it? Tell me!

Alice runs after Hatter and takes his arm again. He relents.

HATTER
It's a Jabberwock.

ALICE
What?

HATTER
Alice? Less of the questions. Just get going.

ALICE
(beat)
You're gonna lead this thing back to the posse?

HATTER
Yes, after it gets a good look at me! Now, could you
just please go?

ALICE
That's your plan?

61
HATTER
If you don't--

The Jabberwock roars, closer than ever, cutting Hatter short.

Heavy footsteps shake the ground. A creature the size of a small house steps up behind them. It
has scaly skin, a long neck, powerful hind legs, a sharp spine, and a huge, snapping mouth. It
roars savagely, looking from one to the other. This is the JABBERWOCK, Wonderland's version
of the T-Rex.

HATTER (CONT'D)
Run.

Hatter and Alice take off in opposite directions. The Jabberwock roars, chasing Alice, crashing
through the forest.

Hatter stops, turns back, sees the Jabberwock chasing the wrong target.

HATTER (CONT'D)
Not that way! Alice!

Hatter runs after Alice and the Jabberwock.

Alice sprints, terrified, in no particular direction, the Jabberwock right on her heels, Hatter
struggling to keep up.

The Jabberwock almost catches Alice, but stumbles at the last moment.

Alice slips between two trees standing close together, falls.

The Jabberwock tries to bull directly through the trees, but only its head and neck make it
through. The body wedges there, seemingly stuck, as the Jabberwock roars, jaws wide, mere feet
from Alice. Wind from its breath blasts into Alice. She lies prone, stunned.

Hatter comes running up.

HATTER (CONT'D)
Run!

Hatter gives the Jabberwock a stiff punch in the eye.

The Jabberwock recoils, bellowing.

Hatter helps Alice to her feet.

HATTER (CONT'D)
Come on! You okay?

ALICE
Yeah.

Hatter and Alice run off through the woods.

62
HATTER
Come on!

They gain some distance. The Jabberwock isn't in sight anymore. It looks like they might just be
in the clear when the ground gives way beneath them. A simple bear trap in the forest swallows
them up.

Hatter and Alice lie awkwardly between sharp, pointed stakes buried in the pit floor.

HATTER (CONT'D)
Ow.

Hatter groans.

HATTER (CONT'D)
You okay?

ALICE
Just about.

Heavy footsteps approach.

HATTER
Oh!

They hear an ominous growling nearby.

HATTER (CONT'D)
(whispers)
Stay still.

The Jabberwock looms above them, head swaying from side to side. It lets out a tremendous
bellow, comes in for the kill and skewers itself on one of the stakes. It pulls away, roars in
anger, and stomps off into the woods, losing interest.

Hatter and Alice sit up gingerly.

Another figure suddenly looms over them, looking down into the pit-- a wild old man in a hodge-
podge suit of armor, the WHITE KNIGHT.

WHITE KNIGHT
Vermin! Saboteurs! Anarchists!

The White Knight holds his hands about a foot apart.

WHITE KNIGHT (CONT'D)


I was this close to catching him! This close!

The White Knight lowers his hands.

WHITE KNIGHT (CONT'D)


Degenerate bagheads!

63
EXT. LAKESIDE -- DAY

The Suits uncover the small boat, Mad March and the 10 of Clubs looking on. The 10 of Clubs
turns to Mad March.

10 OF CLUBS
That's it.

MAD MARCH
This way.

Mad March walks off into the woods, the 10 of Clubs following.

INT. DARK FORESTS -- DAY

Alice and Hatter are out of the hole, looking on, as the White Knight surveys the damage to his
trap. Although grey-haired and 60ish, the Knight seems limber, striding about with blustering
confidence. He's a cross between Don Quixote and one of those Japanese soldiers discovered
on desert islands years after the war.

WHITE KNIGHT
Subverters! Pig-pushing flecks!

The White Knight freezes, tensing, fists clenched.

WHITE KNIGHT (CONT'D)


Bug-bashers!

ALICE
Who the hell are you?

The White Knight straightens with dignity.

WHITE KNIGHT
I... am a knight.

He steps toward them, stumbles, straightens again, regaining his composure.

WHITE KNIGHT (CONT'D)


The White Knight, to be precise. Sir Charles Eustace
Fotheringhay Le Malvois the Third.

