The Duchess is a villain in American McGee's Alice and the first boss of the game.
When Alice reaches the river in the Vale of Tears, the Mock Turtle reveals that the Duchess has stolen his shell. It isn't until much further downstream that Alice encounters the Duchess hiding from the The Queen of Hearts, in Bill McGill's house. Appearing from the chimney, she is an extremely large and ugly aristocrat, wearing a stained apron and wielding a bizarre sort of pepper shaker, from which she shoots lethal black pepper at Alice (presumably belonging to her cook, who was originally described by Lewis Carroll as having put excessive amounts of pepper in her cooking). It appears, however, that the pepper has corrupted the Duchess, as it did in Alice's Adventures in Wonderland, but to a much greater extent. The Duchess now seems to be a cannibal, as her first lines indicate that Alice would make a nice light snack. After being defeated, she becomes intoxicated with pepper, and her head explodes in a sneezing fit. The Duchess' counterpart in the asylum is a nurse who is attacked by Alice, calling her the Duchess by name.