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He's greedy. He would have taken double.

Alice to Will Scarlet src

The Caterpillar is a character on ABC's Once Upon a Time and Once Upon a Time in Wonderland. He débuts in the seventeenth episode of the first season of Once Upon a Time. He is voiced by uncredited guest star Roger Daltrey on Once Upon a Time, and by guest star Iggy Pop on Once Upon a Time in Wonderland.

The Caterpillar is based on a character with the same name from the novel Alice's Adventures in Wonderland, and the Disney film Alice in Wonderland.


It is unknown whether the Caterpillar is part of a larger group of creatures or it is a unique creature. It is a sentient blueish purple human-sized caterpillar with human-like facial features and significant intellectual and competence. It has over fourteen pairs of legs,[1] including three pairs which work as arms with fully functional hands.[2]

It is implied that the Caterpillar may be sexually attracted to human beings, but the extent of the human-caterpillar relationships remains unknown. ("Forget Me Not")


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Before First Curse

In Wonderland, the Caterpillar is peacefully smoking a hookah on top of a huge mushroom by a trail when Jefferson passes by. As the Caterpillar asks him "Who.. Are... You?", the man says he's just passing through. ("Out of the Past")

Years later, the Caterpillar witnesses how the Evil Queen and Jefferson enter Wonderland through a looking glass. While reclining on a giant mushroom and smoking his hookah, he asks them who they are. A cloud of the hookah smoke blows in their faces, causing Jefferson to frown in disdain and express disgust at Wonderland. As the two continue down the road, the Caterpillar resumes smoking. ("Hat Trick")

In another time, a young and adventurous girl named Alice travels to Wonderland, determined to find proof for her father the world is real, and kidnaps the White Rabbit. She also steals a piece of mushroom from the Caterpillar and runs off. He demands the stolen item back, but Alice has already left. ("Down the Rabbit Hole")

The Caterpillar gains two employees, Elizabeth and Will, as they begin working for him as Collectors. ("The Serpent", "Nothing to Fear")

One day, he is approached by a genie named Cyrus who wishes to make himself and Alice disappear so they can't be found. As a bargain, Cyrus offers him a magical Lost and Found, which has power in always pointing in the direction of the thing or person the user desires to find. He accepts the payment and creates an invisible hideout in the Outlands for them. ("Home")

After First Curse

As the owner of a place called Underland, the Caterpillar receives a visit from the former Knave of Hearts, who owes him a great deal of debt. Knave and Alice are looking for an item, the forget me knot, that the Caterpillar has, but he admits a man named Grendel of the Whispering Woods now owns it. The Caterpillar offers to forgive Knave's debts if he brings back the forget me knot. Much later, Jafar enters into Underland to obtain information from the Caterpillar about Knave. ("Forget Me Not")

Seeing as Knave decided against returning the knot, the Caterpillar decides to get payment by ordering his employees, the Collectors, to capture him. They are unsuccessful after being knocked unconscious by the Red Queen, who then kidnaps Knave for her own use. One of the Collectors is a friend of Knave's, Lizard, who later helps Alice to rescue him. ("The Serpent")

Following Jafar's takeover of the Red Queen's former castle, the Caterpillar is in his service. He reports to Jafar after the Collectors have failed to locate the genie bottle. Just as Jafar is ready to kill him for his inadequacy, the Caterpillar shares knowledge of an ancient creature called the Jabberwocky who may be able to procure what he desires. ("Nothing to Fear")

Some time later, Cyrus returns to Underland in search of the Caterpillar. He attempts to gain back the traded magic compass, however, the Caterpillar will only return it in exchange for Alice and the Knave of Hearts since they have unpaid debts. Little does he realize that Alice, who is in a miniature form because of the mushroom's effects, sneaks underneath the canopy and steals the compass while the two negotiate. The deal falls through and Cyrus humors the Caterpillar as he leaves by starting a brawl to cover his and Alice's escape. ("Heart of the Matter")


Production Notes


Fairytales and Folklore

Popular Culture

  • In "Hat Trick", he is voiced by Roger Daltrey, lead singer of the rock band The Who:
    • His line, "Who are you?", is the title of one of The Who's most famous songs.
    • Incidentally, the Caterpillar wears glasses as does Roger Daltrey.

Props Notes

Set Dressing

Script Notes

  • In the "Pilot" script, the Caterpillar makes a short cameo as Henry's computer screen saver.[9]


Note: "Archive" denotes archive footage.


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