For those of you who are purists, I'm going to say that you may not want to read this. However, a purist may also like this, because it does not replace Alice in any way! You'll see that I decided to take this in a quite different direction, and hopefully, you won't be too upset at me! As always, read and review!


"Tie down that other end, men!"

Victor blinked his eyes open slowly, his nose filling with the smells of the sea. He was laying on his back, looking up into what appeared to be the roof of a cave. His eyes were still a bit blurry from his fall, and he tried to focus them as best as possible. The moment his senses became adjusted to the dull lighting and tangy smells of the sea, however, he became aware of a most unpleasant situation.

Pressing him against what felt like wet sand were ropes, many ropes. There was one holding down his neck, his arms and wrists, his waist, his thighs, calves and ankles. He couldn't move a muscle, and as he struggled to get free, he heard frantic, but tiny, voices.

"Hold him steady! Don't let the brute get free!" "Keeps those legs down!" "Tie down the neck some more!" "No, I won't hold you responsible if anything happens!"

"What is going on?" Victor cried out to his unseen captors. His worst fears were marching into his head like the Card Guards that terrified him so. Had he been recaptured? Was he about to be executed? Where was the Cheshire Cat, and why wasn't he helping? All of his questions stopped though when he felt something land on his stomach. Fighting to lift up his head, his green eyes searched for the object, but the rope was tied too tight for him to move around. He got the answer to the riddle in the next moment.

"Stay still, Carpenter!" A tiny, but very stern voice said. Victor lifted his head as far as he could reach it when he felt something coming moving right up his chest and onto the collar of his shirt. While severly hindered by the cord, he could still get a fair look at the speaker.

There, standing on the edge of his neck, an angry glance in its beady eyes, was a large oyster. Its gray shell was cracked in several places, and it walked on two, tiny legs, though there were no feet attatched, so it looked as though it was on stilts.

"Carpenter?" Victor asked, stunned, "I'm no carpenter! Father says that that is a job for the lower classes, and that-!"

"Silence!" the oyster ordered, jumping slightly into the air. "Higgins, teach him to be quiet!" A quick pinch on his wrist shot a pain up Victor's arm, and he squirmed to get the limb free. "Hey! What was that for? That really hurt!"

"I said be quite, Carpenter!" the oyster shouted again, and Victor received another pinch, this time on his other wrist. Victor didn't open his mouth again.

"Very good," the oyster said, still rather angrily, but not quite as angrily as before. "Now, what are you doing here? No doubt collecting more oysters for the Walrus! And why are you wearing that ridiculous disguise? Anyone can see that you're the Carpenter! Your nose is tiny, your ears are large, and you have a very ugly mouth! There's no need to try and change all that, because you look just as horrible as you always have!"

Victor had never felt more insulted in all his life. "How dare you, sir?" he spat at the oyster, "Insulting me like that! Why, if I were free, I should like to chuck you into a pot, and then think how sorry you would be!" This was not the wisest thing to say, and Victor soon found that out a moment later.

"Bite him!" "Did you hear that? He still wants to cook us!" "He must be the Carpenter! Only the Carpenter would say something as stupid as that!" "I say we put HIM in a pot! Then he'd see how he liked it!" A clicking sound filled the air, as Victor realized that he was surrounded by oysters, many talking oysters, all of them ready to tear him to shreds after that statement.

"Well, that proves it!" the large oyster on Victor's shirt declared, "He is the Carpenter! I had my doubts about him at first, but now it is obvious! Bring the General at once!"

Victor struggled frantically to get free. If it wasn't one thing, its another he growled to himself as he wriggled against the cords that held him tight. "Let me go! Please, I'm not the Carpenter, and I hate seafood! I've never even eaten an oyster before!"

"I'm already here, Winston!" A voice came out over all the snapping and shouting. Instantly, the entire group fell silent, and Victor tried to see what was going on. The only thing he could guess was that "The General" had arrived, and was now thinking on what to do with Victor.

The sound of miniscule legs stepped past his ear, and Victor knew, without turning his head, that the general was inspecting him. His breath grew quicker as he tried to be brave and not think about the dozens of oysters that were possibly surrounding him, ready to snap him to pieces. After an eternal silence, a voice next to his right ear finally said, "He is not the Carpenter! Let him go!"

