Alice comes across a Caterpillar that is resting on top of a giant mushroom and smoking a hookah pipe. The two stare at each other in silence for a while before the Caterpillar asks Alice, “Who are you?” Alice has trouble explaining who she is to the antagonistic and contemptuous Caterpillar. Dejected, she turns to leave, but the Caterpillar calls her back to recite a poem. The Caterpillar duly notes that she recites the poem incorrectly and goes on to ask what size she would like to be. Alice states that being three inches tall is a wretched height, which insults the three-inch-tall Caterpillar. The Caterpillar crawls away in a huff, but not before telling Alice that eating one side of the mushroom will make her grow larger and eating the other side will make her grow smaller.