On the bank of a tranquil river, Alice grows bored listening to her sister read aloud from a history book. Alice sees a White Rabbit wearing a waistcoat and carrying a large pocket watch. She follows him and tumbles down a rabbit hole. At the bottom, she follows the Rabbit into a large chamber but he escapes through a tiny door. The Doorknob suggests Alice drink from a bottle marked "Drink me." The contents shrink her to a tiny fraction of her original size. The door is locked, and the key appears on the table, which she can not reach. The Doorknob directs her to a cookie marked "Eat me." The cookie makes her grow so large that her head hits the ceiling. She begins to cry; her massive tears flood the room. The Doorknob points out that the "Drink me" bottle still has some fluid left inside, so she finishes the last drop. She becomes so small that she drops inside the bottle. Both she and the bottle drift through the doorknob's keyhole mouth and out to a sea made from Alice's tears.
On shore, a Dodo leads a group of animals in a futile caucus-race to get dry. Alice meets Tweedledum and Tweedledee, two fat brothers who recite "The Walrus and the Carpenter". Alice sneaks away to the White Rabbit's house. The Rabbit orders Alice to fetch his gloves. Inside the house, Alice eats a cookie. She becomes so large that she gets stuck inside the house. The Dodo tries to help by sending Bill the Lizard down the chimney and then setting the house on fire. Alice eats a carrot from the garden and shrinks down to three inches high.
Alice chases after the Rabbit again, this time into a garden of tall flowers who consider her a weed and throw her out. She engages a hookah-smoking caterpillar who turns into a butterfly, though not before giving her cryptic advice about the mushroom she is sitting on. Alice breaks off two pieces and nibbles them alternately until finally restoring herself to her normal size and stores the pieces in her dress pockets.
Alice receives mysterious directions from the Cheshire Cat, an eerily grinning feline that can disappear and reappear at will, which lead her to the garden of the March Hare, who is celebrating his "unbirthday" with the Mad Hatter and the Dormouse. Alice, growing tired of their rudeness and wackiness, decides to go home, abandoning her pursuit of the White Rabbit. She is lost and despondent among the strange creatures (See Below) of the Tulgey Wood until the Cheshire Cat reappears and shows her a short-cut out of the forest.
In the hedge maze garden, Alice meets some playing cards painting white roses red. The White Rabbit heralds the arrival of the bellicose Queen of Hearts, the diminutive King, and a card army. She invites Alice to a strange game of croquet using flamingos as mallets, hedgehogs as balls, and card soldiers as wickets. The Cheshire Cat plays a prank on the Queen, who blames Alice and orders her execution. The King suggests that Alice be put on trial instead. At the trial, Alice's nonsensical acquaintances are of no help to her. The Cheshire Cat appears and causes enough distraction to allow Alice to eat the remaining portions of mushroom, causing her to grow to gigantic proportions. At this size, Alice scolds the terrified Queen for her rash behavior, but then starts shrinking back to her normal size all too soon. At the Queen's command of "Off with her head!" all the crazy inhabitants of Wonderland give chase.
Coming back to the Doorknob, Alice is told by him that he is still locked, but that she is already on the other side. Looking through the keyhole, Alice sees herself asleep in the park. As the mob draws nearer, she calls, "Alice, wake up!" to her sleeping self until she gradually awakens from the dream to the sound of her sister's voice. The two of them return home for teatime while Alice muses on her adventures in Wonderland, realizing that perhaps logic and reason exist for a purpose.