"But sir," the oyster on Victor's shirt, whom Victor had completely forgotten about in all the hub-bub, started.

"I said that he is not the Carpenter," the voice replied patiently, "Cut him free." The snapping sounds came again, and Victor felt the ropes loosening on him. The oyster that was standing on him jumped off, and Victor rose to a sitting position, trying to get his bearings. His head swam as the blood rushed out of it from him sitting up so fast after having been lying down for so long. Shaking his eyes clear, he looked around at his surroundings and that he was in a large cave. The air was damp, and smelled of the sea, and moisture dripped from the ceiling in various places. Looking down though, Victor saw that he was completely surrounded by oysters. They were everywhere, watching him with small, shiny eyes and bitter little faces.

"What are you doing here?" the voice of the general asked, and Victor saw the oyster, that all the others seemed to revere, looking up at him from the sand. This oyster was certainly older looking then the rest, and was much larger as well. The thing was about as big as Victor's palm, and was decorated with various symbols that looked like they had been painted on. Probably to replace the fact that they can't wear medals, Victor reasoned to himself.

"I-I'm terribly sorry," Victor replied, his voice trembling, "But I don't quite know why I'm here either. You see, I was trying to escape the Fortress of Doors-"

"The Fortress of Doors!" all the oysters cried in unison. They had all heard the tales of the place, and knew of what was said to be contained within.

"Yes," Victor nodded, "And I was taken captive and put into prison there. But then, I managed to get free, and I was looking for a way out, when I fell through a trap door. That's all I remember…"

The oysters all looked at each other, trying to decided whether or not to believe the tale. Finally, the general hopped next to Victor's hand and nudged it slightly.

"If you please," it said politely, and Victor nodded, though he didn't quite understand. Turning his hand over, thinking maybe it had been laying on something, he and every other oyster were startled when they saw the little creature hop right into Victor's palm. Victor almost jerked his hand away, but reminded himself that he was now holding someone that could have him killed at any moment.

"Now then, lift me up so that we may have a proper conversation," the oyster ordered sternly. Victor nodded again, and lifted the sea creature, who was indeed heavier then Victor originally imagined. When the two were eye level, the oyster sat down carefully in Victor's hand and stared at the large face across from his own.

"So, let us start with introductions. That is the first thing to do, you know." The oyster explained this rather quickly, for he wanted to get on with things. Still, he was a polite creature, so he wanted to make sure he minded his manners.

"My name is Victor Liddell," Victor replied quickly, "and to whom do I have the pleasure of addressing?"

"I am Jack the Oyster, General of the Oyster Army, and sole survivor of the Great Oyster Massacre…"

"The Great Oyster Massacre?" Victor asked, without realizing how hard it may have been for the oyster to recall the tale.

"When the Walrus and the Carpenter first appeared on the scene and led away all of my siblings to be eaten…" the oyster replied, shaking his heavy head, "I told them that it was a bad time to go out walking, but the Walrus was too clever for them, and he led them all away…"

The rest of the oyster shivered at this, and Victor felt a bit of sadness welling up in his throat. "How dreadful…" he said comfortingly.

"So, ever since, we, the oysters, have been waging a war against the Tusked Menace and his wood-working cohort!" Jack spoke this with a bit of pride, and the rest of the oysters cheered to hear their leader happy again. Once the cries died down, Jack looked up at Victor. "You said your last name was Liddell, correct? The same as Alice's last name?"

"That's right!" Victor nodded, suddenly remembering his cousin. How could he have forgotten her? "I need to find her!" Victor cried, almost dropping the mollusk again. He quickly stopped and caught the creature before it fell.

"Careful now!" Jack cried as he tried to reorient himself. Once he was settled again, he looked to Victor. "If anyone would know where Alice is, it would be the Caterpillar. He knows everything about everything."

"Well then, I should go to him at once!" Victor said quickly, lowering the oyster onto the sandy bottom of the cave and rising to his feet.

"Wait!" Jack called out, and Victor turned to see the tiny animal jumping up at him. "If you are Alice's cousin, then you should be able to help us!"

