Alice in Wonderland was published in 1865, right around the time that Abraham Lincoln was killed and Alfred Nobel discovered dynamite. The story is a bit dusty, but most people remember scenes of the plucky young Alice, wandering through a strange world she discovered at the bottom of a magical rabbit hole in the English countryside. Lewis Carroll’s story has been adapted in one form or another hundreds of times, but never in 3-D—and certainly never with director Tim Burton’s twisted sensibilities.

Burton brings his usual cast and crew (including his intermittent partner Johnny Depp and his wife Helena Bonham Carter) to the tea party, and what a mad tea party it is. Depp stars as the Mad Hatter, bedecked in the classic 10/6 size top hat with shocks of red-orange fright wig coming out from underneath like DayGlo cauliflower earmuffs. He helps Alice find her way to the Red Queen (Carter), who has a grudge against the world and amuses herself by ordering that heads be lopped off by the dozen. Somewhere along the way a few monsters and a hookah-toting caterpillar pop up too.

The story grows curiouser and curiouser, yet never really gains traction. The film fails to be involving partly because none of the characters are terribly compelling, nor fleshed out. Who, exactly, is the audience supposed to be interested in? Both the heroes and villains are bland. Alice simply looks annoyed to be there, assuming all along that she’s dreaming. The Mad Hatter could be the most interesting character, but Depp plays him like Willy Wonka’s imbecilic brother who was left alone in a room of rainbow-colored spray paints. The Red Queen is ostensibly the villain; she’s the most interesting of the lot, due in large part to her visage. I found her giant, disproportionate head strangely entrancing. The Red Queen’s sister, played by Anne Hathaway, matches her with her own (natural) grotesquely oversized eyes and mouth.

Visually, Alice in Wonderland is an amazing film with generally seamless interaction between live action and animation. The 3-D animation was used sparingly—there are no giant boulders coming at the audience constantly, instead the technique is used to create a very effective depth of field. The film’s impressive visual style is, of course, no surprise. The visuals and mordant tone of Burton’s films are his signature style—along with misfit characters like Edward Scissorhands and Sweeney Todd—though brilliant scripts are not.

For such as wondrous place as Wonderland, all the characters seem inert, as if they existed as cardboard cutouts and only came alive because Alice fell down the correct rabbit hole. They are not fleshed out enough to care about, leaving Alice to wonder why she’s there, and the audience to ask why we care.