A Few Years Ago – The Enchanted Forest
Two men are taking a carriage down the road at night when they see three men on the road ahead. One of them begs the drivers to help them, saying that their friend was knocked off of his horse. One of the drivers checks with their employer, who tells them to help but be careful. The driver then goes forward and sees blood on the injured man, and goes back to get a waterskin. Meanwhile, a figure silently drops down from the tree and takes the bags of gold from the back of the wagon.
Later, the "injured" man, Friar Tuck, returns to the camp of the Merry Men with his two companions. They boast about how they used berries to fake the blood. As Robin Hood offers a toast of congratulations, a hooded figure emerges from the forest. The leader asks how it went and the hooded man--the Knave of Hearts--dumps out the stolen treasure. Robin Hood offers a toast to their newest member: Will Scarlet.
As Alice and the Knave travel through Wonderland, Alice notices all of the posters that the Caterpillar has put up offering a reward for the Knave. She still wants him along, figuring that as a thief he can figure out who stole Cyrus' bottle. The Knave suggests that they use a Forget-Me-Knot, and enchanted piece of rope that when tied together makes a picture frame that can look into the past. He admits that finding it may be a problem but Alice refuses to give up when she's so close to finding Cyrus.
In Jafar's palace, Jafar and the Red Queen are having dinner and lower Cyrus' cage down to them. They invite him to join them and Jafar shows the genie the origami bird with the message from Alice. He shows it to Cyrus and notes that Alice didn't heed his warning. When Cyrus warns that Jafar can't steal his magic, Jafar assures him that he just needs Alice to make the wishes so that he can take control of the genie. He assures the Red Queen that Alice will make her first wish that day and has one of his men bring out a large book. The Red Queen opens it and Jafar says that Cyrus will make her make her wish.
Alice remembers that the Caterpillar has a Forget-Me-Knot and they go to see him. The Knave says that he'll make a deal with the Caterpillar, and Alice is surprised that he's risking his life. He says that he's going to clear his name, and Alice insists on going in together. They enter a toadstool and descend into the Underland, filled with party-goers. A man, Nazim, immediately grabs the Knave and demands his money. Alice draws her sword and tells Nazim to release the Knave, and the other people advance on her.
The Caterpillar speaks up, telling Nazim to let the Knave go. The travelers step forward and the Caterpillar and demands his money. The Knave says that he's there to make a deal for the Forget-Me-Knot, offering him double what he owes. The Caterpillar isn't interested and Alice realizes that the Caterpillar doesn't have it, but knows where it is. The Knave offers to get it for him in return for erasure of his debt, and the Caterpillar agrees. It informs them that the Grendel has the Forget-Me-Knot in the Whispering Woods, and figures that it wins whether the Knave gets the Knot for the Caterpillar, dies, or gets it and keeps it for himself and then the Caterpillar can take his revenge. It reveals a decapitated screaming head on its desk and assures the Knave it can always use another.
As Alice and the Knave head for the Whispering Woods, he explains that not much is known about Grendel. Alice tries to work out a way to get the Knot without troubling others, and the Knave asks her if she would let someone else suffer to be reunited with Cyrus. She hesitates and the Knave tells her that she's a thief now.
The Enchanted Forest
Robin Hood cuts the Knave's palm to bind him to the Merry Men. When the Knave wonders if he's a thief now, Robin Hood insists that they steal for others, and a thief steals for himself. The Knave suggests that they stay for a few days because Maleficent's castle is nearby. Robin Hood doesn't want to mess with magic, and the Knave just wants to take her gold and distribute it to the local village. Maleficent won't be back for several days, and the Knave needs eight men to get past the guards. Robin Hood reluctantly agrees but insists that they'll only take the gold.
The Knave returns to his cottage and tells the woman in bed there that the Merry Men believe he's one of them. Once he robs the castle, they'll have everything they need and can leave the cottage.
Jafar figures that Cyrus doesn't know what they can use to force Alice to make her wish. The Red Queen looks for creatures that will frighten Alice into making her wish. They find an entry for a Bandernatch, a creature that terrorized Alice when she was a child. Jafar notices Cyrus' look of concern and says that is the creature to use.
Alice and the Knave find an old cottage and Alice draws her sword. The Knave notes that he's stolen from monster and proposes that he creates a diversion while she goes in and takes the Knot. Alice admits that the idea is sound and marches forward with the Knave… and falls into a concealed pit.
When they wake up, Alice and the Knave find themselves tied up inside the cottage. The disfigured Grendel cottage enters the kitchen and starts sharpening his blade. The Knave notices the bones and suggests now might be a good time or Alice to make a wish.
The Enchanted Forest
The Knave leads the Merry Men into Maleficent's castle and they split up to search for the hidden gold. As they search, the Knave finds a looking glass in a cabinet and picks it up.
As they try to untie themselves, they hear Grendel apparently talking to someone. The Knave lies over to see and realizes that Grendel is looking into the Knot. Inside of it is a woman making dinner. A handsome man brings in food for super and Grendel watches as the man and woman talk to each other. The Knave realizes what is going on and tells Alice that there may be a way for them to get what they want.