Silence. The Knight's horse whinnies.

WHITE KNIGHT (CONT'D)


Who... are you?

ALICE
I'm... Alice.

WHITE KNIGHT
Alice?

The White Knight perks up with interest.

64
WHITE KNIGHT (CONT'D)
The Alice?

The Knight leans close, inspecting her closely.

WHITE KNIGHT (CONT'D)


The... Alice?

ALICE
No. Just..."Alice."

The Knight's eyes dart to and fro, his brow knitting.

WHITE KNIGHT
"Justalice?"

HATTER
I thought all you guys were wiped out years ago.

WHITE KNIGHT
Well, ya thought wrong. As you can see, I'm as fit as
a butcher's dog.

The Knight slaps his hands into his sides.

ALICE
Are there any others like you?

The Knight snorts in amusement.

WHITE KNIGHT
Certainly not! I'm a one-off.

The Knight trundles over to a shovel on the ground.

WHITE KNIGHT (CONT'D)


My Nan used to say that if I was the only eligible
bachelor left in the world

Straining slightly, the Knight picks up the shovel.

WHITE KNIGHT (CONT'D)


...there wasn't a warthog or wall-flower who'd polish
my escutcheon.

The Knight emits a wheezing laugh, which isn't shared by Alice and Hatter.

ALICE
No, I meant, are there any the other knights in these
woods? Your comrades-in-arms?

65
WHITE KNIGHT
Heavens, no. Are you mad? We were all wiped out
years ago.

Hatter's brow furrows. He points at the pit.

HATTER
You dug that pit on your own?

The Knight drops his shovel and advances on Hatter, wagging a finger.

WHITE KNIGHT
You think I'm too old? Well, let me tell you
something, knugface--

Alice and Hatter back away from the crazed-looking knight.

WHITE KNIGHT (CONT'D)


Youth is vastly overrated! I may have put on a few
years, but I'm crafty. I've a very inventive and
calculating mind, stacked high with ground-breaking,
state-of-the-art ideas. I invent all sorts of things.

They pause.

WHITE KNIGHT (CONT'D)


The beehive mousetrap, for instance.

The Knight paces back and forth.

WHITE KNIGHT (CONT'D)


This here "pit," as you so rudely call it, is, in fact, my
third attempt at the Gravity-Assisted Snare Mark
IV.

HATTER
(to Alice)
He's mad as a box of frogs.
(to White Knight)
How the hell have you survived?

The Knight gazes off into the woods for a long beat, hands extended, and then turns his eyes on
Hatter.

WHITE KNIGHT
Hmm! Oh, yes. I'm a knight... and I'm an inventor,
mm, as I said, although, if I'm honest, it's strictly on a
part-time basis.

Hatter and Alice eye the Knight.

HATTER
You don't say.

66
WHITE KNIGHT
And I dabble in the black arts... now and then.
Soothsaying...

The Knight speaks in a deep, dramatic voice.

WHITE KNIGHT (CONT'D)


Toe-nail readings... that sort of thing.

The Knight trails off.

WHITE KNIGHT (CONT'D)


Here, let me show you! Give me your palm.

The Knight grabs Alice's hand, the one bearing the ring.

ALICE (CONT'D)
Get off!

Alice snatches back her hand, but it's too late. The Knight has seen the ring.

WHITE KNIGHT
What's that on your finger?

ALICE
Nothing.

WHITE KNIGHT
It's the sacred ring.

The Knight steps closer, an feverish look in his eyes.

WHITE KNIGHT (CONT'D)


The Stone of Wonderland. Our ring!

Hatter puts a hand on the Knight.

HATTER
Don't get too excited, granddad. The ring stays on
the lady's finger, okay?

The Knight gasps in exaltation, falling to his knees, pressing his hands together and closing his
eyes.

WHITE KNIGHT
It is meant to be! This time, this place, this meeting
in the woods...

HATTER
(to Alice)
Okay, we need to get away from him before he gets
us killed.

Hatter takes Alice's arm and walks her a few steps. She stops.

67
ALICE
But maybe he can help us.

HATTER
Have you forgotten about the weirdo that's tailing
us?

Hatter points at the Knight, who continues to mutter to himself.

