A/N; Hello, everyone! Long time no see! It's been forever since I've worked on a new fic, but I just saw Alice in Wonderland, loved it, and being the shameless Depp/Burton/HBC lover that I am, I became inspired to start out on this little idea. I was originally planning to make it a one shot, but because I of course can keep nothing down to a reasonable length, it's looking like it's going to be a multi-chapter. So if you liked Alice in Wonderland as much as I did, read, enjoy ( I hope! ) review, and tell me what you think! Glad to be back!

Also, I apologize for the lousy, unoriginal title. It's sadly all I could come up with for the moment.

Disclaimer; I own nothing. Alice in Wonderland the novel belongs ( belonged? ) to Lewis Carroll, and the film belongs to Tim Burton.

Dreams of a Memory

Chapter One

What happens, wondered Alice, as her toes tipped over lids of teapots buried in the sand….to the sea, to make it green instead of blue?

Said the dormouse, hanging upside down, "It could be done to you!"

"But then," said she, with puzzled frown, "I'd have to be blue to begin with! And if what's blue is green, whatever would what's not blue come to be?"

The March Hare said, upon his head; "What's blue is blue, what's green is green. What's not's a cup of tea."

One was missing. The wingback seat at the head of the table was empty, much emptier than the other empty seats. Alice tumbled down from the beach in the sky, the world flipping like a coin upon itself, until the table was flat before her, the mouse and the hare again right side up.

"But what is missing here?" she asked them, trying to swim closer, but always falling farther away.

"A missing hair??" the rabbit cried, and began to paw his ears. "Where??"

"Away with you!" the mouse replied, "Before you drown in tears!"

Tears?

And then a voice…..somewhere far inside…..

Twas brillig, and the slithy toves

Did gyre and gimble in the wabe:

And suddenly, the animals and the table and all the pretty trappings were gone again, and it was nothing but dark and tumbling, her feet kicking all around but finding no purchase anywhere.

"But wait!" Alice cried as she fell down, down towards the stars. "Who was missing from the wingback chair?"

I'm certain someone ought to have been there…..

All mimsy were the borogroves,

And the mome raths outgrabe.

"Alice!"

"WHAT!" she shouted, her eyes bursting open as she dropped through the final tissue of unconsciousness and jumped awake.

Alexander started at the abrupt slap of her voice and pulled away, sitting back on his haunches. Beyond his face, the black sky swam with pinprick stars. Nearby, the sound of enormous breakers crashing on the sand. Alice blinked, still feeling as if the world were spinning beneath her. Slowly, calmly, she sat upright, her hands spreading flat on the blanket. Her long, loose hair was full of sand, and it fell in dusty gales down her shoulders.

"You gave us a start, Ms. Kingsleigh!" Alexander muttered once he was certain she was awake. "All of a sudden it was past suppertime, and we realized no one had seen you for hours! How long have you been asleep out here?"

Alice looked at him blankly, her eyes adjusting to the near darkness. Far beyond them on the ocean horizon, the sun was sinking fast, a long swath of orchid pink licking the skyline. The empty beach stretched in either direction for miles, Lord Ascot's bungalow apartment no more than a dot of glowing window light a quarter mile away.

"I'm not sure," Alice answered truthfully, shivering and rubbing her bare arms. "But it was still sunny when I came out."

Alexander clucked his tongue and took the jacket from his own shoulders, draping it over hers. "How I'd love to be that absent-minded, if only for a day. Come---Lord Ascot's been worried. We must go and show him you've been found."

Alice took his outstretched hands and let him help her to her feet, and together they began walking towards the bungalow. She felt a slight sway of dizziness as the heels of her shoes sank into the sand, and she narrowed her eyes in the dim light. How long had she been asleep? It seemed only a moment ago she'd been sitting on the blanket in the bright afternoon light, gazing off at the great green rollers of the Indian Ocean…..

Without warning, a strange little voice peeped up in the back of her head.

Green instead of blue? What fun! So much to be seen, too much to be done….

