An adaptation of the 1886 musical "Alice in Wonderland: A Dream Play for Children" by Henry Saville Clark and Walter Slaughter. Sculptures, drawings, text, and original music are used to explore the late 19th century's evolution of painting, literature, and theatre into early photography and moving pictures. The film examines the relationship between John Ruskin and Lewis Carroll, Ruskin's theories on drawing, Thomas Eakins' painting and use of photography, and the beginning of cinema with Eadweard Muybridge and Etienne-Jules Marey.