HATTER (CONT'D)
This... freak-show is going to draw his attention for
sure.

ALICE
If this knight has survived out here for this long,
maybe he knows a thing or two.

Alice approaches the Knight again, interrupting him.

ALICE (CONT'D)
Listen, Charlie, we have some very bad men
following us who want to kill us and steal the ring. Do
you know anywhere we can lay low for a while?

The Knight remains on his knees, eyes shut.

WHITE KNIGHT
The stars are aligned in a cosmic r-r-ray of hope!

HATTER
(to Alice)
And you want to put your faith in him?

The Knight continues praying dramatically under his breath.

ALICE
(to Hatter)
Yes. He might be nuts and 150 years old and
dressed like a car crash, but he's a survivor.

WHITE KNIGHT
And I'm not deaf!

The Knight rises with effort, turning to Alice.

WHITE KNIGHT (CONT'D)


Justalice... I will be honored to escort you, your
goods... and... vassal to my sacred kingdom.

Hatter smarts at the word "vassal".

The Knight bows to Alice.

HATTER
Did he just call me a "vassal?"

68
EXT. WOODS / BLUFF OVERLOOKING KINGDOM OF KNIGHTS -- DAY

The Knight, Hatter, and Alice ride on horseback, Hatter and Alice doubled up. Their horse is in the
rear, dragging an oddly-shaped rake, which wipes away their tracks.

They enter a section of deeper forest. The Knight hums and sings incoherently to himself.

Hatter looks back at the rake device, admiring it.

HATTER (CONT'D)
Even works over mud. It's wiping the tracks clean
away. Maybe Senile Sam does have a trick or two
up his, uh... "escutcheon."

The Knight stops a short ways ahead of them.

WHITE KNIGHT
Welcome...

The Knight pulls back some foliage with a dramatic flourish.

WHITE KNIGHT (CONT'D)


to the Kingdom of the Knights.

Below them are the ruins of a great city in a vast, dormant volcano. Great stone buildings stretch
high, towers shaped like classic chess pieces. Hatter is genuinely awed.

HATTER
Well, well...what do you know?

EXT. KINGDOM OF THE KNIGHTS -- DAY

The White Knight leads Alice and Hatter through the overgrown city, its structures so covered that
they merge seamlessly with the forest. Knights, rooks, and bishops loom over them like sad
giants.

WHITE KNIGHT
Before the war with the Queen of Hearts... this... was
once the greatest city in the realm. The Red King
and his elected council ruled Wonderland with the
wisdom of the ages.

ALICE
And the Hearts destroyed everything?

WHITE KNIGHT
We lived in harmony for a thousand years, but when
the Queen came to power... she just wanted to feel
the good... not the bad.
(long beat)
Believe it or not, this... was once the throne room.

They gaze off at the Knight's ramshackle camp.

69
WHITE KNIGHT (CONT'D)
Sadly, all that's left now...is the throne.

REVEAL the throne, and on it, topped by a crown and dressed in ancient armor, a skeleton.

EXT. FOREST -- DAY

Mad March stands on a tree bough, gazing off. In the distance he sees the chess piece towers
rising out of the forest.

EXT. KING OF THE KNIGHTS -- WHITE KNIGHT'S SHELTER -- NIGHT

CLOSE ON a rope and pulley system churning away, powering a bellows. The White Knight
stands at the fire, cooking in the huge flame. The Knight's cozy shelter is a scrap yard of
inventions in progress.

Hatter and Alice sit to one side, gnawing some bones.

ALICE
Mm! That's good, Charlie. What was it?

WHITE KNIGHT
Barbecued Borogove. Uh, they're the devil to catch,
but well worth the trouble, don't you think?

Alice eyes the bone dubiously. She shrugs.

ALICE
When in Rome...

Alice tosses the bone aside.

WHITE KNIGHT
Shan't be long.

The Knight strides off.

ALICE
(to Hatter)
What I want to know is how we're going to cut a deal
with the White Rabbit.

Hatter rises, taking his plate to the fire.

HATTER
I did say it was a long shot... but, as long as you've
got that ring, you've got a chance.

Hatter sets down the plate.

ALICE
"You"?

Alice rises, looking at Hatter.

70
ALICE (CONT'D)
What happened to "we"?

Hatter sighs heavily.

