Written and Illustrated by Katharine Pyle

CONTENTS

Chapter I -- THE PRINCESS OF THE GOLDEN CASTLE Chapter II -- THE OWLS AND THE GAMBLESOME ELF Chapter III -- STARLEIN AND SILVERLING Chapter IV -- THE MAGIC CIRCUS Chapter V -- AT THE EDGE OF THE POLAR SEA Chapter VI -- THE RUBY RING Chapter VII -- THE RAINBOW CHILDREN Chapter VIII -- HARRIETT'S DREAM Chapter IX -- DOWN THE RAT-HOLE Chapter X -- THE COUNTERPANE FAIRY SAYS GOOD-BYE

CHAPTER FIRST.

EDDY was all alone, for his mother had been up with him so much the night before that at about four o'clock in the afternoon she said that she was going to lie down for a little while.

The room where Teddy lay was very pleasant, with two big windows, and the furniture covered with gay old-fashioned India calico. His mother had set a glass of milk on the table beside his bed, and left the stair door ajar so that he could call Hannah, the cook, if he wanted anything, and then she had gone over to her own room.

The little boy had always enjoyed being ill, for then he was read aloud to and had lemonade, but this had been a real illness, and though he was better now, the doctor still would not let him have anything but milk and gruel. He was feeling rather lonely, too, though the fire crackled cheerfully, and he could hear Hannah singing to herself in the kitchen below.

Teddy turned over the leaves of Robinson Crusoe for a while, looking at the gaily colored pictures, and then he closed it and called, "Hannah!" The singing in the kitchen below ceased, and Teddy knew that Hannah was listening. "Hannah!" he called again.

At the second call Hannah came hurrying up the stairs and into the room. "What do you want, Teddy?" she asked.

"Hannah, I want to ask mamma something," said Teddy.

"Oh," said Hannah, "you wouldn't want me to call your poor mother, would you, when she was up with you the whole of last night and has just gone to lie down a bit?"

"I want to ask her something," repeated Teddy.

"You ask me what you want to know," suggested Hannah. "Your poor mother's so tired that I'm sure you are too much of a man to want me to call her."

"Well, I want to ask her if I may have a cracker," said Teddy.

"Oh, no; you couldn't have that," said Hannah. "Don't you know that the doctor said you mustn't have anything but milk and gruel? Did you want to ask her anything else?"

"No," said Teddy, and his lip trembled.

After that Hannah went down-stairs to her work again, and Teddy lay staring out of the window at the windy gray clouds that were sweeping across the April sky. He grew lonelier and lonelier and a lump rose in his throat; presently a big tear trickled down his cheek and dripped off his chin.

"Oh dear, oh dear!" said a little voice just back of the hill his knees made as he lay with them drawn up in bed; "what a hill to climb!"

Teddy stopped crying and gazed wonderingly toward where the voice came from, and presently over the top of his knees appeared a brown peaked hood, a tiny withered face, a flapping brown cloak, and last of all two small feet in buckled shoes. It was a little old woman, so weazened and brown that she looked more like a dried leaf than anything else.

She seated herself on Teddy's knees and gazed down at him solemnly, and she was so light that he felt her weight no more than if she had been a feather.

Teddy lay staring at her for a while, and then he asked, "Who are you?"

"I'm the Counterpane Fairy," said the little figure, in a thin little voice.

"I don't know what that is," said Teddy.

"Well," said the Counterpane Fairy, "it's the sort of a fairy that lives in houses and watches out for the children. I used to be one of the court fairies, but I grew tired of that. There was nothing in it, you know."

"Nothing in what?" asked Teddy.

"Nothing in the court life. All day the fairies were swinging in spider-webs and sipping honey-dew, or playing games of hide-and-go-seek. The only comfort I had was with an old field-mouse who lived at the edge of the wood, and I used to spend a great deal of time with her; I used to take care of her babies when she was out hunting for something to eat; cunning little things they were, -- five of them, all fat and soft, and with such funny little tails."

"What became of them?"

"Oh, they moved away. They left before I did. As soon as they were old enough, Mother Field-mouse went. She said she couldn't stand the court fairies. They were always playing tricks on her, stopping up the door of her house with sticks and acorns, and making faces at her babies until they almost drove them into fits. So after that I left too."

"Where did you go?"

"Oh, hither and yon. Mostly where there were little sick boys and girls."

"Do you like little boys?"