Alice blinked, starting slightly. Her dream….the memory of it was already more than half gone. She was certain she had dreamt of the beach, the stars, and the sea, but…..what else? There must have been more….

"By the way," Alexander said curiously, "Whatever in the world is a mome rath, Ms. Kingsleigh?"

She looked at him sharply. His brown eyes looked almost black in the fading sunset, his tawny ponytail almost falling loose at the nape of his neck. The handsome, square curves of his face and jaw were muted in the dull light.

"A what?" she asked.

"Did I say it right? A….mome rath? You were mumbling something in your sleep, a little verse of some kind. Mostly gibberish. Did you hear it from the children in town? Though it doesn't sound like any native rhyme…."

"Mome rath," Alice repeated quietly to herself and she looked down at her footsteps, trying to peer into haze of her own thoughts.

All mimsy were the borogroves….

It was the queerest thing….she was half certain she could hear a strange voice uttering the words, a thick Scottish brogue, not at all her own. Yet as soon as the words came, they vanished again, and she could remember nothing.

From blue to green….

…..from green to orange….

Alice shrugged.

"Just some nonsense, I suppose," she answered quietly, not quite satisfied with her own response. "I've been told that I'll often say odd things when I'm asleep. I have some very grand dreams, from time to time.....though I never seem able to remember them afterward."

Alexander smiled. "Well, I thought it was very nice. Come along now, quickly. Lord Ascot must know you're safe and sound."

Lord Ascot had indeed been worried; the moment Alice and Alexander came through the door to his private study, he started so greatly he nearly fell off the back of his chair. Alice assured him that she felt quite fine, and had only fallen asleep for a few hours while out for a stroll on the beach, but he insisted that she take a small supper in her room and keep warm in bed until morning.

"We can't have you catching a cold, Alice my dear," he repeated persistently. "In this season, India is quite ghastly with disease, and one little sniffle can be the foothold for a menagerie of nasty germs. Besides which, you must have all your strength for tomorrow; our ship sails out first thing in the morning. Do this for me, won't you Alice?"

What could she do, but smile and promise to do as he asked? Lord Ascot was secretly a tender man, stern and sharp in all his business matters, but a great pushover when it came to Alice. He had been one of her father's closest friends and colleagues, of course he fussed over her from time to time. He had become more like an uncle than a master, she more of a daughter than an apprentice.

Once she was alone in her room and her supper tray had been taken away, Alice pulled the knit blanket tighter around her arms and went to stand by the window. The bungalow sat on the very edge of the little village, less than a mile down the coast from the Indian trading post where she, Lord Ascot, and Alexander Banderton, her fellow apprentice, had spent the last six months establishing lines of trade through the South Asian rim. Tomorrow, after being away for two years, she was setting sail back home, to England.

Alice gazed thoughtfully out into the black night, the great dark mass of the ocean filling every corner of her eyes and her thoughts.

Back to London….to mother….to home…..

It seemed so long since she had last seen it. What might have changed?

Alice tucked a strand of blonde, wavy hair behind her ear and smile gently.

I've changed.

You never STOP changing, my dear. Three inches, five inches, twenty feet high! Up and down like a sunflower. Always too tall or too small.

Alice's wide blue eyes shot even wider.

That voice. That voice. Why did she keep hearing it?

Who was missing from the table?

Suddenly, there was a gentle knock at her bedroom door. Alice jumped, irritated at the interruption to her wandering thoughts.

"Yes?" she murmured, turning her face back to the window.

The door creaked gently and Alexander peeped his head inside.

"Just wondering if you were feeling any better," he said quietly, almost hopefully.

Alice sighed. "I'm fine, thank you, but I've felt fine all evening."

Alexander grinned sheepishly. "I know. I told Lord Ascot the same thing, but he sent me all the same."

She raised one eyebrow at him. "Alex," she said softly, gesturing for him to come nearer. He looked at her curiously, but shut the door behind him and came to where she stood before the open window. A faint, tropical breeze wafted into the room and played with the loose ends of their hair.