HATTER
I can't leave, Alice. Wonderland's my home. I'm can't
just abandon it, despite what I said. I have to stay
and fight.

ALICE
What?

HATTER
Seeing all this-- look-- this great kingdom, and
what... what has become of it, it's a wake-up call, to
be honest. My people--

Hatter paces.

HATTER (CONT'D)
I mean, the--the hundreds of refugees that are all
hiding underground, they're all counting on me.

ALICE
Didn't that Dodo guy say that he was going to have
you hunted down and killed?

Hatter nods.

HATTER
Yup. But... I'm thinking if I turn up with the ring, he
might forgive me.

Alice gives him a disappointed look.

ALICE
So that's what this was about.

HATTER
Don't worry. I'll get you home safe and sound first.

ALICE
And Jack?

Hatter takes a deep breath, sighs. He paces, turns back.

HATTER
You have to forget about Jack. We'll never get him
out of the casino alive, and trying is only going to set
off alarm bells. It'll make your escape impossible!

Alice angrily crosses the campsite and picks up some dishes.

71
ALICE
Okay, so you were just leading me on back there?

HATTER
Just believe me. It'll be suicide.

Alice tosses her plate on the pile, then sits, staring at the fire, ignoring Hatter.

HATTER (CONT'D)
Jack's a lucky guy.

Alice looks at him.

ALICE
What?

HATTER
Nothing. Look, it's late, and we all need our rest.

Hatter rounds the fire, approaching Alice.

HATTER (CONT'D)
We can... argue about this tomorrow. Yeah?

Alice ignores him.

Hatter removes his hat and walks off, head down.

EXT. KINGDOM OF THE KNIGHTS -- WHITE KNIGHT'S SHELTER -- NIGHT

The Knight lies in a hammock, snoring. The fire burns low.

Alice is curled up on a bed of straw, awake. She sits up, rises, and crosses to where Hatter
sleeps sitting up, his hat on his knee. He looks unusually peaceful. She looks at him for a long
beat, then starts off.

EXT. WOODS / BLUFF OVERLOOKING THE KINGDOM OF KNIGHTS -- MORNING

Alice climbs onto the rise, out of the breath. She leans on a trees and gazes back at the Knight's
kingdom, misty in the early morning. She sinks down, back to the tree, gazing off.

A tinkling bell gets her attention. She looks over. A CAT sits looking at her, meowing.

Alice rises, stares.

ALICE
Dinah?

The Cat mewls and darts off into the woods. Alice trails, finds Dinah a short distance away, sitting.

72
ALICE (CONT'D)
Dinah... you're alive? What are you doing here?

Dinah runs off again. Alice gives chase, but remains well behind.

ALICE (CONT'D)
Dinah!

Alice hears the Cat mewling in the distance, but she's lost sight of it. She runs on frantically,
casting her eyes this way and that.

The Cat appears on the trail ahead, then trots behind a tree.

EXT. DARK WOOD -- CONTINUOUS

Alice runs through the forest, following the faint tinkle of the Cat's bell. She stops abruptly, staring.
Before her is a door in a tree stump. The door swings open, as if by itself.

Alice approaches the doorway, peering in. She steps inside.

INT. ALICE'S CHILDHOOD HOME -- CONTINUOUS

Alice enters the tree trunk and finds herself in the foyer of a suburban home, although everything
is covered in earth, leaves, clearly abandoned for years.

EXT. DARK WOOD -- CONTINUOUS

The Cat sits outside, watching Alice.

INT. ALICE'S CHILDHOOD HOME -- CONTINUOUS

Alice turns to the Cat.

EXT. DARK WOOD -- CONTINUOUS

A broad grin spreads across the Cat's face.

INT. ALICE'S CHILDHOOD HOME -- CONTINUOUS

The door slams shut, locking Alice inside.

Alice stares at the door, but it's not the Alice we know. This is her YOUNGER self, 10 years old, in
a blue nightdress, and holding a book.

The hallway is also transformed, lit now in a homey glow, everything clean and ordered.

YOUNG ALICE
Dad?

Young Alice opens the door to her father's study, calls into the dark room.

73
YOUNG ALICE (CONT'D)
Dad?

She steps into the room and peers around. It's completely empty. The furniture, the carpets, the
lights, everything is gone. She drops her book: Alice's Adventures in Wonderland.