"Yes, when they don't cry," said the Counterpane Fairy, staring at him very hard.

"Well, I was lonely," said Teddy. "I wanted my mamma."

"Yes, I know, but you oughtn't to have cried. I came to you, though, because you were lonely and sick, and I thought maybe you would like me to show you a story."

"Do you mean tell me a story?" asked Teddy.

"No," said the fairy, "I mean show you a story. It's a game I invented after I joined the Counterpane Fairies. Choose any one of the squares of the counterpane and I will show you how to play it. That's all you have to do, -- to choose a square."

Teddy looked the counterpane over carefully. "I think I'll choose that yellow square," he said, "because it looks so nice and bright."

"Very well," said the Counterpane Fairy. "Look straight at it and don't turn your eyes away until I count seven times seven and then you shall see the story of it."

Teddy fixed his eyes on the square and the fairy began to count. "One--two--three--four," she counted; Teddy heard her voice, thin and clear as the hissing of the logs on the hearth. "Don't look away from the square," she cried. "Five--six--seven" --it seemed to Teddy that the yellow silk square was turning to a mist before his eyes and wrapping everything about him in a golden glow. "Thirteen--fourteen" --the fairy counted on and on. "Forty-six--forty-seven--forty-eight--FORTY-NINE!"

At the words forty-nine, the Counterpane Fairy clapped her hands and Teddy looked about him. He was no longer in a golden mist. He was standing in a wonderful enchanted garden. The sky was like the golden sky at sunset, and the grass was so thickly set with tiny yellow flowers that it looked like a golden carpet. From this garden stretched a long flight of glass steps. They reached up and up and up to a great golden castle with shining domes and turrets.

"Listen!" said the Counterpane Fairy. "In that golden castle there lies an enchanted princess. For more than a hundred years she has been lying there waiting for the hero who is to come and rescue her, and you are the hero who can do it if you will."

With that the fairy led him to a little pool close by, and bade him look in the water. When Teddy looked, he saw himself standing there in the golden garden, and he did not appear as he ever had before. He was tall and strong and beautiful, like a hero.

"Yes," said Teddy, "I will do it."

At these words, from the grass, the bushes, and the tress around, suddenly started a flock of golden birds. They circled about him and over him, clapping their wings and singing triumphantly. Their song reminded Teddy of the blackbirds that sang on the lawn at home in the early spring, when the daffodils were up. Then in a moment they were all gone, and the garden was still again.

Their song had filled his heart with a longing for great deeds, and, without pausing longer, he ran to the glass steps and began to mount them.

Up and up and up he went. Once he turned and waved his hand to the Counterpane Fairy in the golden garden far below. She waved her hand in answer, and he heard her voice faint and clear. "Good-bye! Good-bye! Be brave and strong, and beware of that that is little and gray."

Then Teddy turned his face toward the castle, and in a moment he was standing before the great shining gates.

He raised his hand and struck bravely upon the door. There was no answer. Again he struck upon it, and his blow rang through the hall inside; then he opened the door and went in.

The hall was five-sided, and all of pure gold, as clear and shining as glass. Upon three sides of it were three arched doors; one was of emerald, one was of ruby, and one was of diamond; they were arched, and tall, and wide, -- fit for a hero to go through. The question was, behind which one lay the enchanted princess.

While Teddy stood there looking at them and wondering, he heard a little thin voice, that seemed to be singing to itself, and this is what it sang:

When Teddy heard the song, he knew that someone must be awake in the enchanted castle, so he began looking about him.

On the fourth side of the wall there hung a curtain of silvery-gray spider-web, and the voice seemed to come from it. The hero went toward it, but he saw nothing, for the spider that was spinning it moved so fast that no eyes could follow it. Presently it paused up in the left-hand corner of the web, and then Teddy saw it. It looked very little to have spun all that curtain of silvery web.

As Teddy stood looking at it, it began to sing again:

"Mistress Spinner! Mistress Spinner!" cried Teddy. "Can you tell me where to find the enchanted princess who lies asleep waiting for me to come and rescue her?"

The spider sat quite still for a while, and then it said in a voice as thin as a hair: "You must go through the emerald door; you must go through the emerald door. What so fit as the emerald door for the hero who would do great deeds?"

Teddy did not so much as stay to thank the little gray spinner, he was in such a hurry to find the princess, but turning he sprang to the emerald door, flung it open, and stepped outside.