"Help you?" Victor asked, surprised at the statement, "What do you mean?"

"You can help us fight off the Walrus and the Carpenter for good!" Jack said, and at this the other oysters shared a mixed feeling. Some cheered, while others hissed, or clicked their shells in doubt. Victor listened to the combined sounds, and had mixed feelings as well. He wanted to help them, he really did. But the thought of fighting and killing was one he did not like.

"But, I'm not all that great of a fighter, and I couldn't-"

"If you're related to Alice, then it shouldn't be a problem," Jack interrupted, "She is, after all, the Champion of Wonderland!"

"The Champion?" Victor asked, growing more and more confused by the minute. Alice was a champion? How could that be? She was just a girl. Granted, she was a bit strange, but normal in any other way.

"Look, I would really like to help, but I want to get home, so please, just tell me how to find the Caterpillar, so I can be on my way."

Every shell dropped as Victor said his piece. They all looked to each other with either disheartened glances, or looks of I-told-you-so. Still, Victor tried to fight the guilt in his stomach as he looked for the exit to the cavern.

"If you want to find the Caterpillar," Jack said defiantly, looking up at Victor, "Then we won't tell you where he is!"

"What! That's just selfish!" Victor spat, and found he could easily kick the little thing into a wall. This would not have been wise, so he fought back the violent urge, and calmly said, "But I need to find Alice. She could help you more then I could."

"But she isn't here," Jack replied haughtily, "So unless you want to try and find the Caterpillar all by yourself, then you'll help us…"

"But-but that's just not fair!" Victor growled, stomping his foot.

"Well neither is us having to live in fear of being eaten day in and day out!" Jack shouted back, "After all, if you faced being eaten everyday, I sure you would look for a way out, now wouldn't you?"

"Well, yes," Victor answered.

"Then there you have it!" the oyster concluded, "So it's either help us or no Caterpillar."

Victor solemnly shook his head. There was no way for him to argue with them. They held all the cards in this situation, so there was nothing he could do about it.

"What should I do…?" Victor asked quietly, resigning himself to his fate.

"So, who am I supposed to meet in the kitchen?" Victor asked again as he, Jack, and five other oysters hid behind a large stone along the beach. The water lapped up towards them lazily, and the sky overhead was hazy and dark. The smell of the sea was bitter, and it reminded Victor distinctly of the Fishing District in London. The scent of rotting fish dominated the air, and upon closer inspection of the waters of the ocean, Victor saw just that; floating in the black waters of the sea were the bodies of dead fish. It was a gruesome sight, and so Victor tried to distract himself by asking his question.

"I already told you once," Jack replied in a rather annoyed tone, "You are going to meet with our ally in the kitchen of the Walrus and the Carpenter."

"And who would that be?" Victor asked, his tone of annoyance matching the oyster's, "A lobster?" His sarcasm was overlooked by Jack, who simply rolled his black eyes before continuing.

"No, though you're close. It's the Cook."

"You're friends with a cook?" Victor repeated, laughing slightly at the irony. "Do you go over for tea time when she isn't putting you into a chowder?"

"Chowder is for clams, you tweed!" Jack shot back angrily, "And she's not just A cook. She's THE Cook. She used to work for the Duchess."

"You mean that ugly woman with the pig-baby?" Victor replied, not at all appreciating being called a tweed, though he wasn't sure it was really an insult.

"The very same," Jack nodded, his shell clicking with the motion.

"Why did she leave? Surely she enjoyed herself, throwing things at her employer?" Victor recalled Alice description of the utter chaos in the Duchess's home, and how the Cook would toss about plates and pans at the Duchess as she cradled and beat her screaming baby.

"She's working here now," Jack replied, ignoring Victor's question. "The Walrus has her cooking us now. He and the Carpenter catch us, and she cooks us up, though she does her best to let as many of us go as possible. She's been getting better at it, and we have recently only lost about 30 of our men." The other oysters who were with them shivered, their shells clacking and clicking as they let out small moans. Victor could tell that this matter was very serious, and was quickly seeing just how greatly he needed to help the mollusks in their fight.

"So, she's going to help me knock off the Walrus and the Carpenter…" Victor mumbled, "And so how do I get in to see her?"

