Part surrealism, part satire, part romance, "Dreamchild" is an engagingly old-fashioned little movie, and the thing that's most old-fashioned about it is also the most engaging: that it's about, built around and based on characters. The movie never quite finds the kind of conflict that will throw those characters into sharpest relief. But at its best, "Dreamchild" recalls the joy of discovering movies for the first time.

The central conceit of the story is that the real Alice in Wonderland -- the little girl to whom Lewis Carroll told his stories -- comes to the United States as an old woman (Coral Browne) to receive an honorary degree from Columbia as part of the Carroll centennial. "Dreamchild" is set in 1932, and the movie has the flavor of movies of the time -- specifically, romantic comedies that whirled around the newspaper business.

For as soon as Alice and her factotum, Lucy (prim Nicola Cowper), arrive in New York, they're besieged by reporters, including Jack Dolan (Peter Gallagher), recently fired Herald Tribune ace, who promptly seduces both Lucy (with his blue eyes) and Alice (with a combination of gall and the promise of money). With Jack as her manager, she becomes swiftly Americanized, endorsing soap, motion pictures and what all.

But she's still haunted by the Mad Hatter and the March Hare and most of all by Lewis Carroll (Ian Holm), whom she knew as Mr. Dodgson the mathematics professor, and who appears in flashbacks with the young Alice (an adorably quick-witted and coquettish Amelia Shankley).

"Dreamchild" is beautifully photographed by Billy Williams, and the screenplay (by Dennis Potter) melds the crisp, fast-talking style and the weepy heart that made the old newspaper movies such a tonic (both Potter and the director, Gavin Millar, are ex-newspapermen). The magic of "Dreamchild" comes as Alice, Jack and Lucy get to know each other. "What a fraudulent young man you are," says Alice. "He's talking about money," says Lucy. "You can always tell when he's doing that -- his lips go all wet." Alice smiles, Lucy doesn't. Jack, for his part, smiles at both of them -- and his lips are, indeed, wet.

And what lips they are! Taut and purplish, extruded plums, they burst out of Gallagher's face; like the big coal-smear of his brow, like his oversized tweed coat -- and like his ambition -- they're simply too big for him. Constantly, shamelessly, he forces himself on people; it's hard to deny someone who takes such persistent joy in his own sleaziness.

Browne makes Alice a crusty old bird, who spits out her contempt for the American lack of politesse with magisterial sarcasm. But implicit in the beautiful symmetry of her heart-shaped face is the suggestion of something behind the facade. That something is the strange love affair she had with Lewis Carroll, played with what can only be called a touching creepiness by Ian Holm -- stammering away, he can't admit his love for the little girl, and thank God he can't. "Alice in Wonderland," for the movie, was the supreme act of sublimation, a way for Carroll to rarefy his perverse urges. As a result, the wonderland is, for Alice, not a world of cuddly creatures, but a horror show in which the Mad Hatter and his chums slobber, bray and ooze.

That's a much richer view of fantasy than most movies get at, but what's missing is a way to dramatize it. "Dreamchild" starts with the idea that the shock of coming to a foreign land would jog Alice's suppressed memories, but the flood of remembrance never figures in the story, which revolves around her adventures with Jack and Lucy. That's why the movie is never more than an apercu. But what an enchanting apercu it is.

Dreamchild, opening today at the Circle West End, is rated PG and contains sexual themes.