This idea popped into my head when I was playing Alice: Madness Returns while A Nightmare on Elm Street was on my tv. I may do more of these Alice vs Freddy one shots, or a multi-chapter story. It depends. Let's see, there's a tentacle rape warning here...

I do not own American McGee's Alice or Alice: Madness Returns or A Nightmare On Elm Street

Freddy's Fear:

Freddy vs. Alice

Freddy Krueger clacked his metal fingers across the railing of his boiler room, watching the young woman scream in fright. He hadn't even made his appearance yet. Children today were such pussy's. Freddy decided to play his cat and mouse game a little longer.

The young woman, meanwhile, was desperate to find a hiding space, yet, nowhere she looked was adequate. She ripped open a locker, and closed it, trying to calm her breath.

That's when she smelled the aroma of food. Her stomach growled. She whimpered in hunger and fright.

A sudden knocking on the locker caused her to shriek with fright. Breathlessly, she shouted out "Oh, my God," at the top of her lungs.

"It is rude to shout," a young female's voice said. "Now, come out quickly, before that thing comes back." The young woman began to blubber. The other woman sighed, and opened the locker. She was wearing a blue pinafore, with buckle up boots, and striped stockings. An omega necklace hung from her neck, and the symbols of Jupiter and Neptune decorated her aprons pockets. Her straight, dark hair was short, green eyes piercing.

"Come along," the other young woman said, a bit terse. The first woman grabbed her arm.

"He'll kill us!" she shrieked.

"He'll kill us faster if your not silent," the other woman said, patience dropping rapidly. The first woman kept her mouth shut, and followed the second, shaking fiercely.

"Quickly, Alice," a calm voice purred. "The lion will survive, but only if she gets the lamb to safety first."

"If the lion laid among the lamb," Alice stated, "then, surely, sanity has left."

"You should know," the voice continued. "For your it's master." The young woman's horror mixed with curiosity. Who was Alice talking to? She couldn't see anyone else.

"Alice…" the voice said. "He's cooooomiiiiing." Alice picked up the pace. She needed to get to sanctuary. Fast.

"Alice! Alice!" another voice said. "You're late! You're late!"

"Rabbit!" Alice said. "Good. I need you to get this woman to Wonderland, and then get her to wake up." She turned to the woman. "Follow the White Rabbit, quickly!" The woman looked at Alice.

"Are you mad?" she asked.

"Not as mad as the SON OF A HUNDRED MANIACS!" Alice shouted the last words. The woman ran, as ominous clanking got closer.

'''

Krueger was angry now. He had somehow lost that girl, only to find a bitch screaming that hateful phrase.

"Son of A Hundred Maniacs! Son of A Hundred Maniacs!" Alice sang in her melodious voice, skipping down the boiler room. I haven't skipped since I was six!

"Who are you?" Krueger asked, suddenly appearing in front of Alice. Alice looked at Freddy with mild curiosity, tilting her head one way, then the other.

"I'm a curious girl that loves to pretend to be two people at once," Alice started, after a few moments. "And who gives herself very good advice, though I very seldom follow it."

"Really?" Krueger couldn't help but smile. "Maybe you disobeyed that advice, again, and fell down the wrong rabbit hole." Freddy raised his clawed glove.

"Funny thing about rabbit holes," Alice began. Freddy struck, aiming to go through her shoulder and heart in one slice. He never got a chance. Suddenly, several butterflies burst from Alice's skin, moving away from the strike, and reforming back into the girl.

"They give one a very unique perspective," Alice finished. Freddy moved again, only for a butcher knife to block his clawed glove. Freddy growled, and teleported away.

"You think you have power!" Freddy shouted. "You think you can beat me! I have news for you, welcome to my world, bitch!"

"Those who feel the need to shout have never heard that it's the silent ones one has to look out for," Alice stated, calmly walking through the boiler room. "The truth is, however, that either one can give the other a major headache." She finished this remark by swinging her Hobby Horse around, and smashing Krueger's face.

"Homer for you," Krueger sneered around a mouthful of blood. "Let's see if I can't score a grand slam!" With that, he swung a baseball bat at Alice's midsection, causing her to fly through the air, slamming into a steel girder.

Fire, metal, all swimming through my head, Alice thought. Last time it was like that, I battled the Jabberwocky. I fought my guilt. Well, my guilt can't beat me now! Alice rattled her Demon Dice in her hand, and through them at Krueger, who casually beat them away with his ungloved hand.

"Looks like you've got snake eyes!" Krueger smirked.