The Red Queen leads Jafar to the caves beneath her palace. As they walk, Jafar notes that there is more to her than she seems, but she tells him that all he needs to know is that she is a queen. They reach the Bandersnatch and Jafar offers it the origami bird so that it can get Alice's scent.
Alice tries to free herself and tells the Knave to forget the Knot. He insists that he is good with monsters and calls to Grendel. The Knave asks the woman's name and Grendel starts to advance on them, and then goes back to looking into the Knot, mouthing the words of the man. As he looks into the past, the Knave says that Grendel loved the woman, and that losing a loved one can change a person. Grendel wonders how he knows and the Knave says that how Grendel looks is how he feels. The creature listens and the Knave tells him to move on and give up the hurt. Grendel says that he doesn't want to move on, but the Knave says that it's for the best. The creature tells them to be quiet, picks up an axe, and says that it's dinnertime. He then goes to stoke the fire.
The Enchanted Forest
The Merry Men find the gold and take it back to their camp. The fire suddenly flares and Maleficent speaks up from everywhere, demanding that they return the other treasures that they have stolen. She warns that it will only bring them misery. The fire dies down and Robin Hood demands to know who disobeyed him and took the other treasure. The Knave remains silent.
As Alice tries to free herself, she asks the Knave if Anastasia was the woman he was describing. He refuses to discuss it, and Alice frees the rope using the wishes... to cut her bindings. She unties the Knave and they head for the door. However, the Knave refuses to leave the Knot behind. Alice discovers that the door is locked, and Grendel throws an axe at them, just missing. They manage to get the door open... and find the Bandersnatch outside. Alice slams the door shut and tells the Knave that it's there for her. She goes to get the Knot and Grendel goes after them, but the Bandersnatch breaks in and knocks Grendel aside. It searches for Alice and sees her through the Knot... where she was standing a few seconds ago. Alice yanks on the rope and drags the creature up by its neck. Alice tries to hold it up without success, while the Knave runs off. It attacks Grendel when he comes running up, and prepares to eat him. The Knave runs back with a knife and kills the creature.
In the caves, the female Bandersnatch dies. The Red Queen explains that it died when its mate died, meaning Alice used her wish to kill the male. However, Jafar can tell that she hasn't used one of her wishes. Furious, the sorcerer drives his staff into the floor, sending a shockwave through the castle. Cyrus feels it and smiles, and tells the old prisoner that his plan worked.
Alice tells the Knave that Cyrus told her all about Bandersnatches, including the fact that they have poor eyesight. Grendel gets up and thanks the Knave for saving him. He goes to get the Knot and looks through it, and realizes that the woman is gone. Grendel explains that the woman was his wife and he lost her long ago. He stole the Knot from the Red Queen and brought it there, and it allowed him to see his wife. However, the Red Queen transformed him into a hideous creature. The Knave assures him that there was no crime in doing what he had to so he could be with his wife. Grendel tells them to take the Knot because it's of no value to him now, and hopes that it brings them what they desire.
The Enchanted Forest
The next morning, the Knave leaves the camp but Robin Hood intercepts him and asks what was so important that he went after magic. The bandit realizes that it's a woman and warns the Knave that his mistake will haunt him. He lets the Knave go, figuring that he'll meet the fate he deserves. As he walks off, the Knave says that he's a thief. Robin Hood turns and says that the Knave is the only thief there. He wishes the Knave luck, but knows from experience that it won't get it.
Jafar and the Red Queen go to Grendel's cottage and find him sitting, forlorn. He tells them that Alice's companion killed the Bandersnatch. Jafar offers to bring back Grendel's wife if he identifies Alice's ally, and the Red Queen says that if they succeed then the impossible will become possible. After a moment, he tells them that the Knave killed the Bandersnatch. Jafar thanks him for his honesty and Jafar kills him, reuniting him with his wife in death.
As they travel on, Alice admits that she's impressed that the Knave got through to Grendel. The Knave says that he was just playing a part, but she doesn't believe him. She asks about Anastasia but the Knave refuses to answer and tells her to use the Knot to change the future and find out where they can find Cyrus' bottle. They go back to the DandeLion and use the Knot... and see the White Rabbit take the bottle and give it to the Red Queen. Alice is shocked that her friend would betray her, and the Knave says that she'd be surprised what some people would do.
In Underland, the Caterpillar counts down the minutes until the Knave's time is up. Jafar comes in and orders the Caterpillar to tell him everything he knows about the Knave.
Alice realizes that the Red Queen knows everything they've said and done, and vows to pay her a visit. As they approach the Caterpillar's toadstool, the Knave admits that he's had second thoughts about giving the Caterpillar the Knot. He figures the Caterpillar will abuse it, and that if he took the Knot for Alice then it means he has some humanity left. The Knave burns the rope and lets the ashes drift off.
The Enchanted Forest
The Knave rides back to the cottage and calls to Anastasia. The woman who will become the Red Queen runs out and hugs him. They go inside and the Knave shows her the looking glass, and she asks if it can take them far away. He uses it to open a portal and they kiss, saying that they love each other. When the Knave wonders where it will take them, Anastasia says that it goes to a place of miracles where they can be anyone they want to be--Wonderland.