Most reviewers decree Tim Burton's Alice in Wonderland ‘disappointinger and disappointinger’, both as a literary adaptation and as a film, largely because the film adapts so many things besides Carroll's books, rendering it digressive and derivative. The script, which expresses anxieties about being ‘the wrong Alice’, figures the adaptation/sequel as a compendium (a brief treatment of a subject). Compendium's second sense, inventory, points more centrally to the film as pastiche. Since literary film adaptations are increasingly constructed as deliberate pastiches of other cultural productions, I argue that it is time to ask new questions of these processes rather than view them solely as failing the books and copying rather than creating. The review ends with a discussion of how CGI (computer-generated imagery) and 3D displace Carroll's nonsense as superior sense with fantasy as alternative reality and how the film's colonial ending reflects Disney's own, very real capitalist enterprises in China.