The familiar Lewis Carroll tale is reinterpreted by being framed as the story of a grown-up Alice (Mia Wasikowska), who is manipulated into a marriage to a young man she does not love. When she runs away after he proposes during a party, she falls through a deep hole that brings her to the world of the Mad Hatter (Johnny Depp), the Red Queen (Helena Bonham Carter), the Cheshire Cat and other magical characters. Also with Stephen Fry, Michael Sheen, Christopher Lee, Matt Lucas, Anne Hathaway, Crispin Glover and Alan Rickman. Directed by Tim Burton. [1:49]

SEX/NUDITY 2 - A woman wears a low-cut dress that reveals very deep, and very exaggerated cleavage and the top of her unnaturally protruding breasts. Women wear low-cut dresses that reveal cleavage in a few scenes. A woman lifts the skirt of a younger woman to reveal that she is not wearing stockings (we see her bare shins) and they discuss not wearing a corset. A young woman shrinks to a very small size and her dress falls off her (she cinches up the undergarment she was wearing and reveals bare shoulders). A young woman grows very tall and we see her dress become very short and reveal her bare thighs. Part of a man's oversized abdomen is seen (it turns out to be fake). A young woman grows to large proportions (we hear her dress ripping as she grows), a hedge hides her but it is implied that she is naked.
► A married man passionately kisses another woman, and his wife's young sister sees them. A man kisses a woman's hand romantically.
► A man pins a woman against a wall and says, "I like you, I like largeness." A man praises a woman flirtatiously. A woman says that another woman can make anyone fall in love with her, such as, "Men, women, furniture." A man tells a woman that another woman "forced herself on me." A young woman asks two other young women about their swimming naked in a pond. A rabbit makes a remark about women being unclothed. A young woman tells a man that she has had a vision of all of the men at a party wearing dresses and he seems dismayed.