YOUNG ALICE (CONT'D)


Daddy? Daddy?

EXT. WOODS / BLUFF OVERLOOKING KINGDOM OF KNIGHTS -- DAY

Alice wakes. She's fallen asleep next to the tree. The Cat, the woods, the childhood home, it was
all a dream.

EXT. KINGDOM OF THE KNIGHTS -- WHITE KNIGHT'S SHELTER -- DAY

The Knight sleeps in his hammock, snoring, holding a Teddy.

An elaborate warning system springs into action. A guillotine falls, cutting a cord that sets a log
swinging. The log swings into a large water drum. The water drum spills into a wood catch, which
raises a stone, which sets a cage to rocking. A crow inside the cage lets out a squawk, waking
Hatter and the Knight.

HATTER
What was that?

WHITE KNIGHT
That's the early-warning system! Someone has
broken through the perimeter!

Hatter and the Knight rise. Hatter scans for signs of Alice.

HATTER
Where's Alice?

The Knight, panicking, picks up a club.

WHITE KNIGHT
Battle stations! Sound the order of the Seraphim!
Drum! Fife! Pickle!

Hatter stares at where Alice's coat, his gift to her, hangs from a ladder.

HATTER
No. No!
(beat)
I need a horse.

74
EXT. KINGDOM OF KNIGHTS -- HITCHING POST -- DAY

Hatter saddles a horse, the Knight standing to one side, watching.

WHITE KNIGHT
W-W-Which way should we go?

HATTER
You don't have to come, Charlie. This isn't your fight.

WHITE KNIGHT
You couldn't be more wrong! You led the Alice of
Legend to me for a reason.

Hatter keeps working as the White Knight grandly delivers his speech.

WHITE KNIGHT (CONT'D0


Call it what you will-- divinity, fate, an alignment of
forces beyond mortal understanding. In time, you will
see that I am the true paladin here, and you are
merely a harbinger.

The Knight clutches his back, becoming slightly more subdued.

WHITE KNIGHT (CONT'D)


Besides, y--you'll never find her without my help.
Remember... I am also well-versed in the black arts.

The Knight trails off, then jerks spasmodically, stares away, as if in a trance.

WHITE KNIGHT (CONT'D)


We shall be guided by my psychic connection to the
mysterious sinews that bind mankind to the outer
realm.

The Knight takes a deep, ragged breath.

Hatter mounts his horse.

WHITE KNIGHT (CONT'D)


Galadoon de booshe.

Hatter starts out.

WHITE KNIGHT (CONT'D)


You're going the wrong way, harbinger!

Hatter pauses, looking back.

WHITE KNIGHT (CONT'D)


We should go west.

75
HATTER
You go west. I'm going east.

The Knight turns to Hatter, brow furrowing.

WHITE KNIGHT
Why?

HATTER
She's gone to the Heart's Casino.

The horse whinnies. Hatter spurs it on.

The Knight appears consternated.

WHITE KNIGHT
But that's certain death. Why would she go there?

EXT. WONDERLAND CANYON -- DAY

Alice walks through a canyon filled with waist-high brush, looking around apprehensively.

Suits suddenly pop up all around, rising from hiding spots in the brush. Alice stops abruptly.

Mad March steps into view, followed by the 10 of Clubs.

MAD MARCH
Hello, Alice! You look like you can use a little
company.

Alice stares at Mad March, trapped.

INT. HAPPY HEARTS CASINO -- THRONE ROOM -- DAY

Something terrible, something unthinkable, has been said. The Queen glares.

QUEEN OF HEARTS
She's lying, of course.

Alice stands stiffly before the dais, lips pinched.

The King of Hearts steps down toward Alice. Mad March, the 10 of Clubs, and various Suits look
on.

KING OF HEARTS
We could search her again, of course... more...
thoroughly.

ALICE
Won't do any good.

KING OF HEARTS
Oh, I don't know about that.

76
QUEEN OF HEARTS
(reproachfully)
Winston!

The King turns to the Queen.

QUEEN OF HEARTS (CONT'D)


Where did you hide it, girl?

The King looks to Alice.

ALICE
I told you, I don't know what you're talking about. I've
never worn a ring in my life.

