Alice surveys her surroundings, spotting a group of elephants in the distance that seem to be pollinating flowers and making honey. She sets off in the direction of the elephants, but changes her mind and starts heading down the hill in the other direction. Before she knows it, she finds herself riding inside a carriage, and she explains to the Guard present that she doesn’t have a ticket. She hears various voices in the carriage badgering her, as the Guard examines her with a telescope, a microscope, and opera glasses. The other passengers in the carriage begin to discuss Alice. A man dressed entirely in white paper comments that she ought to know where her ticket is, while a goat interjects that she should know the location of the ticket office. A beetle comments that Alice will have to make the return journey as luggage. Alice hears a hoarse voice in her ear that suggests various jokes she can make using wordplay. As the train prepares to jump over a brook, Alice speaks back to the voice. The train jumps and Alice finds herself sitting quietly in the shade of a tree.
The strange voice turns out to be the voice of a gnat, who has grown to the size of a chicken since they landed in the forest. Alice and the Gnat discuss the difference between the insects in Alice’s world and Looking-Glass World. He explains that the horsefly becomes a rocking horsefly, the dragonfly becomes a snapdragon fly, and the butterfly becomes a Bread-and-butter-fly. Alice wonders what would happen to the Bread-and-butter-fly when it cannot find its chosen diet of weak tea and cream. The Gnat informs her that this is a regular occurrence, which means that Bread-and-butter-flies frequently die. The Gnat then warns Alice that she will lose her name if she travels into the wood. The Gnat discusses lost names and then vanishes as mysteriously as he appeared.
Alice journeys into the wood and finds that she cannot remember the name of anything. In her confusion, she thinks that her name begins with the letter “L.” She comes across a Fawn, who helps her through the wood. Once they exit the forest, the Fawn runs away now that it remembers that it is a fawn and Alice is a human. Alone again, Alice notices a series of signs pointing the way to Tweedledum and Tweedledee’s house. She heads off in that direction but bumps into them before she reaches her destination.
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