The original inspiration was a romantic encounter that producer David A. Stewart of Eurythmics had with Stevie Nicks of Fleetwood Mac.

She had broken up with Eagles singer and guitarist Joe Walsh the night before,[5] and invited Stewart to her place for a party after an early Eurythmics show in Los Angeles.

He woke up at 5 a.m. to find Nicks in the room trying on Victorian clothing and described the entire scenario as very much reminiscent of Alice in Wonderland.

She experiences a succession of bizarre events, culminating in her body being turned into a cake and eaten by the guests at the tea party.

The video ends with Petty swallowing Alice whole, burping softly, and wiping his mouth with a napkin as the song abruptly stops, cutting off the last 29 seconds of the closing guitar solo as heard on the album version.