He found himself standing on the glass steps, and as his foot touched the topmost one the whole flight closed up like an umbrella, and in a moment Teddy was sliding down the smooth glass pane, faster and faster and faster until he could hardly catch his breath.

The next thing he knew he was standing in the golden garden, and there was the Counterpane Fairy beside him looking at him sadly. "You should have known better than to try the emerald door," she said; "and now shall we break the story?"

"Oh, no, no!" cried Teddy, and he was still the hero. "Let me try once more, for it may be I can yet save the princess."

Then the Counterpane Fairy smiled. "Very well," she said, "you shall try again; but remember what I told you, beware of that that is little and gray, and take this with you, for it may be of use." Stooping, she picked up a blade of grass from the ground and handed it to him.

The hero took it wondering, and in his hands it was changed to a sword that shone so brightly that it dazzled his eyes. Then he turned, and there was the long flight of glass steps leading up to the golden castle just as before; so thrusting the magic sword into his belt, he ran nimbly up and up and up, and not until he reached the very topmost step did he turn and look back to wave farewell to the Counterpane Fairy below. She waved her hand to him. "Remember," she called, "beware of what is little and gray."

He opened the door and went into the five-sided golden hall, and there were the three doors just as before, and the spider spinning and singing on the fourth side:

"The diamond door!" cried Teddy. "Yes, that is the door that I should have tried. How could I have thought the emerald door was it?" and opening the diamond door he stepped through it.

He hardly had time to see that he was standing at the top of the glass steps, before --br-r-r-r! --they had shut up again into a smooth glass hill, and there he was spinning down them so fast that the wind whistled past his ears.

In less time than it takes to tell, he was back again for the third time in the golden garden, with the Counterpane Fairy standing before him, and he was ashamed to raise his eyes.

"So!" said the Counterpane Fairy. "Did you know no better than to open the diamond door?"

"No," said Teddy, "I knew no better."

"Then," said the fairy, "if you can pay no better heed to my warnings than that, the princess must wait for another hero, for you are not the one."

"Let me try but once more," cried Teddy, "for this time I shall surely find her."

"Then you may try once more and for the last time," said the fairy, "but beware of what is little and gray." Stooping she picked from the grass beside her a fallen acorn cup and handed it to him. "Take this with you," she said, "for it may serve you well."

As he took it from her, it was changed in his hand to a goblet of gold set round with precious stones. He thrust it into his bosom, for he was in haste, and turning he ran for the third time up the flight of glass steps. This time so eager was he that he never once paused to look back, but all the time he ran on up and up he was wondering what it was that she meant about her warning. She had said, "Beware of what is little and gray." What had he seen that was little and gray?

As soon as he reached the great golden hall he walked over to the curtain of spider-web. The spider was spinning so fast that it was little more than a gray streak, but presently it stopped up in the left-hand corner of the web. As the hero looked at it he saw that it was little and gray. Then it began to sing to him in its little thin voice:

"No, I will not open the ruby door," cried Teddy. "Twice have you sent me back to the golden garden, and now you shall fool me no more."

As he said this he saw that one corner of the spider-web curtain was still unfinished, in spite of the spider's haste, and underneath was something that looked like a little yellow door. Then suddenly he knew that that was the door he must go through. He caught hold of the curtain and pulled, but it was as strong as steel. Quick as a flash he snatched from his belt the magic sword, and with one blow the curtain was cut in two, and fell at his feet.

He heard the little gray spider calling to him in its thin voice, but he paid no heed, for he had opened the little yellow door and stooped his head and entered.

Beyond was a great courtyard all of gold, and with a fountain leaping and splashing back into a golden basin in the middle. Bet what he saw first of all was the enchanted princess, who lay stretched out as if asleep upon a couch all covered with cloth of gold. He knew she was a princess, because she was so beautiful and because she wore a golden crown.

He stood looking at her without stirring, and at last he whispered: "Princess! Princess! I have come to save you."

Still she did not stir. He bent and touched her, but she lay there in her enchanted sleep, and her eyes did not open. Then Teddy looked about him, and seeing the fountain he drew the magic cup from his bosom and, filling it, sprinkled the hands and face of the princess with the water.

Then her eyes opened and she raised herself upon her elbow and smiled. "Have you come at last?" she cried.

"Yes," answered Teddy, "I have come."

The princess looked about her. "But what became of the spider?" she said. Then Teddy, too, looked about, and there was the spider running across the floor toward where the princess lay.