"Use the door, of course," Jack replied, "Honestly, you are a bit dim, aren't you?"

Victor only grimaced at the insult, as looked further up the beach towards the manor of The Walrus and The Carpenter. The building itself was made entirely of wood, which was to be expected. It was actually built in a rather peculiar style, with a single-story square in the exact middle of the house. On either side of this were the two wings of the house, both about two-stories high, but neither one remotely like the other in anyway. The right end, which Victor guessed belonged to the Carpenter, was very jagged, with the pieces of wood sticking out in odd ends, boards missing here and there, and broken windows without any sort of shutters or sills at all. The only reason that Victor even guessed that it belonged to the Carpenter was because the word "cArpiNTur" was carved in big letters right across the front, from one end of the wing to the other. The other end was the exact opposite of its partner in every way. The structure was very neat and orderly, well-built, and at least tolerable to look at. The windows were all unbroken, and each one had a sill under it, carved with tiny seashells. It was painted an ugly sea-green color, but besides that, it looked like a lovely place to live. A large plaque was set into the wood in the bottom corner nearest the center of the house, and engraved on the plaque were the words, "W. Walrus Esq."

"It would seem that the Walrus live in riches while the Carpenter lives in squalor," Victor observed quietly as he walked towards the house. The cricket bat was hefted over his shoulder, its wooden paddle cleaned off after a quick wash in the sea. The oysters had confiscated it when they had first found him, as they said, "Washed up on the beach with a dead fish in his jacket pocket." They said that the Carpenter had a habit of collecting the fish off the beach when they washed up, and so that is why they mistook him for the villain.

"So, what's the plan," Victor asked as he walked closer, Jack hidden securely in his pant pocket.

"The Walrus will likely invite you in to dine," Jack replied, "He sells the oysters he doesn't eat to anyone who stops by. Of course, he keeps the best for himself."

"And what of the Carpenter?" Victor asked, looking once again at the dilapidated portion of the manner.

"He eats as many as he can get his hands on. It is he who doesn't even wait for them to be cooked, so it is he we fear more out of the two."

"So, how do I get to see the Cook? I'm sure she is in some back room, busy over dinner, right?"

"Actually, that is the kitchen right there in the middle. You just ring the bell and go in."

Victor stopped and stared in silence that building before him. He had walked right up to the front door during their conversation, and now stood uneasily in front of the building. The smell of the sea was still just as potent as ever, but now, something else was wafting into the nervous young man's nostrils.

The smell of pepper.

"Go on, don't stand there like that! Ring the bell!" Jack gave the order impatiently from Victor's pocket as Victor stood there, wondering what to do next. In all honesty, he really didn't want to do this. After all, he would end up having to kill someone again, if he went through with what the oysters wanted him to do. Still, he couldn't find Alice until the deed was done, so, giving the cricket bat's handle a confidence-building squeeze, he reached up and pulled on the bell string.

Somewhere, deep inside the house, the sound of an enormous gong echoed, and it felt like the earth was shaking under Victor's feet as it reverberated through the air. A moment later, the door opened, and before Victor stood The Walrus.

The Walrus was very large, larger then Victor had imagined. Its tusks were almost covered by its fat, drooping lips. Its body was sagging with blubber, so it looked like it was melting. How it was able to stand at all was beyond Victor, but it extended its heavy flipper to Victor as it gretted him, each word accompanied by a sloppy lisp and a blast of fishy breath.

"Good day to yous! And how are yous on thish fine day?" Victor tried not to gag from the horrible air being blown on his face, combined with spittle flying from the sea-creature's mouth as he spoke. With a shakey hand, Victor accepted the flipper and shook it quickly, before letting go just as quickly.

"Just fine, sir," Victor replied, "I'm here to-"

"I knows why you'resh here," The Walrus interrupted, "Yous are here to dine on the delicioush oysthers! Come in my young friend! Yoush have sutch great tasthe!"

Before he could even respond, Victor was being pulled into the house and seated in a chair in the front room. A large door sat across from the front entrance, and Victor guessed that that was where the kitchen was.

