The film opens with a mother, Kate Beckinsale, reading Through the Looking-Glass to her daughter Charlotte Curley, who becomes Alice, though she remains an adult in this dreamlike adventure. Alice soon discovers a book filled with the poem "Jabberwocky" written in mirror writing, and she watches chess pieces come to life as she steps into a garden where talking flowers buzz with movement and meaning. In this surreal landscape, the Red Queen, Siân Phillips, explains that the world is arranged like a gigantic chessboard, and she proposes a path to power: if Alice can reach the eighth row, she can be crowned a queen.
Alice becomes one of the White Queen's pawns and boards a train that ferries her forward to the fourth row. In a forest where things have no names, the Gnat, Steve Coogan, offers curious lessons about the creatures of the Looking-Glass, adding a whimsical layer to her journey. Across the nameless woods, she forgets her own name, only for it to return again as she crosses to the other side. Along the way, Tweedle-Dum and Tweedle-Dee, Gary Olsen and Marc Warren, recite the poem The Walrus and the Carpenter, while the Red King, Michael Medwin, snoozes under a tree. The brothers briefly confront danger, but flee when a giant crow looms overhead.
The White Queen arrives with a display of foresight and takes the lead as Alice presses onward. With her guidance, Alice crosses a stream in a rowing boat and advances to the fifth row, although the White Queen herself is transformed into a Sheep as part of the board’s shifting fate. Moving into the sixth row, Alice encounters Humpty Dumpty, portrayed by Desmond Barrit, who teaches her about portmanteau words before tipping from his wall in a playful, precarious moment. The White King, the king's horses, and the king's men attempt to aid Humpty in his predicament, a scene that underscores the collaborative tension of this chessboard world. The White King is played by Geoffrey Palmer, whose presence anchors the regal dynamics of the journey.
Continuing her pawn-like progress, Alice crosses another stream to reach the seventh row, where she meets the Red Knight, Greg Wise, who seeks to capture her. In defense, the White Knight, Ian Holm, steps in, fending off the Red Knight and guiding her through a forest toward the final crossing. The White Knight recites a line from the tale—Haddocks' Eyes—as he leads her to the last shallow ditch that functions as a bridge to the eighth row. There, a crown materializes, and both the Red and White Queens appear, engaging Alice with clever wordplay that both bewilders and intrigues her as they stage a chaotic coronation party.
Amid the revelry, Alice steadies the Red Queen, restoring a sense of order to the celebration. When the upheaval subsides, she awakens back at home, safe in her own bed, reunited with her daughter, Little Alice, who waited by her side throughout the night’s visions.