Quickly he sprang from her side and set his foot upon it. There was a thin squeak and then --there was nothing left of the little gray spinner but a tiny gray smudge on the floor.

Instantly the golden castle was shaken from top to bottom, and there was a sound of many voices shouting outside. The princess rose to her feet and caught the hero by the hand. "You have broken the enchantment," she cried, "and now you shall be the King of the Golden Castle and reign with me."

"Oh, but I can't," said Teddy, "because --because---"

But the princess drew him out with her through the hall, and there they were at the head of the flight of glass steps. A great host of soldiers and courtiers were running up it. They were dressed in cloth of gold, and they shouted at the sight of Teddy: "Hail to the hero! Hail to the hero!" and Teddy knew them by their voices for the golden birds that had fluttered around him in the garden below.

"And all this is yours," said the beautiful princess, turning toward him with---

"So that is the story of the yellow square," said the Counterpane Fairy.

Teddy looked about him. The golden castle was gone, and the stairs, and the shouting courtiers. He was lying in bed with the silk coverlet over his little knees and Hannah was still singing in the kitchen below.

"Did you like it?" asked the fairy.

Teddy heaved a deep sigh. "Oh! Wasn't it beautiful?" he said. Then he lay for a while thinking and smiling. "Wasn't the princess lovely?" he whispered half to himself.

The Counterpane Fairy got up slowly and stiffly, and picked up the staff that she had laid down beside her. "Well, I must be journeying on," she said.

"Oh, no, no!" cried Teddy. "Please don't go yet."

"Yes, I must," said the Counterpane Fairy. "I hear your mother coming."

"But will you come back again?" cried Teddy.

The Counterpane Fairy made no answer. She was walking down the other side of the bedquilt hill, and Teddy heard her voice, little and thin, dying away in the distance: "Oh dear, dear, dear! What a hill to go down! What a hill it is! Oh dear, dear, dear!"

Then the door opened and his mother came in. She was looking rested, and she smiled at him lovingly, but the little brown Counterpane Fairy was gone.

CHAPTER SECOND.

HE next morning when Teddy awoke it was still very early; so early that even Hannah was not yet stirring.

Outside everything was wrapped in a silvery mist, and now and then a drop of moisture plumped down on the porch roof.

Teddy lay still for a while, growing wider and wider awake, and then he began to stir restlessly and wish that his mother would come. After a while he called her, but the house was so silent that he didn't like to call very loudly, and there was no answer.

He thought he would call again, and then suddenly he remembered the Counterpane Fairy, and wondered if she would like little boys who called their mothers so early.

He turned over in bed, and raising his knees into a hill stared at the yellow silk square and thought of the wonderful golden castle where she had taken him the day before. He wished he knew what all the bird people would have done when they reached the top of the stairs. He thought they would have put a golden crown on his head and made him king.

And the princess was so beautiful he longed to see her again. How surprised Hannah would have been if she had heard voices, and had come up-stairs to see who it was, and had found the beautiful princess sitting with him, and had seen the golden crown on his head! If she only knew about it she would never call him a mischievous boy again. He had done a great deal more than Hannah could.

"Oh dear, oh dear!" said a little voice just back of his knees; "almost at the top, anyway." Teddy knew the voice; it was that of the Counterpane Fairy, and there was the top of her brown hood showing over his knees. He watched, breathless with eagerness, until he saw her face appear above them, and then he cried out: "I wondered whether you would come; I'm so glad. Are you going to show me another story, and will you stay a long while?"

The Counterpane Fairy said nothing until she had sat down on top of his knees for a while and caught her breath, and then she said: "Well, well! It's steeper than it was yesterday. I thought I should never get across that satin square, it was so slippery."

"Shall I put my knees down?" asked Teddy, moving them.

"For mercy's sake! no," said the fairy, clutching at the quilt. "You might upset me. Keep right still and I'll show you another story."

"Oh, yes!" cried Teddy; "please do; and let me go to the golden castle again."

"No, I can't do that," said the Counterpane Fairy, "for that was yesterday's story, and this will be another."

"But what became of the princess?" asked Teddy.

"Oh! she married the hero, of course," said the fairy.

"But I thought I was the hero."

"There, there!" said the fairy, impatiently, "I told you that was yesterday's story, and if you want to see any more you must choose another square."

"Well, I will," said Teddy. "May I choose that green square?"

