I felt like this had to be written. I don't know why, it just did. Alice got closure with Jack, and closure with Hatter, and closure with her father even… but not with the Duchess. I dunno, I thought there should be. Enjoy!

Disclaimer: Alice and the Duchess and everything else you recognize are not my property and I'm only using them for my own personal amusement.

o…o

There was one person she felt she had to talk to before she went back through the Looking Glass; not that she wanted to talk to, but that she had to. She had to explain herself. She had to apologize.

She went looking for the Duchess.

Alice had more than her fair share of trust issues—she lived in constant fear that friends would abandon her and boyfriends would cheat or leave or both. So she tried her absolute damnedest not to do those things to other people. Knowing that she'd been, however unwitting, a party to a man cheating made her feel uneasy and guilty and angry.

The Duchess—was 'Duchess' really her name, she wondered?—looked tired, drawn. Her hair was limp, her clothes dirty, her makeup smudged. She looked… smaller, somehow. Gone was her confidence, her air of femme fatale, the aloofness Alice had seen in the Casino the first time she saw her. The woman was far less intimidating now, less a threateningly beautiful woman and more like a terrified refugee.

She probably was a terrified refugee. A victim of the Queen of Hearts just like all the other people around them. What must it have been like, Alice wondered, for her to live in the lion's den and have to play the Queen's game to survive?

There are Suits and Casino employees gathering together supplies and food and water for the people who escaped the wreckage and Alice grabbed a canteen of water and marched over to the Duchess.

"I thought you might be thirsty," she said gently as she offered her the bottle.

The other woman took it wordlessly and drank cautiously, never once taking her eyes off of her. Her gaze was hard.

"I'm sorry."

She took her rouged lips away from the bottle and narrowed her eyes suspiciously. "What for?" She asked.

"For me and Jack," she said. "I—I know you hate me, for going out with him while he was on the other side of the Looking Glass."

She winced, as if thinking about her fiancé with her was painful. Alice could hardly blame her. Then she shrugged.

"I should've known better." Her voice was dismissive, even, emotionless—the result of many years of hiding her own feelings, probably. "It was an arrangement. How could he love an arrangement?"

Duchess shrugged again, as if this was her answer for everything.

"I shouldn't hate you. Jack never cared for me, it was all just an act for his mother. Just like I played a part to fit her."

"But you do."

She nodded and her blonde waves bounced sluggishly.

"I was hand-picked, you see," she explained after a long silence. "The Queen chose me and trained me and groomed me to be just what her son wanted and just what she needed. Perfect. A living doll. I was tailor-made for Jack."

She looked away and wiped her painted eyes on her wrist.

"In theory I should've been just what he wanted. But he didn't want me. He picked you. He wanted you."

Alice wasn't sure how much of that she believed; the only reason Jack came to her side of the Looking Glass, the only reason Jack honed in on her to begin with, was because she was the Carpenter's daughter and he needed to use her to break him free of the Queen. He didn't choose her anymore than he chose the Duchess. She was a necessity, a means to an end. He told her what he felt he had to tell her in order to get her to trust him.

"I don't think he did," she said. "I think I was just a tool to overthrow his mother."

Her mouth twitched and her eyes crinkled, as if the Duchess knew something Alice didn't.

"No," she said. "I know Jack—or at least, I thought I knew him. In any event, when he talks about you he's a different person. I think he cares for you. Truly. And even if he didn't, he still wouldn't want me. I was made just for him and he doesn't even want me."

Alice felt like she should hug her or something but she didn't move.

"I don't mean to hate you," the woman went on. "I know you didn't know. And I hate him, too even though I never meant anything to him and it can't possibly be 'cheating' if the relationship only exists in my head."

"I know it doesn't mean anything, but… I kind of hate myself for it. And him, too."

"Why?"

"I've been you before," she said. "I've been cheated on. Two-timed. I hate it. I hate how that feels, like you've been thrown aside like a pair of dirty sweat-socks."

The comparison made Duchess smile, just the tiniest bit.

"I never wanna do that to anyone else. It makes me sick, because I hurt someone—I hurt you—that way."

"You didn't know."

"Yeah, I know."

They were starting to load people—Oysters, Suits, Casino employees, prisoners, Resistance fighters—onto scarabs to take them back into the City and sort everything out in the Looking Glass Chamber. Her time to talk to the Duchess was coming to a close.

"I'm still sorry, though."

They made their way back to the crowd together in silence.

"For what it's worth—" she called as the Duchess began to go in another direction to another Scarab; she turned. "I know he's the King, and I know you care about him, but… I think you can do better than Jack."

She didn't say anything back. She just looked at her, blue eyes hard, for several long seconds before turning and disappearing into the crowd.

Alice didn't hate the Duchess. She couldn't.

She followed the crowd to the Scarab.