There are so many things I want to fix about this thing. But I read it during my Creative Writing class to see what everyone else thought, and they liked it so much that I got NO constructive criticisms. So I took the hint and decided it was good enough to upload

The question and answer this is based upon is actually taken from a conversation between Alice and the Caterpillar in 'Alice in Wonderland Junior' from Broadway Junior. I take no credit for that bit of dialogue; I just used it as a prompt because I thought it sounded more like something the Cheshire Cat would say than the Caterpillar. And because I'm a dork. XD

Disclaimer: I own nothing. It all belongs to Lewis Carrol and American McGee.

It was hardly a month before the fire that Alice went on one of her excursions to Wonderland, and ended up spending the time there with the Cheshire Cat and a small group of Slithytoves that had wandered into his corner of the wood.

That day, (or night, rather,) she realized something about him that she hadn't taken notice of before: while he usually seemed almost human, there were times when the feline in him revealed itself in strange ways. Such as today, when he was batting playfully at the curly tail of one of the 'Toves.

It was rather strange to see him like that, really. And then it occurred to her that she really didn't know who (or what, for that matter,) he truly was. The Duchess had only said that he was a Cheshire Cat. She had assumed that this meant there were more of his kind, but as far as she had seen, he was the only Cheshire Cat. Her suspicions were reinforced by the fact that everyone addressed him as such. But there was surely more to him than just his name and his strange grin. And she wanted to know what that was.

As most people know, Alice was always quite curious, so she asked, rather bluntly, "Who are you?" She was only nine years old at the time, so she still hadn't quite learnt her manners, and didn't realize until the words had escaped her mouth that she was being rather rude. Cheshire released his 'prey' and turned to look at her, and she was relieved to see that his grin hadn't faded at all, which it tended to do when he was offended or upset.

"I am," he had said, "whoever you want me to be; if I, in fact, am who I say I am, or someday hope to be."

'I should have expected as much,' she thought. But she decided that it did answer her question, in an abstract sort of way; he was something out of the ordinary, which could never really be described or defined.

She nodded and said, "That makes sense."

And that was the end of that.

---

Now, eight years later, Alice was back in her Wonderland, albeit a much different Wonderland than the one she had visited so long ago. Both she, and it, had changed drastically, which she attributed to her years at Rutledge Asylum. Everything, and everyone, had warped into strange and terrifying versions of their former selves. Though most of them seemed to be on her side, (with a few obvious exceptions,) she still couldn't help feeling a bit apprehensive around them.

She surprised herself when she realized that what was probably the most frightening inhabitant of this twisted place was the one who she was the least afraid of. Emaciated, mange-ridden, and covered with a collection of grim tattoos in place of his stripes, the Cheshire Cat was one of the most menacing creatures Alice had ever come across; more so then the huge tigers and bears that she had seen in the zoo years ago. Even some of the horrifying creatures that had been sent after her by the Queen of Hearts paled in comparison.

And yet, despite his fearsome appearance and sinister demeanor, he was the one with whom she felt most comfortable. She supposed knowing that he was behind her every step of the way was a reassuring fact that made her truly appreciate him.

And today was one of the few times she could really take the time to think on his presence. The inn in the White Piece territory of the Pale Realm had given Alice a free room for the night, (considering she had helped rid them of a group of marauding Red soldiers,) and she finally had a chance to rest properly before her next day of fighting.

The only light in the room was that of the slowly dying fire, and Alice was laying awake in bed, awaiting, with grim resign, her venture back to Rutledge's as she rested. Something was keeping her from sleep, however, and she soon realized that it was the pair of glowing gold eyes staring at her from out of the darkness, accompanied by a bloodstained grin.

"Something bothering you?" the Cat asked, his full form appearing slowly.

"I could ask the same thing of you," Alice said, sitting up and leaning against the headboard. "Any particular reason you're staring at me?"

The Cat shrugged, his bones rattling with a sickening sound. "You just seemed troubled, is all."

Alice narrowed her eyes at him and said, a bit irritably, "Well, if I were troubled, it certainly wouldn't be of much help to have someone staring at me and agitating me to the point of keeping me from sleep."

Cheshire's grin widened and he said, "But are you really agitated for that reason? Be mindful of the fact that to lie is far more damaging to you than to others."

Alice folded her arms across her chest and scowled. "You're saying that I'm fretting about something and won't admit it?"

"If there's one thing you should now about cats by now, it's that we're naturally curious. I won't be able to sleep knowing that there was something bothering you that I couldn't figure out, let alone help you with."

Alice was a bit taken aback by his apparent concern for her, but shrugged it off and said, flatly, "If you must know, it's quite simple, and hardly more than an annoyance, really; I'm not looking forward to going back to Rutledge's. Coming here when I sleep and having to go back every so often is quite disorienting, not to mention unpleasant. Hard as it might be to believe, I actually prefer being repeatedly slashed by those wretched card guards to being pricked, shocked and examined for hours."

