Six people go to a swingers club run by Mr. McMichael. Said club specializes in making one's innermost carnal fantasies come true.

Alice offends her would-be lover William by rejecting his advances. Upset, she falls asleep reading Alice in Wonderland. The white rabbit appears to her in a dream and takes her into a sexual wonderland. The story loosely follows Carroll's original plot, and includes many of his characters, but with considerable sexual license.

Plot is set in motion when Miss Kent receives a phone call from her late uncle's attorney, informing her that if she carries on the old guy's sex survey, and comes up with results validating his research, she will come into a $2 million inheritance