Alice asks how she can get bigger, but the Caterpillar asks her to recite "Old Father William" instead. After doing so (with a few errors), the Caterpillar tells her that one side of the mushroom will make her bigger and the other side will make her smaller. The Caterpillar disappears leaving Alice all alone. Alice first tries the right side, which makes her chin get stuck to her foot. Then she tries the left side, which makes her neck grow very long. A pigeon flies into her face, believing she is a serpent, but Alice tells her that she is a little girl. She then eats different sides of the mushroom and gets back to her usual height.