"Yes," said the fairy. "Now fix your eyes on it while I count."

Teddy began to stare at the green square so hard that he scarcely winked, but he heard the Counterpane Fairy counting on in her thin little voice until she reached FORTY-NINE.

The green square spread and grew just as the yellow one had done while she counted, until Teddy seemed drifting off into endless green spaces. Then the Counterpane Fairy clapped her hands and he saw that he was hovering over a grassy hillside.

"Now you are an elf, you know," he heard the fairy say.

At the bottom of the green hill there was a brook, and at the top was a line of shady green woods. Overhead the sky was very blue, with shining heaps of cottony white clouds; a soft wind was blowing, but the sun was warm, and insects were buzzing past intent on business. A brown bird whirred by and dropped out of sight among the grasses.

Teddy floated through the air lighter than a feather, and he felt so happy that he clapped his hands together and turned head over heels in the air. As he came right side up again he saw a bit of thistle-down drifting on up the hill, and he was so little that when he flew after it and set himself astride of it, it seemed as big as a barrel to him. He floated on up the hill with it, and the wind was like a cushion behind him.

As they reached the edge of the hill the thistle-down caught on a bush, and Teddy almost has his leg wedged between it and a leaf. He jumped off in a hurry, and stood looking about him and wondering what he should do next.

Suddenly he saw something that made him open his eyes wide in astonishment. Four large black-and-yellow butterflies were tied to a knot on an old tree close by, but it was not at the butterflies themselves that he wondered, for he had often seen them flitting about the fields; it was at the way they were loaded down with the strangest things: all sorts of fairy household furniture --little chairs and tables, bedsteads, tiny pots and pans, a great soup-kettle almost as large as a huckleberry, two thistle-down mattresses, and a number of other things. All these were very neatly packed and tied between the butterflies' wings with spider-web ropes.

In the middle of the knot was a hole, but instead of being round, as a knot-hole generally is, it was square, and there was a little door fitted into it.

Suddenly this door opened, and on the threshold of it stood a beautiful little fairy. She stood there looking about, and then she drew from her pocket a handkerchief, thin and delicate as gossamer, and wiped her eyes. After that she began to sob, and Teddy knew that what he had thought was the buzzing of a bee inside the knot had really been the sound of her weeping.

"Hello!" called the elf.

The fairy stopped sobbing and looked about her. When she saw Teddy she stared at him for a moment and then she began to wipe her eyes and sob again.

Teddy climbed up the branch of a blackberry bush until he was quite close to the knot-hole, and sat down on the stem and stared at her. "What makes you cry?" he asked.

Still the fairy said nothing, but she folded her little handkerchief, though it was quite wet, and put it carefully back into her pocket.

Just then in the doorway at her side appeared another fairy. He was quite different from her, though he, too, was very small. He was as withered as a dried pea, and looked as though he must be at least a hundred years old.

"Is everything packed up?" he asked in a querulous voice. Then his eyes fell on Teddy the elf. He scowled until his little pin-pricks of eyes almost disappeared. "Ugh! there's one of those nasty gamblesome elves," he said. "Now mischief's sure to follow."

"I'm not a gamblesome elf!" cried Teddy.

"Yes you are!" said the withered old fairy. "You needn't tell me! Look at your red cap and the way your toes turn down. I say you are a gamblesome elf."

Teddy looked at his toes and sure enough they did turn down. "I wonder if I am a gamblesome elf," he thought.

But the old fairy paid no more attention to him. He seemed to be in a great hurry and very cross. He bustled in and out of the knot-hole, bringing a broom and an old coat that had been forgotten, and packed them on the butterflies, and then he helped the lady fairy on to one, and clambered on another himself.

After they were all ready to start he found that he had forgotten to unhitch the butterflies, and grumbling and scolding he clambered down again and untied them. Then he climbed back once more, and away they flew down the hillside and out of sight, the lady fairy weeping all the time as though her heart would break.

"I wonder what she was crying about," said the gamblesome elf to himself, as he stared after them.

"I can tell you that easily enough," said a little voice so close to his elbow that it made him jump.

He looked around and saw close to him a brown beetle, sitting on a blackberry leaf. Teddy looked at the beetle for a while in silence, and then he said, "Well, why is it they're going?"