KING OF HEARTS
We know Jack gave you the ring, Alice. The White
Rabbit told us, heaven rest his soul.

The King rounds behind Alice, wagging a finger.

KING OF HEARTS (CONT'D)


But the question is... did you leave it in your world?

QUEEN OF HEARTS
Winston, you idiot! Now she knows we don't know
whether she brought it with her!

KING OF HEARTS
Ah. Mm. That's right.

The King chuckles sheepishly.

KING OF HEARTS (CONT'D)


Sorry, dearest. This interrogation business is very
tricky.

The King paces a few steps, then stops suddenly, turning back.

KING OF HEARTS (CONT'D)


Wait! Is she really that clever?

QUEEN OF HEARTS
Oh, yes. I think she just may be.

The Queen rises grandly, descends the dais.

77
QUEEN OF HEARTS (CONT'D)
You walked into Mad March's trap on purpose, didn't
you? You wanted him to catch you, because you
didn't know your way here. You'd only do that, of
course, if you had hidden the ring first, somewhere
very discreet. Am I right? Your plan was to cut a deal
with one of my cohorts, make your demands, and
return the ring only when they've been met.

The Queen approaches Alice, looking her in the eye.

QUEEN OF HEARTS (CONT'D)


But, suddenly, you find yourself face-to-face with the
Queen of Hearts herself, the most powerful woman
in the history of literature, and you don't know
whether you can go through with it. You've lost your
nerve. That about sums it up, doesn't it?

Alice swallows.

ALICE
No.

QUEEN OF HEARTS
No?

ALICE
I haven't lost my nerve.

The King grunts with satisfaction.

KING OF HEARTS
Now we've got her where we want her.

The Queen glances irritably at her husband.

QUEEN OF HEARTS
So, then, Alice, my dear... what are your demands?

ALICE
I want you to free my boyfriend, Jack Chase and
send us both home. When we're certain that we're
safe, I'll tell you where the ring is.

QUEEN OF HEARTS
I see.
(barks)
Number Nine. Go fetch this "Jack Chase."

9 OF HEARTS
But, ma'am--

78
QUEEN OF HEARTS
Do as you're told.

The 9 of Hearts hurries to the doors, opens them. Jack strides in, escorted by a pair of SUITS.

QUEEN OF HEARTS (CONT'D)


What a coincidence. It appears that Jack Chase was
waiting just outside the door. Me wonders why?

Alice turns, sees Jack standing there in a bright red suit. Her eyes widen.

ALICE
Jack?

Alice rushes up, throws her arms around Jack.

ALICE (CONT'D)
Are you all right?

JACK
I'm fine. What are you doing here?

QUEEN OF HEARTS
We found her running around the forest all on her
todd, so I brought her here. I was very curious to see
what sort of tart my son is hanging around with these
days.

Alice looks at the Queen with alarm.

ALICE
Son?
(to Jack)
You're her son?

QUEEN OF HEARTS
His real name is Jack Heart. He lied to you about
that, too.

JACK
Mother---

QUEEN OF HEARTS
Don't "Mother" me, you odious quisling. Your
girlfriend has hidden the Stone of Wonderland out
there in the bushes somewhere.

JACK
(blankly)
She's not my girlfriend. She's nothing to me.

Alice stares at Jack, hurt.

79
ALICE
Jack?

QUEEN OF HEARTS
So why did you give her my ring?

JACK
As I've said a thousand times before, I didn't give it
to her. She took it. She was an affair, that's all.
Someone to pass the time with while I explored her
world. I took the ring so as to be certain I had the
power to return. Little did I know she'd go through
my things while I slept. Alice... tell us where you hid
the ring.

Alice stares at Jack in confusion.

ALICE
What?

JACK
I didn't ask you to come here. I certainly didn't ask
you to hide the ring, so... come on... tell everyone
where it is.

Jack flares his eyes ever so slightly, indicating subtly that he doesn't mean what he says.

ALICE
I won't tell anyone where it is until you've taken me
home.

JACK
Perhaps that's not such a bad idea.

Jack turns to the Queen.

JACK (CONT'D)
If I take her home, you'll be sure to get it back.

QUEEN OF HEARTS
Brilliant. The only little niggle is, well, I wouldn't trust
you if you told me the sun was round.

KING OF HEARTS
Sadly, we've had to shut the Looking Glass
altogether now.

