Alice and Will follow the White Rabbit through a portal to Wonderland and land in a marshmallow pond. As they struggle, the White Rabbit lies to Alice and states that the Dormouse told him that Alice's lover, Cyrus, is alive and in the Mad Hatter's old house. Alice asks him where the Hatter's house is, to which he replies, "Where else? The Tulgey Woods."
After freeing themselves from the pond, Alice persuades Will to help her find Cyrus in return for one of her wishes. She asks him to get her to Tulgey Woods and the two head off together. They reach the border, but Will worries that it might be a trap; however, Alice says that the Mad Hatter's house is on the other side of the woods and they have to take that chance. As they journey through the woods, Alice decides to get a better look at the Mad Hatter's house by taking off her shoes and climbing into a tree to look ahead in the distance. Tempted, Will snatches the shoes containing the wishes and runs away. Alice calls to Will upon spotting the house, but receives no response. Instead, she hears a purring. A wide grin and beady red eyes in the bush reveals itself as the Cheshire Cat, who has grown much larger since the last time they met.
Alice tries to run away, but the cat jumps in front of her. Nervously, Alice attempts to remind him who she is. He does remember her, but says that these woods used to be full of food and now the only thing it's full of is her. Unnerved by his continued and menacing gaze, Alice asks whether he will eat her, to which the feline coyly remarks, "Not without pepper." He then pounces on her, and she falls onto the ground while dodging his paw strike. Alice, countering by hitting him with a stick, is tripped by his tail. Before the girl can get up, the Cheshire Cat holds her down with his paw and remarks that the Red Queen promised she would be the sweetest meat he ever tasted. Lunging to devour her, he halts when Will, who has returned, steps on the cat's tail. Enraged, the Cheshire Cat moves to chomp at Will, who throws a mushroom at him. Accidentally swallowing the mushroom, the Cheshire Cat quickly finds himself shrunken down to the size of a house cat. Giving out a shrill meow, he scampers back into the forest.
Alice is upset at Will's betrayal, but Will finds it redeemable that he came back to save her. Continuing on, Will and Alice eventually meet up again with the White Rabbit and head to the Mad Hatter's house, but Cyrus is not inside. Depressed, Alice exits the house while the Knave speaks scornfully about the White Rabbit who made her lose Cyrus again. Suddenly, she finds Cyrus' glowing necklace; indicating he is alive. Will has doubts, but Alice professes that when you truly love someone, proof is not necessary. The three begin travelling together to find Cyrus. ("Down the Rabbit Hole")
Later, Alice and Will are alerted to nearby shouts of the Caterpillar's henchmen, the Collectors, looking for Will. Though they run, Will splits up from Alice with the promise to meet her at Tulgey Woods. However, the plan is foiled when the Red Queen kidnaps Will to her castle. ("The Serpent")
Fairytales and Folklore
- The scenes outside the Mad Hatter's house were filmed in Deer Lake Park, in Burnaby, British Columbia.
- The exterior of the cottage is a redressed version of the Miller's cottage from the Once Upon a Time episode "The Miller's Daughter", and Snow White's hideout cottage from the Once Upon a Time episode "The Evil Queen". The set was once again redressed and reused for Will and Anastasia's cottage in "Forget Me Not".
|Once Upon a Time in Wonderland|
|"Down the Rabbit Hole":||"Trust Me":||"Forget Me Not":||"The Serpent":||"Heart of Stone":||"Who's Alice":||"Bad Blood":|
|"Home":||"Nothing to Fear":||"Dirty Little Secrets":||"Heart of the Matter":||"To Catch a Thief":||"And They Lived...":|