"Carpether! Carpenther! Wesh hash a guesht!" the enormous animal called out. A moment later, the door leading to the Carpenter's side of the house burst open to reveal a dreadful sight. The Caprenter certainly looked nowhere near as well-fed as the Walrus, for his skin was hanging on almost nothing but bones. His hair was thinning, and bald patches revealed themselves here and there from under his torn, paper hat. His eyes were sagging and dark, their bloodshot whites dotted by his empty and crazed pupils, and were framed by dark circles. He looked at The Walrus with a bitter glare before letting out a screechy cry.

"Tell the Cook that sheth needs to preparth the oysthers for a dinner!" With that, the Walrus turned and walked back into his side of the house as the Carpenter snarled at Victor. Victor slid down in his chair under the gaze of the insane Carpenter, unsure of whether to feel sorry or not for the poor man. The Carpenter stumbled over to the door leading to the kitchen, opened it, and squealed out, "Oysssters!" before walking back onto his side of the house. When his door was shut, Victor took a deep breath, thoroughly shaken by the proceedings. He had not realized that he had been holding his breath during his short conversation with the Walrus and the Carpenter, though there certainly was good reason to, considering the smell. He tried to gather his thoughts for a moment as he stood up and walked towards the door of the kitchen. With each step he took, the scent of pepper in the air began to grow heavier, and Victor felt the potent spice burning his nostrils as he drew closer to his destination. Finally, as he pushed open the door to the cooking area, a sneeze rushed out of his nose as he was hit with a cloud of the seasoning. His eyes watering as he walked into the room, he covered his nose as best as possible, but found that was a waste, for several more sneezes escaped him.

"More pepper!" he heard a harsh scream burst through the room. "More pepper!"

"That's the Cook!" Jack called out from Victor's pocket, seeming to be unaffected by the pepper in the air.

"Excuse me madam!" Victor shouted over her screaming, still unable to see her anyway from how badly his eyes were watering. Finally, the cloud of pepper seemed to part, and Victor was finally able to see the Cook clearly.

She was a tall woman, taller then Victor, and had a very pointed nose that she gazed down at Victor from behind as she turned around to regard him. She looked as skinny as the Carpenter, though she may have had a bit more meat on her bones then the crazed builder had. Her sunken cheeks looked as though she was sucking in and holding her breath, but when she let out another ear-piecing cry, Victor knew that that was not the case.

"More pepper!" she screeched, waving a pepper box around wildly. The spice filled the air, and Victor found himself sneezing almost uncontrollably under the cloud.

"Please," he said, when he finally got his sneezes under control, "I was told you could help me defeat the Walrus and the Carpenter! Please, tell me how so I can get out of here!"

The Cook said nothing at first, but looked Victor up and down. Victor saw theis as a chance to go further in his explanation. "I want to help the oysters," he said quickly, "But I need to know how to beat the Walrus and the Carpenter. Is there someway to do that?"

"Pepper, mostly," the Cook replied curtly, turning back to the large pot she was stirring. Victor at first wondered what on earth could require so much pepper, but then decided that he didn't want to know, for fear of it being a group of hapless oysters, or worse.

"What in heaven's name does she mean?" Victor asked, glancing down at his pocket towards the oyster hidden within.

"She means to say that you can defeat them using pepper," Jack replied, "Weren't you listening? She was speaking rather plainly."

"All I heard was-!"

"Pepper!" the Cook shouted again, tossing the pepper box into the air. The spice container tumbled through the air above Victor's head, before dropping down at his feet. Rubbing his eyes to try and get rid of the burning sensation in them again, Victor reached down and picked up the shaker, placing the cricket bat on the floor for a moment. The pepper box was made pewter, or at least looked like it, and was engraved with a fancy "P" on the front. The hole for shaking out the spice were very wide, and so Victor understood how so much was able to come out at once. Still, what he didn't understand is how the shaker, which was as tall as Jack, and as thick school child's inkwell, could possibly hold as much pepper as it apparently did.

"So, how am I to go about getting rid of this Walrus and Carpenter, exactly…" he asked himself, as he looked up again at the Cook. Her thin face held a wily grin, and her nose sniffed in a very triumphant and haughty manner.

"With pepper, mostly…" she replied.