The Queen gazes coolly at Alice.

80
QUEEN OF HEARTS
I'm sure we can win over the lovely girl without
having to go all the way back to smelly old home-
sweet-home.

The doors open again, REVEALING a radiantly beautiful WOMAN in a form-fitting dress. She
sashays into the room like a runway model. This is the DUCHESS.

QUEEN OF HEARTS (CONT'D)


Ah... look who's here. Duchess.

DUCHESS
Majesty...

The Duchess curtsies.

KING OF HEARTS
(appreciatively)
Meow.

QUEEN OF HEARTS
Jack, have you nothing to say to your fiancee?

ALICE
What?

The Duchess circles behind Alice, eyeing her.

QUEEN OF HEARTS
Don't tell me Jack forgot to mention his life-long love,
his wildly romantic engagement, and upcoming
wedding?

DUCHESS
So this is

The Duchess gives Alice a disappointed look, putting a hand under Alice's chin.

QUEEN OF HEARTS
I'm afraid so.

DUCHESS
Really?

The Duchess shoots Jack a look as she gently touches Alice's face.

DUCHESS (CONT'D)
I'm starting to wonder about your taste, Jack. I
mean, if you think she's pretty, what must you think
of me?

Alice slaps the Duchess' hand away, glares at her.

81
QUEEN OF HEARTS
He thinks you're the most gorgeous creature in the
world. That's why he's marrying you.

The Duchess moves to Jack's side, drapes herself on his shoulders.

QUEEN OF HEARTS (CONT'D)


You see, Alice, dear, Jack's been engaged for
months now. His flight through the Looking Glass
was no more than a diversion, a stag spree, a wave
goodbye to his mischievous youth.

The Queen steps closer to Alice, gazing coldly into her eyes.

QUEEN OF HEARTS (CONT'D)


You're going to tell us where you hid the ring... and
then you're going to wish you had never laid eyes on
my son.

JACK
(casually)
Well, I'd better run.

Jack moves to Alice, taking her by the waist and pushing her gently away from the Queen.

JACK (CONT'D)
Goodbye, Alice. I forgive you for taking the ring. I
know you're upset with me

Jack takes both of Alice's hands, slipping her something surreptitiously.

JACK (CONT'D)
and I don't blame you.

Jack leans in and kisses her cheek, whispers in her ear.

JACK (CONT'D)
He's here.

Jack straightens.

JACK (CONT'D)
Goodbye.

Jack turns away, extends a hand for the Duchess.

JACK (CONT'D)
Duchess?

The Duchess takes Jack's hand. He leads her away.

QUEEN OF HEARTS
Take her to the Truth Room.

82
10 OF CLUBS
Yes, Ma'am.

The 10 of Clubs escorts Alice out of the room.

INT. HAPPY HEARTS CASINO -- GAMING ROOM -- CONTINUOUS

The 10 of Clubs escorts Alice through the gaming room. She surreptitiously checks the item that
Jack slipped her. It's a small watch, which she recognizes.

ALICE
Dad? Daddy!

10 OF CLUBS
Keep moving.

The 10 of Clubs hustles her on. Alice casts her eyes around the casino.

ALICE
He's here.

INT. HAPPY HEARTS CASINO -- JACK'S SUITE -- DAY

Jack strides in, followed by the Duchess. A GUARD stands in attendance.

DUCHESS
Who is she, Jack?

JACK
Jealous?

DUCHESS
Of course I am.

Jack turns to her.

JACK
Then help get me out of here.

The Duchess steps closer, running a hand along his lapel.

DUCHESS
You know I can't do that, but, maybe...if you tell me
what you're up to...

JACK
I'm not up to anything.

83
DUCHESS
Darling, we really shouldn't have any secrets
between us.

Duchess moves close, as if to kiss him. He turns his head away. She steps back, hurt, and
flounces out. The Guard steps out, closes and locks the door.

Jack looks around at the empty room, at the plush round bed.

INT. HAPPY HEARTS CASINO -- TRUTH ROOM -- DAY

The 10 of Club escorts Alice into a room with shifting, kaleidoscopic black and white walls. There
are no fixed points in the room, nothing to reference or get your bearings by. The 10 of Clubs
shoves her deeper into the room and exits.