VIOLENCE/GORE 5 - A large, winged, dragon-like creature erupts from a perch, it roars, moves toward a crowd of people, a young woman with a sword slashes its long tongue off (we see it flop onto the ground), the creature tries to step on the young woman, it breathes out fire at her a couple of times, a man stabs its tail, and she cuts its head off (we see the severed head bounce down many stairs, we see the open neck wound and later see blood dripping from its mouth).
► A large, vicious-looking leopard-like creature with numerous pointed teeth and sharp claws chases a young woman through woods: she stops and faces it, it approaches and growls at her, it scratches her arm (we later see a bloody scratch on her arm), a mouse jumps on the creature's head, pokes a pin in its eye and pulls the eye out (we see the eye skewered on the pin, as the mouse runs away with it) and the creature cries out.
► A man and a mouse are marched to an execution block, the man places his head on the block, and the executioner raises his blade and brings it down with a crack; the man disappears while his hat floats in the air.
► A young woman enters the cage of a large leopard-like creature, it wakes up and snarls at her, she rolls an eyeball toward it, and it grabs it and puts it into its empty eye socket (we see the reddened area, we hear a squish and it moans).
► A large bird swoops toward many people gathered in a village, a few are swooped up and then dropped, it is poked in the eye with a pin, it falls to the ground and a large stone falls on its head (presumably crushing it and we see the head disappear under the stone).
► A young woman is surrounded by many guards holding long spears, they poke at her, a large, vicious leopard-like creature bounds toward them, knocks down many of the guards and the young woman climbs on its back and rides away. Two large armies fight each other with spears (we hear clanging and we see characters swinging blades).
► A man with a sword swings it at another man who uses items around him to defend himself, including spraying him in the face with a liquid. A man raises a dagger over a woman's head in a threatening manner and another man throws something sharp that strikes the first man in the hand and makes him drop the dagger. A man with a sword raises it over another man and cuts off his shackles. A man pokes another man in the eye with a pin, he falls to the ground and the other man stands over him with a large sword (he does not run him through). A mouse pokes a girl in the foot with a pin and she screams.
► A man is chased through thick woods by a dog and many guards with spears; he turns himself over to them and he is taken away. Numerous guards with spears chase characters through thick woods, and a large bird is caught and shackled.
► A woman slaps a man hard in the face three times. A man becomes angry, he yells and flails his arms, and pulls against a chain that's around his ankle.
► We see a moat around a castle that is filled with giant floating severed heads, that seem to be made out of stone; when a young woman walks across the moat from one head to the next, she accidentally steps in the mouth of one and we hear a squish and see saliva.
► We see a large, winged, dragon-like creature blow fire on a village where many people are gathered: a knight is shown engulfed in flames, people flee and scream and we later see the burned out remains of the village. A large bird with sharp talons swoops out of the sky, snatches two boys into the air, drags them through numerous trees and takes them to a castle (we see no visible injuries).
► A woman mixes a potion that includes, "urine" (we see it being poured), a finger (we see a container filled with severed fingers and a jar of eyeballs), she spits in the mixture, stirs and a young woman drinks some. A woman collects some blood from a dead creature and gags as she does so. We see a scratch on a young woman's arm becoming infected and she winces periodically.
► A young woman falls into and through a very deep hole, she spins and tumbles and screams for a while, crashing into things (such as a bookcase and a piano), and she eventually crashes through a floor and ends up on the ceiling of a room; then she falls hard to the floor (she appears uninjured). A young woman walks through dark woods with large trees that have leafless, twisted limbs, and a young woman walks through a large garden where unusual creatures move around her and large bugs are buzzing. A young girl describes a nightmare that includes her falling down a hole and meeting unusual creatures. We see drawings several times (they seem animated in a couple of scenes) that depict a young woman with a sword fighting a large, winged dragon-like creature.
► A young woman rides on the back of a large, vicious leopard-like creature. A miniaturized young woman rides on the back of a dog. A miniaturized young woman holds onto the hat of a man, which is thrown and flies into the air (eventually it lands hard on the ground). A miniaturized young woman rides on the hat of a man.
► Two boys argue, push and kick each other in a few scenes. A woman uses a flamingo to strike a hedgehog (as if she is playing croquet), the hedgehog screams as it sails through the air but it seems OK. A woman kicks a pig and it runs away squealing. A woman rests her feet on the stomach of a pig.
► A young woman grows to large proportions and then shrinks to miniature proportions in several scenes; in one scene she is miniaturized and placed in a teapot. A woman's fake nose falls off (we see it on the floor), and a man's fake chin falls off. A man does a frenetic dance where his head spins completely around, as do his feet.
► When a man becomes angry his eyes turn orange and his voice becomes deeper. A man is shown with a badly scarred face and a patch over one eye. We see two boys with a red heart on their foreheads (we later see them without the hearts).
► A hare is shown laughing maniacally, twitching and throwing things (tea cups and some soup) in several scenes; one cup strikes a man in the head, but he appears unharmed. We see a large cat in several scenes with many pointed teeth, bright green eyes and it appears and disappears at will. A caterpillar is shown to have sharp tines at its mouth and down its body.
► A woman alludes to having killed a man. A woman asks a man, "What if I cut off your head?" A woman questions several frogs about stealing, she finds the culprit, yells "Off with his head," and talks about eating his children by saying, "I love tadpoles on toast." A woman says, "Off with their heads" in several scenes about different characters. A woman tells another woman, "Your crimes are worthy of death." Characters talk about an impending battle and a cat remarks, "All of this talk about blood and slaying has put me off my tea." A cat talks about a wound "festering." A dog says, "They have my wife and pups." A man yells at a cat and calls it undecipherable names. A woman says that she will set the dogs on a rabbit. A young girl asks a man, "Do you think I've gone around the bend?" and the man jokes, "Yes, you are bonkers." A woman says that she does not want "ugly grandchildren." A woman says of another woman, "She has a pimple of a head."
► A woman wipes some juice from a frog's mouth and then licks her finger. A man blows his nose loudly and then inspects the contents of the handkerchief. A vicious leopard-like creature licks a young woman's arm (we see its long tongue and hear squishing).

LANGUAGE 1 - Several exclamations, name-calling (bonkers, insane, mad, odd, nasty, stupid, idiot, lunatics, moron, liars, ugly, crazy, dimwitted).

SUBSTANCE USE - A blue caterpillar is shown on large mushroom cap while smoking from a hookah pipe and in one scene it blows smoke in the face of a young woman, who complains.

DISCUSSION TOPICS - Mental instability, dreams, imagination, ambitions, roles of women, greed, death of a parent, death of a spouse, arranged marriages, friendship, loneliness, isolation, love vs. fear, delusions.

MESSAGE - Follow your own path, not one that is chosen for you.