Cheshire raised an eyebrow and remarked, "You say you're not fretting?"

Alice's breath caught in her throat as she realized she'd been coaxed into ranting. Had he somehow known that the subject of Rutledge's would pop up? That she would end up going on a tirade? That she would tell him…

Good lord. That little beast had just tricked her into telling him her private thoughts. She was going to kill him. She was going to stick her Vorpal Blade right through his skinny chest until it came out the other side. She could have screamed, she was so angry.

So why did she suddenly feel better then she had in ages?

"How do you do that?" she asked.

"Do what?"

"You seem to always be one step ahead of me. I mean, it makes sense when I'm walking about and getting lost, considering how much longer you've been here than I have, but how do you know what's going on in my head? Why would you know that I was thinking about Rutledge's?"

"You've been muttering in your sleep," Cheshire said. He paused and thought a moment, then added, "In your sleep here, seeing as you're awake over there when your sleeping here, and vice versa."

Something clicked in Alice's head as she realized what he was saying; he actually cared about what was happening to her… didn't he?

"Let me ask you something," she said in a serious tone.

"Knowing where you're going is preferable to being lost."

"Why do you care about what's happening to me at Rutledge's? Is it for my sake, because you care about me, or because I have to be ready to fight the Queen? I want the truth."

There was silence for a while. Long, terrible, unnerving silence. Suddenly it was like the air around the two was filled with smoke, making it hard to breathe. That grin from across the room was terrifying her, and those eyes were boring right into her skull. She wanted to get out of that room, get away from the smoke, the sadness, the fear, the anger, the overwhelming feelings that were making her choke. She wanted to take her knife and cut through the horrible tension clogging the air and run. She wanted to scream, but the smoke filled her lungs, suffocating her. She tried to yell to Cheshire for help, for him to take her away from here and stop the pain, and--

"Both."

It was as if she had been hit by one of the Boojum's screams. She gasped and nearly fell off of the bed, and then looked at Cheshire with a raised eyebrow. "What?" shesaid, dumbly.

"Both," the Cat repeated. "I care for both reasons."

Alice stiffened, somewhat hurt by this. "Oh," she said without feeling. She lay back down on the bed and, not looking at Cheshire, said, "Well, now that you know what's on my mind, I suppose you can quit staring at me and let me sleep." She added under herbreath, "Somehow, I don't think seeing Dr. Wilson will be much worse than being here."

But Alice didn't close her eyes. She stared at the wall and thought bitterly about what other lies might have been told, or were still being told, to her. Who else was hiding things from her? What was the Caterpillar hiding when he waved her off with an order to kill the Queen? What was Turtle hiding when he swam away without so much as a 'thank you' for her having risked life and limb to bring him his shell? What was Rabbit hiding from her before he… before… he…

She cried silently. She cried for her friend, for her family, for everyone who had suffered because of her. Because She was a weak little girl who couldn't help anyone. Because She was foolish and dimwitted and worthless.

And Alice cried for herself, because she knew that she would either die here or at Rutledge's. There was no escaping that.

"As Caterpillar said, killing the Queen of Hearts will save you. That's why you must be able to fight here. As for the other option, seeing you get hurt while I did nothing would not sit well with me. That's what I meant when I said 'both.'"

Alice slowly sat up, wanting to look that Cat in the eye and tell him to stop lying to her, and was surprised to see that the floating grin looked less malicious, and more… almost… sympathetic…? No, it wasn't in his nature… was it?

"Who are you?" she asked, staring at him intently.

The grin and eyes hovered closer, and The Cat they belonged to soon appeared on the bed next to her. "I am whoever you want me to be, if I, in fact, am who I say I am, or someday hope to be."

The same answer. 'Whoever you want me to be.' His voice sounded less like a riddle than it had when he had said it all those years ago. This time it sounded almost like an… invitation.

Whoever she wanted him to be…

Alice muttered, nervously, "What if I said I wanted you to be human…?"

Cheshire's grin softened, and he said slyly, "Than I'd say that you have yet another reason to destroy the Red Queen. Or, rather, we have another reason to destroy her."

And with that, he disappeared completely, and Alice soon fell asleep with a smile on her lips.

---

Alice opened her eyes and found herself once again in the dismal asylum cell, and was surprised to hear a voice say, "Ah, Alice. You're awake."

She looked at the opposite wall and grinned at Dr. Wilson. "Good morning, Doctor. I'd appreciate it if you didn't stare at me while I sleep."

"I apologize," Wilson said, taking out his notebook. "What have you been up to lately?"

"Oh, it's wonderful," Alice said, wistfully. "I'm quite confident that I can defeat the Queen without fail."

"Why do you say that?"

"I have a half-decent motivation."

"And what is that motivation?"

"Whatever I want him to be."

I can has reviews plz?