"Alex," she said again, taking his wrist in her hand. "This isn't only about the fever going round this time of year. You and Lord Ascot have been treating me strangely for weeks now. You act as if I'm going to break at every footstep, fall down in ill hysterics at any moment. Tell me what's been going on."

Alexander hesitated, eyeing her uneasily.

"Alex," she whispered. "Please."

He cleared his throat lightly, turning away.

"You haven't been yourself lately, Ms. Kingsleigh," he answered.

Alice narrowed her eyes. "What do you mean?"

"You…well…..you know as well as anyone, it's no secret that you're a bit….well…..that you…..you tend to let your head go off into the clouds a bit more often than most."

Alice closed her eyes briefly, then smiled. "So I've been told."

"Well….it's….the thing of it is, Ms. Kingsleigh, it's become a bit more serious than that. Come, now, surely you know what I mean. You've been wandering off on the beach, or into the village, or through the fields all by yourself, nearly every day for a month…..when you talk, you never seem to be looking at anyone you're talking to. It's as if….it's as if you're looking at things that aren't there."

Alice's hand stiffed around his, then she slowly released his wrist. A very brief, sharp jolt coursed through her body, and she tightened her jaw, her pale skin going ever so faintly paler about the nose and temples.

Things that aren't there…..

"You're sure you're not exaggerating, Alex?" she said quietly. "I'm the first to own that I'm easily distracted….I'm not going to deny that, you know I'm not. But….you talk as if you and Lord Ascot think I'm going mad."

And what's wrong with that?

This time, the voice frightened her. Alice became cold all over, abruptly forgetting Alexander and their argument. She heard his voice moving in and out of her ears, but she wasn't listening to what he was saying. Her own heartbeat was thundering slowly, the room seemed to disappear in a sea of stars and shadows.

Away with you, before you drown in tears!

She had been falling….falling…..

The wingback chair! The wingback chair! Who was somewhere else, not there?

"….and you mustn't think that I'm saying you----Alice? Are you listening to me? Alice!"

She jumped, the room instantly flooding back around her. She blinked, looking guiltily at Alexander. He groaned, tossing his hands into the air.

"Do you see?? This is exactly what we're worried about! You can't keep yourself here for more than five minutes at a time!"

"I'm sorry, Alex, I meant to listen, I just…..it's getting late, and I want to get plenty of rest for tomorrow. Would you please let me retire for the night?"

But Alexander only reached out and seized her hands in his, pressing his mouth into a firm, unyielding line.

"You can't pretend there isn't something wrong if there is, Ms. Kingsleigh," he said quietly, sharply.

"I wouldn't. You know I wouldn't," she protested.

"But you are," Alexander pressed. "I can see that you are. What is it, Ms. Kingsleigh? You can tell me, you know I'll understand."

He was pulling her closer and closer with each word. Alice suddenly realized that his eyes were only inches away, those rich brown orbs boring directly into hers. His face was writ with concern, with a buried longing. A deep pit quickly formed in her stomach.

Oh, no. Not Alexander.

He was…..like a brother to her…..surely he didn't?

And yet…..of course he did. And she had known it for the longest time. The looks he gave her, the little smiles….his awkward steps, his constant needling….

"Alex," she said cautiously, extricating herself from his grasp. "I'm terrible sorry. But I would very much like to retire now."

He looked for a moment as if he was going to press her further, but then he exhaled slowly, the fire burning out of his gaze as he deflated.

"Of course, Ms. Kingsleigh," he sighed. "I'll see you in the morning. Good night."

"Good night, Alex."

He turned to go, his footsteps striking woodenly in the dim room until he reached the door. He lingered for a moment in the sliver of light, looking back at her…..and then he was gone, leaving her alone again in the darkness.

Alice looked at the place where he had been for a long moment before turning back to the window, leaning forward to rest her elbows on the sill and letting her face fall into her hands.

"Oh, Alex," she muttered to herself, shaking her head back and forth. "Alex, Alex…."