"Damn." Alice said. "And I was so looking forward to a lucky seven." Freddy moved closer to Alice, only to feel a sudden pain thrust through his shoulders. A demon's tail penetrated through his shoulder, and Freddy tried to beat the demon away.

SHUNK!

Alice twisted her Vorpal Blade through Freddy's heart, blood leaking through her fingers.

"Whoa!" Freddy stated. "Looks like you broke my heart, bitch!" Alice yanked her Blade out of the wound, thinking. Freddy wasn't invincible. He couldn't be.

"A figment of the mind's fear," the Cheshire Cat said. "Once brought to the daylight, it withers like a shadow."

"I see," Alice said, blocking Freddy's claw with her Blade with one hand, and using the Ice Wand with the other. "But, I'm not afraid of him. I need to get him to MY mind. MY subconscious, where I'm on my own terf."

"You should have already been there," the Cat said. "Three guesses why you can't."

"The woman's still asleep," Alice stated, freezing Freddy's torso and face. She leapt back, and tossed her Jacks, shattering the body. "I'm not sure how I managed to get here, in all honesty."

"Later, Alice," the Cat said. "Come, now, Wonderland awaits! Grab Krueger! Be careful of the claws. Your not a pincushion, you know." Alice grabbed Krueger's clawed-clad hand, and shoved it through his back, and using another arm to grip his throat. Distantly, she heard a bell going off for tea…

'''

Freddy Krueger found himself standing in a meadow. He could see, far in the distance, floating dominoes, and a statue of Alice. Speaking of which…

Freddy twisted his around, dodging Alice's thrust, swiping down with his claws, scraping her against her ribs. Blood oozed from the wound. Freddy grinned, and swiped again, this time leaving a deep gouge across her arm. Freddy continued, carving out pieces of Alice's flesh, blood flying across the field.

He did not realize the mistake he was making.

A sudden force shoved him back several feet, his spine cracking against a rock wall. Alice's skin and dress had turned shock white, eyes red and bleeding, blood soaking the chalk arms.

"Oh," Freddy said. "Shit." Alice swung her Vorpal Blade, carving off his right arm. She then picked up the clawed glove, and fit it on her hand, returning back to her original form.

"To reiterate your expression," Alice said. "'Welcome to my world. Bitch.'" With that, Alice plunged the glove deep into Freddy's torso. "Welcome to Wonderland." Alice pulled out a Clockwork Bomb and shoved it into the chest cavity she made, and slowly backed off, raising the trigger. One click, and a boom later, and Freddy slowly staggered to his feet.

"Is that all?" Freddy asked.

"No," Alice said, turning away. She then began to walk off, not looking back. Freddy struggled to put the glove on his left hand. He'd kill this bitch.

"I promise I'll kill you," Freddy stated. "Fucking cunt." He ran towards Alice, only to trip, and land on his face, hat flying. "What the fuck?" Red tentacles grabbed his arm and legs, raising him into the air. Tentacles ripped through the seat of his pants, and into his anus, while more tentacles went down his throat.

"Promise only what your prepared to deliver," Alice stated. "Have fun, Lizzie." Alice walked off, while the tentacles began thrusting through Freddy's anus. Freddy's eyes were wide with fear as he realized that this was all in Alice's head. That Alice was in command here. His body reacted to the rape. This is what he had done to his children. It was all payback.

The rape soon ended, but the tentacles, the Queen of Hearts, Alice, wasn't done. More tentacles joined the first, and made his anus wider, penetrating more of his body, filling the chest, the lungs, popping through his mouth, and ripped him apart from the inside out.

"What did you imagine, Alice?" the Cat asked, mildly amused. Alice just shrugged.

"I honestly don't know," Alice said. "I just wanted him to feel pain. Anyway, I suppose I have to wake up."

'''

Alice awoke, not in her London flat, but in a house. Frowning, Alice took a good look at her surroundings. It was dilapidated, the bed was lumpy. Alice got up from the bed, and went down the stairs.

Well, at least I'm still in that drab dress I wore in London, she thought, walking out the front door. The lawn was wild, the "For Sale" sign ruined. Alice looked at the number on the door.

1428, Alice thought, turning to the street sign. Elm Street? Where am I? When am I?

"Because," a cool, calm voice said. "You were brought here." Alice turned to see a young man watching her. His features were familiar to her. Then he grinned, and it was all the Cheshire Cat.

"Hello, Cat," Alice said. "What do you want?"

"It's not what I want, Alice," the Cat said. "It's what the world needs." Alice turned back to the house… And heard a loud, cruel laugh.