"It's all because of old Mrs. Owl," said the beetle. "She and old Father Owl used to live deep in the woods in a hollow tree, but one time they determined to move out to the edge of the hill, because the air was better, and what tree should they choose for their home but this very one where Granddaddy Thistletop has been living as long as I can remember. Then when the owls were all settled they began to complain. They said that Granddaddy Thistletop and Rosine were so noisy all day that they couldn't sleep.

"After the little owls hatched out it was worse than ever, for the old mother said that every time Rosine cooked the dinner it made the little owls sneeze, and so the fairies must go."

"I wouldn't have gone," cried Teddy.

"Oh, yes you would," said the beetle. "The owls could have stopped up the doors and windows, or they could --well, they could have done almost anything, they're so big. You may go in and look at the house, if you want to. I have to go down the bush and see old Mrs. Ant. Good-bye! I'll see you again after a while."

When the beetle had gone, Teddy climbed up to the knot-hole and went in. There was a long entry as narrow and dark as a mouse-hole, and with doors opening off from it here and there. At the end of the hall was a room that must have been the kitchen. It was very bare and lonely now, and there was a fireplace at one end with a streak of light shining down through the chimney.

While Teddy was standing by the chimney, he heard a rustling and stirring about overhead; one of the little owls clicked its beak in its sleep, and he heard a sleepy, whining voice: "Now just you stop scrouging me. Screecher is scrouging me!"

Then he heard the Mother Owl: "Hus-s-s-h! Hus-s-s-h! Go to sleep; it's broad daylight yet." After that all was still again.

"I wish," thought Teddy to himself, "that I could do something to make the owls go away." Then he began to giggle to himself, and put both hands over his mouth so that the owls up above wouldn't hear him.

He tiptoed back to the door in the knot-hole, and looked down at a bush with long thorns on it, that grew close by. "I'll do it," he said to himself; "I'll break off the thorns and put them in the nest, so that the owls just can't stay there." In a moment he was down on the bush and tugging at a tough thorn.

As soon as it broke off, he lifted it on his shoulder and clambered up the rough bark of the tree to the great black hole where the owls lived. When he looked down into it, there they were in the nest, fluffy and gray, and fast asleep. Very quietly he slipped down, and set the thorn in the side of the nest, with the point sticking out. After that, he softly clambered out again.

Up and down, up and down the tree he climbed again and again, carrying thorns and quietly setting them in the nest, and as he went up and down he kept whispering to himself: "I'm a gamblesome elf; oh, yes, indeed I am a gamblesome elf."

After he thought he had put enough in the nest, he went into old Granddaddy Thistletop's kitchen, and, crouching down by the fireplace, he listened. It was getting to be twilight now, and the owls were beginning to stir. Presently he heard a voice cry out: "Ouch! Flipperty is sticking his toes into me."

"No I ain't, neither," said another voice. "It's Pinny-winny. There, she's doing it to me, too. Now just you stop."

"'Tain't me," cried a little squeaky voice; "it's Screecher hisself. Ow! Ow! I'm going to tell," and she began to cry.

"You naughty little owls," cried the Mother Owl's voice, "what do you mean by digging your little sister?"

"I didn't," cried Screecher and Flipperty, together. "Ouch! Ouch! There's something sharp in the nest."

"My dear," said old Father Owl's voice from the branch outside, "can't you keep those children quiet?"

"Quiet indeed!" cried old Mother Owl. "Here is the nest all set full of thorns, and you expect them to be quiet. No wonder the poor children make a noise. Just you come here and help me get the thorns out."

"Thorns!" cried Father Owl. "How did they get in there?"

"That's more than I can tell," said the Mother Owl. "Perhaps it's old Granddaddy Thistletop's doings. I thought those fairies had gone away, but they must be down there still. I'll just fly down and see, and if they are, I'll make them sorry enough."

With that, down flew the Mother Owl, and putting one big yellow eye at the kitchen window, she looked in. "Who-o-o! you fairies," she cried, "are you in there still?"

At first, her eye looked so very big and yellow that Teddy was frightened. Then he remembered that he was a gamblesome elf, so he made a face at her, and began to hop up and down and twirl about on his toes, singing:

The old owl looked in for a moment, and then without a word she flew back to her nest as fast as she could. Teddy ran over to the chimney and listened. He heard the old owl brush into the hollow above, and then he heard her saying in a frightened voice: "Husband, husband, what do you think! A gamblesome elf has come to live in old Granddaddy Thistletop's house."