She could see it. As plain as the nose on his face, she could see that Alexander loved her. He might as well have told her so himself.

Alice looked up, her eyes bleary and her face drawn in a weary frown. The moon had come out, a pale silver cup that hung low in the sky and painted a ring of peacock blue into the blackness.

"Moon," she whispered quietly, watching it longingly, "What is it I'm always looking at when I'm looking at nothing?"

The wind whistled softly in reply.

"Why is it I never fall in love?"

Silence.

Alexander was a very nice young man. He had promising talent for business, a good, sound head on his shoulders, and he was always terribly considerate and accommodating, especially to her. Any sensible girl would have positively thrown herself at him, had he expressed even the slightest favor.

Then why…..why didn't she like him?

So rested he by the Tumtum tree,

And stood a while in thought.

Alice sighed heavily and let her head fall down to rest on her arms.

In spite of herself, she knew that what Alex told her had been true. Something had been troubling her for some time….something she didn't understand, something she couldn't place.

She felt as if she had forgotten something….something great, something dreadfully dear and important, and yet for the life of her she could not remember what. She simply could not remember what.

But something was missing.

Something invisible.

She hadn't known it, and yet….deep down, of course she had. Just as she had somehow known all along how Alexander felt about her, and yet chosen not to see it. She had been wandering the hills and the beaches looking for something, something that couldn't be found because it didn't exist. It was that that she was looking at whenever she looked at anyone, that which she spoke of whenever she talked. It was as if she was floating through the world, looking and hearing but never once touching the ground. She was searching for a dream she had once known.

But a dream about what?

"What in the world is a mome rath?" she asked herself, and she found that her voice was heavy with tears. She sniffled, wiping her eyes with her hand. "Stop crying, Alice," she commanded herself very sensibly. It did no good.

Perhaps if she looked at her butterfly again.

Still sniffling and whimpering softly with the tears she couldn't stop, Alice stood and walked to her roll top writing desk, took from the shelf a clean glass marmalade jar, and returned to the moonlight shining through the window.

A few days ago, as she'd been on one of her long, aimless walks through the hilly farmlands, watching the Indian men from the village plowing the fields or playing with their children, it had landed on her arm…..a little bright butterfly, of the bluest azure she had ever seen. It settled on the sleeve of her dress, a blue dot against pale grey, and had not moved save for a few slow, gentle ups and downs of its delicate wings. Enraptured with wonder, Alice had walked all the way back to the bungalow without disturbing it….by a miracle unimaginable, it remained there on her arm through the entire journey. Only when she gently encased it with the mouth of a glass jar did it stir from her, and then it only fluttering lightly to the bottom of the jar and sat almost obediently as she screwed down the lid. There it had lived contentedly for three days, breathing through the little holes she had punched in the tin and feeding off the grasses and flowers she slipped in to it. She felt that somehow, the butterfly wanted to be there with her.

And yet now, as she looked at him again underneath the pale moonlight, his brilliantly blue wings drifting lazily up and down, up and down, Alice became instantly certain that she ought to let him go.

"Because after all," she mumbled to herself, the tears still running down her face. "One can't live all of one's life in a marmalade jar….no matter how blue one's wings may be."

In one decisive twist, she opened the lid and held the jar aloft out into the night, mouth towards the moon.

For what seemed a long moment, the blue butterfly simply sat there, unmoving on his little twig.

Alice began to cry aloud, her shoulders shaking. Indeed, she was crying much more than she had any right to, and she knew it, yet she couldn't stop herself.

"Go on!" she nearly shouted, jabbing the jar once forward. "Fly away!"

At last the butterfly lit off, its wings fluttering like flower petals in the darkness. It circled back through the frame of the window, startling her as it landed for a moment on her nose. Alice stood perfectly still with surprise, the rivers of tears falling in what must have looked like twin waterfalls to the little blue creature. It sat there for a full minute, and she stared at it cross-eyed.

And then….

How doth the little crocodile, improve his shining tail?

