David is a twelve-year-old boy mourning the recent death of his mother and trying to adapt to his father's new marriage. Drawn to his mother's old fairy tales, he experiences strange waking dreams and hears books whispering to him. When he discovers a passage in the garden wall, he enters the strange land of Elsewhere, where he must rely on his intelligence and courage to survive.

The Woodsman is a tall, muscular caretaker of the forest who defends the woods from corrupted creatures. With striking green eyes that reflect his connection to nature, he wields an ax to protect the natural order from the increasingly aggressive wolf packs. He acts as a father figure to David, teaching him how to survive in a hostile environment.

Roland is a seasoned soldier traveling through Elsewhere on his horse, Scylla. Having suffered personal losses that destroyed his faith, he is courageous but pragmatic, choosing carefully which battles he fights rather than seeking senseless glory. He treats David with respect and shares educational tales during their travels.

The Crooked Man is a malevolent trickster identifiable by his hunched back, long face, hooked nose, and crooked hat. He uses deception, illusions, and dark magic to isolate his victims, feeding on the anger and jealousy of resentful children. He constantly trails David, attempting to strike a terrible bargain.

David's father is a practical man trying to rebuild his life after the tragic death of his first wife. He relocates his family to the countryside to avoid wartime bombings and marries Rose, unintentionally alienating David in the process. He focuses heavily on his new child and his crucial intelligence work, often missing the depth of David's psychological distress.

Jonathan Tulvey is the elder brother of Rose's father, a boy who mysteriously disappeared at the age of fourteen. He previously occupied the attic bedroom where David now sleeps, leaving behind a beloved collection of fairy tales and folk stories. His early life shares striking parallels with David's current struggles.

David's mother is a gentle woman whose prolonged sickness and death act as the central trauma of David's young life. Before her health failed, she instilled a deep reverence for literature in her son, teaching him that stories have an independent life and power of their own.

Rose is David's stepmother, a well-meaning woman who brings David and his father to live in her large ancestral country home. Though she desires a positive relationship with David, she is frequently exhausted by her pregnancy and subsequent childcare duties, leading to sharp conflicts with her resentful stepson.

Georgie is David's infant half-brother. As the newest addition to the household, he requires constant care from Rose and David's father. His mere presence serves as a physical reminder of the changes in David's life, making the baby a target for David's bitterness.

Dr. Moberly is a psychiatrist hired to evaluate David after the boy begins experiencing mysterious fainting spells and blackouts. His attempts to treat David are hindered by the whispering books lining the shelves of his office, which distract and distress his young patient.

Anna is the adopted younger sister of Jonathan Tulvey. Her integration into the Tulvey family caused severe friction with her older brother, eventually leading to the mysterious disappearance of both children from the estate.

Leroi is the cunning and ruthless leader of the Loups, creatures born half-man and half-wolf. The offspring of a wolf and a girl in a red cloak, he possesses human intelligence coupled with animal instincts. He organizes the scattered wolf packs into a singular army to seize control of the kingdom.

This version of Snow White is an overweight and highly demanding woman who wears heavy makeup. Following a legal ruling that placed the dwarves entirely responsible for her well-being, she takes full advantage of her immunity by acting as a gluttonous tyrant over her diminutive roommates.

The seven dwarves are a feisty group of political activists who loudly champion communist ideals and workers' rights. They are legally bound to serve Snow White after admitting they poisoned her themselves, living in constant fear of violating their court-ordered probation.

The huntress is a sadistic predator operating from a stone house decorated with gruesome trophies. Bored by standard game, she uses a magical salve to fuse the heads of clever human children onto the bodies of swift animals, creating challenging hybrid prey for her own amusement.

Raphael is a knight and Roland's cherished companion. He departed on a perilous mission to a cursed castle to free a woman bound by an enchantress, and his failure to return prompts Roland to search for him.

Fletcher is a pragmatic villager attempting to defend his fortified settlement from a mysterious subterranean threat. He offers David and Roland shelter in his stable and works with them to devise a defense strategy when their village is attacked.

The Beast is a massive, female monster that slaughters soldiers and terrorizes a local settlement. Emitting the scent of rotting flesh, the creature seems intimately connected to David's own subconscious, acting as a physical manifestation of his inner fears and resentments.

The Enchantress is a malevolent being who lures travelers into her cursed, thorn-covered castle. She uses illusions to masquerade as beloved maternal figures, manipulating the grief and desires of her victims before attacking them with clawed hands and fanged teeth.

Scylla is Roland's loyal and sturdy horse. She proves to be a vital asset, carrying both Roland and David through freezing weather and treacherous environments while remaining steady in the face of various forest monsters.

The deer-girl is a tragic, hybrid creature possessing the body of a deer and the head of a young human girl. She is the artificial creation of a twisted huntress who fused her together using a magical salve strictly for the thrill of the hunt.