Two HUGE MEN float up behind her. They are physically identical, both in appearance and in
dress. They have bald, pale, rounded heads, and massive bodies rammed into tight leather
jumpsuits. These are DOCTOR DEE and DOCTOR DUM. They are behind Alice, and when one
of them speaks Alice startles and turns.

DOCTOR DEE
I know what you're thinking, but it isn't so, no how.

DOCTOR DUM
Contrariwise, if it was so, it might be, and if it were
so, it would be, but as it isn't, it ain't. That's logic.

DOCTOR DEE
I am Dr. Dee, and this is my brother...

DOCTOR DUM
Dr. Dum.

DOCTOR DEE
Our job is to open you up, pull everything out...

DOCTOR DUM
...Until we find the very thing we're looking for.

Both chuckle with mischievous delight.

DOCTOR DUM & DOCTOR DEE


(simultaneous)
Relax. Let your mind go. Allow yourself to fall into a
deep sleep.

Alice closes her eyes. The wildly swirling pattern behind her becomes circular, changes to yellow
and purple.

84
INT. ALICE'S CHILDHOOD HOME -- NIGHT

CLOSE ON Young Alice's opening eyes. She's standing in her front hallway, staring ahead. The
purple and yellow pattern swirls in the window behind her.

ALICE
Dad?

Doctor Dee's giant fleshy face appears outside the window behind Alice.

DOCTOR DEE
How old are you?

The adult Alice now stands in the room.

ALICE
10.

DOCTOR DEE
But you're alone in the house. Why have you been
left alone?

ALICE
Dad's left.
(beat)
Mom's asking the neighbor to take care of me so
she can look for him.

DOCTOR DEE
Did he say goodbye?

ALICE
(beat)
No.

DOCTOR DEE
Why don't you see if he's left you something in his
study?

Alice turns her head slightly toward Doctor Dee, but doesn't turn around to face him.

ALICE
No.

DOCTOR DEE
Why not?

ALICE
(beat)
I'm scared to go in there.

Doctor Dum peers in another window. He frowns.

85
DOCTOR DUM
Nonsense.

Alice hesitates, then finally crosses to the study. She opens the study doors and steps inside. The
room is completely empty of furniture except for a cradle. Alice warily steps up to the cradle and
peers inside. Inside, swaddled in a blanket, is a piglet.

DOCTOR DUM (CONT'D)


Humpty-Dumpty sat on the wall...

INT. THE TRUTH ROOM -- CONTINUOUS

Doctor Dee and Doctor Dum walk around a miniature house in the swirling room.

DOCTOR DEE
Humpty-Dumpty had a great fall...

DOCTOR DEE (CONT'D) &


DOCTOR DUM
(simultaneous)
All the king's horses and all the king's men couldn't
put Humpty together again...

INT. ALICE'S CHILDHOOD HOME -- CONTINUOUS

The study doors slam shut behind Alice. The cradle disappears. Doctors Dee and Dum loom in
the windows, looking in.

DOCTOR DEE
Now it's time for a battle.

DOCTOR DUM
Let's see if we can find a little lever...

DOCTOR DEE
...And prise the tasty oyster open.

One by one the floorboards fall away, spiraling down, down into an abyss, leaving Alice standing
on a single floorboard. She kneels, clutching the board.

ALICE
Please! No!

DR. DUM
Well, now... Looks like Daddy left you with a fear of
heights.

ALICE
This isn't happening... It's all in my head. It's just a
dream.

Alice rises, balancing on the board.

86
ALICE (CONT'D)
It's just a dream. I just have to wake up.

Alice hangs one foot out over the abyss and steps into the void.

She falls!

Just in time, she catches the floorboard, swings out over the void, legs dangling.

ALICE (CONT'D)
It's real!

DOCTOR DUM
Of course it's real.

ALICE
But I'll die!

DOCTOR DEE
Undoubtedly.

ALICE
But don't you want to know where I've hidden the
ring?

The Doctors leer at her.

DOCTOR DUM
Not really. This is much more fun.

ALICE
Are you crazy?

DOCTOR DUM
Clinically...

DOCTOR DEE
insane.

Alice dangles over the abyss, clutching to the board, terrified, eyes searching for a way out.

FADE OUT

END OF NIGHT ONE

87

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