The voice in her head was so loud, so unmistakably audible that Alice yelped aloud. The butterfly instantly lit off from her nose and fluttered away into the night, seeming to fly straight up and disappear in the bright crescent of the moon.

Alice stood, stock still for a moment at the open window, the blanket falling from her shoulders and the cool breeze brushing through the thin cotton of her white nightdress. The tears dripped unceasingly from her chin.

"Then….it must be true," she whispered, her eyes fading into a dull, listless sadness. "Perhaps Alexander's right."

She dropped to her knees before the window sill, hung her head down over her arms, and cried.

"What if I really am mad?"

Then the time has come again.

A big knot, a lump of sobs that could only be worked out through her mouth and her eyes, formed in Alice's insides, and she cried and she cried and she cried. She could scarcely shut her eyes for the tears streaming out of them. They ran down her face, ran over her hands, trickled down the window sill and fell outside in the tall grass and the sand.

You are either too tall, or too small.

Alice let out a great, wailing sob, so loud that she startled herself. She opened her eyes wide and lifted her head. The cries were pouring out of her without cease, without pause. She tried to clamp her mouth shut and found that she couldn't bear to have it closed….the cries built up like the flood behind a dam, and came bursting out of her of their own accord. Surely Alexander and Lord Ascot would come crashing through the door at any moment to find out what was the cause of such an ungainly ruckus.

And then Alice suddenly realized that she was wet….she was wet to the knees. Looking down, she saw that her tears had soaked the front of her nightgown and drops of water were rolling down her ankles. She looked down at her hands for only an instant, and her cupped palms filled with tears. Terribly frightened, she turned to run from her bedroom and into the hallway, but when she looked around the room had no door, and the candle light had been snuffed out. All was darkness.

She turned back to the window and saw the moon above the ocean, fuller and brighter than it had been before.

"Oh, help me, moon!" she cried between her wild sobs. She reached out of the window as if to grab hold of the moon in her fist, but when she looked out into the night, she no longer saw the stretch of grass and beach that had only moments ago stood between her and the ocean. Everywhere she looked, water glistened back at her. The waves lapped against the wall of the bungalow, sea spray crashed against the window sill in white salty bursts. Her tears poured out onto the sill and ran outside, filling the ocean. Her feet were wet; she looked down and saw that her tears had filled the dark room with inches of water, and the level was steadily rising. In moments, she was standing waist deep.

What a horrible, horrible dream! thought Alice. She reached down to fill her cupped hands with tears to splash her face with and wake herself up, but when she did she lost her footing and slipped down underneath the surface. She opened her mouth and it filled with the salty liquid; she swallowed three great mouthfuls before she could swim her way back to the open air. Gasping, she climb up to sit on the window sill, but there was no relief either; the ocean outside was pounding her with wave after wave, and at last there came one swell so mighty that it carried her straight through the frame and she was rushed out into the night, the sea tossing and twirling her this way and that like the sway of a forceful dance partner.

Then, just when she was sure she would be lost forever out in the open sea, Alice felt her bare hands brush against something cold and wonderfully smooth. Opening her eyes, she saw that it was the marmalade jar she had left sitting on the sill. Quickly, before it could sink beneath the waves, she caught hold of the slippery glass lip and hoisted herself over it, slipping into the mouth of the jar and tumbling down to sit deep in the bottom. Dripping wet, but at last out of the sea, Alice looked all around her. The glass walls of the jar showed straight down to the invisible bottom of the endless, emerald green sea, and she was floating at the top of it. The waves tossed and rolled her, but the jar stayed afloat, and through it's glass rim and open mouth she could still see the starry sky high above, and the moon full and winking.

It was only when she finally curled herself up in a ball to try and fall asleep in the hopes that she might awake safely out of the dream and back in Lord Ascot's bungalow that Alice fleetingly paused to wonder how in the world she had been able to fit inside the marmalade jar she had just that evening held a tiny blue butterfly in.

A/N; Quite the hodgepodge. Really don't know how I got to this point. Oh well….carry on! Hope it didn't suck!