Later with the heroes, Sora and his friends stopped in a part of Wonderland and none too soon.
Lilo: Geez, it was crazy back there but we got away.
Stitch: (noticed) Look!
The heroes turn and sees Alice coming out of hiding behind a tree.
Tender Heart: Alice! You're okay!
Alice: Sure am. (concerned) Though for forgive me for sounding ungrateful, boy, but did you mean it when you said you were the thief?
Lotsa Heart: Alice, that is not the truth.
Grumpy: First time for everything.
Sora: They're right. I only said that to...
Danny: To show off!
Sora: (glaring) I was going to say save her, thank you very much Danny!
Alice: Is that so? (smiles) But you save me all the same. Thank you uh...
Tommy: Sora and friends.
Suddenly from out of nowhere, a familiar cat appears in a tree nearby making Grumpy yelp.
Grumpy: Gah! You again?!
Cheshrie Cat: My, my, feeling better after that mad dash? You are not out of the woods yet, literally and figuratively! Yes, the Wizard is nasty and he will not forget you until he remembers.
Swift Heart: What does that mean?
Max: The creep will not hounding us until he gets his memory back?
Cheshire Cat: You got it but did he forget what he remembers?
Suddenly the cat disappears and reappear in another tree, much to the surprise of the others.
Sora: (to Brave Heart) Man, does he always does that?
Brave Heart: I guess so.
Cheshire Cat: Or does he remember what he forgot? Perhaps it will not matter.
Sora: (concerned) We got to stay away from the creep somehow.
Dende: Maybe so but what about Alice? If the Wizard gets her, she will died.
Stitch: Id. We oughta do something about stupid head, eh?
Max: I say we hound him and shoot him!
Sam: Not a good idea. We don't know what would happen in this world.
Cheshire Cat: Do something, yes, but you don't have to do anything.
Grumpy: (glaring) And what is that supposed to mean?
Cheshire Cat; Don't get snippy on me, girl. It goes like this: if you can't remember anything, it's like it never happened. Likewise, if something never happened, you can't remember it.
Sam: (to Max) Is that what's going on around us?
Max: (noticed) Eh? Sorry, I wasn't paying attention. Did he leave his gun?
Sam: (groans) Idiot.
Chehsire Cat: Try too hard to remember, and your memory might lie to you.
Tommy: (confused) Lie?
Cheshire Cat: Figure it out, if you can. Ho ho ho ho ho ho ho!
The Cheshire Cat disappeared a while after that.
Good Luck: That cat is always hard to figure out.
Gaz: (frowning) Pretty dumb if you ask me.
Danny: Yeah.
Alice: Come on everyone. We better get going.
The group goes on fighting the Heartlress through the place and arrives at a familiar traffic place.
Sam: Hey, this is where the Caterpillar Traffic Cop does traffic! At least that's what Sora told us.
Max: So where's lot of arms?
Brave Heart: Betcha he's on break.
Sora: We still got that riddle from the Cheshire Cat to deal with. Anyone got an idea what it means?
Grumpy: (groaning) To me, I prefer not to bother.
Sam: (sarcastic) Thanks a lot.
Suddenly the whole place becomes more dark and different like.
Sam: Holy American McGee's Alice! What's going on?!
Max: Eeew, the place is being Goth and ugly like!
Gaz: (smirks) Hey, I can feel at home here.
Swift Heart: Come on, let's look around.
Alice screams as she sees something. It's the Wizard, Dim, Dumb, and the cards nearby and the villain looks angrily at Alice.
Wizard: Thought yopu have seen the last of me eh? Bad enough you stole my memory but now you ruined Wonderland!
Dim: Yeah, he wants to do the last part himself!
Dumb: (yelping) Dim!
Tender Heart: (glaring) I knew it! Did you set up Alice so you can try to take over Wonderland, Wizard?
Wizard: Fools, for stealing my memory, I sentence you to...
Suddenly the place flash white until it cleared up.
Wizard: (confused) I sentece you to...uh, I sentence you...what the..?
Tender Heart: (puzzled) What happened?
Sam: The whole place went white and then it clears up.
Wizard: (confused) Hey, what's going on? What am I doing here!
Max: What's with the playing dumb, Wizard?
Dim and Dumb: Boss!
Wizard: (confused) What was I doing? I don't remember!
Sora: What's with him?
Danny: Someone mus thave swiped his memory. But how?
More flashes kept coming as Alice gasps upon seeing something.
Alice: Everyone, look out! Something is coming!!!
The whole screean flash white until a familiar Heartless appears juggling its flaming sticks.
Sam and Max: It's the Trickmaster!
Gaz: (glaring) And how did you guys know?
Sam and Max: Lucky guess!
Sora: (frowning) So that's what stole the Wizard's memory and causing Wonderland to look grimm. We got to take it down.
The heroes charged at the Trickmaster as another fight is about to back out. Nearby, Grimm laughs while in hiding.
Grimm: Hee hee. This is going to be good. Merging Team Meanie, I made them into the Heartless of this memory world! Now the only way those pathetic excuse for villains to change back if the heroes beat them without getting killed. Oh, I am going to enjoy this!