"Oh, my tail-feathers!" cried old Father Owl aghast. "This is bad business; we'll be having trouble and mischief all the time now. It would have been better if we had let old Thistletop stay. What shall we do?"

"Do! do!" cried old Mother Owl in an exasperated voice; "what is there to do, I should like to know, but to get the children away? I wouldn't keep them in the same tree with that gamblesome elf --no, not a night longer --for all the mice you could offer me."

"But how can we get them away?" asked old Father Owl. "They can't fly."

"No, we can't fly!" cried all the little owls. "Oh, what shall we do? Ow! Ow!"

"Can't fly! They've got to fly," said Mother Owl, "and you and I must help them. Back to the old tree we go this very night."

After that there was a great to-do up in the hollow. Teddy watched it all lying on his stomach in the door of the knot-hole, for it was moonlight by this time and almost as bright as day.

The little owls got up on the edge of the hollow and there they sat, teetering and flapping and afraid to fly. Their mother grew crosser and crosser, and at last she got back of them and gave them a push, and then down they went, fluttering and tumbling and bumping into the tree-trunks.

The Father Owl sailed about from branch to branch, calling, "Who-o-o-o! Who-o-o! Come on! Spread your wings and go like this. Who-o-o-o!" and then he would sail on to another bush; but the Mother Owl flew down beside them and showed them how to spread their wings, and pushed them with her beak, and gradually the fluttered farther and farther into the darkling woods, their cries growing fainter and then dying away until all Teddy could hear was the Father Owl's voice, very faint and far away. "Who-o-o! Who-o-o!" Then it too died away, and the woods were still.

After a while the moon set and Teddy began to feel very sleepy.

Then a little breeze sprang up; the light grew clearer and the east was red, and at last the sun peeped over the top of the hill opposite.

As the first beam struck old Granddaddy Thistletop's tree, Teddy started to his knees, gazing out down the hill-slope. There were the four black-and-yellow butterflies flying directly toward the tree as fast as their wings could carry them, and on the two foremost ones were old Granddaddy Thistletop himself and the beautiful Rosine.

They drew rein at the knot-hole, and the old fairy, skipping from his butterfly and never pausing to fasten it, tottered straight to Teddy and threw his arms about his neck. "Our preserver!" he cried. "And to think I should have called you a gamblesome elf! But never mind; I will make it up to you."

Suddenly he turned and caught the blushing Rosine by the hand. "Here!" he cried; "she is yours, and you shall live with us, and learn to turn your toes up, and we will all be happy together."

"But --but --" cried Teddy, starting back, "don't you know? I'm not an elf at all. I'm ---"

"Well, well! Here we are back again," said the Counterpane Fairy, "and stiff enough I feel after all that journeying."

"Oh! wasn't it funny?" said Teddy, and his knees shook with laughter. "They really thought I was a gamblesome elf."

"Take care!" cried the fairy. "There you are shaking your knees again. I think, my dear, that if you were to lower them very, very carefully, the hill would not be quite so steep."

"Yes, ma'am, I'll be careful," said Teddy, beginning very slowly to slide his feet down in the bed. Suddenly, the door-knob turned, and Teddy gave a start; --quick as a flash the Counterpane Fairy had disappeared.

His mother was coming in carrying his breakfast and a little vase of violets on a tray.

"Why, my darling, what a bright, happy face!" she said. "I think my little boy must be feeling better this morning."

CHAPTER THIRD.

IS' THOMAS, Ann McFinney's downstairs to see you about that sewing you said she could do for you," said Hannah, putting her head in at the door. Mamma was sitting close to the bed playing a game of Old Maid with Teddy.

"Very well, Hannah; tell her I'll be there in a moment," she said.

"Oh, please don't go yet," said Teddy. "It's my draw. Match! You're the old maid. Oh, Mamma! You're an old maid!" And he pointed his finger at her and laughed.

"Why, so I am," said mamma. "Now you can shuffle the cards, and when I come back we'll have another game."

"Don't stay long," begged Teddy.

"I'll come back as soon as I can," said mamma, and then she went out.

Teddy lay propped up on the pillow and shuffled and shuffled the cards, and wished his mother would hurry. He did not like Ann McFinney, for when she came she always cried, and wiped her eyes on the corner of her apron, and told how her husband was out of work, and the children needed shoes.

Now it was some time before mamma came back, and when she did she had her bonnet on. "Darling," she said, "I have to go out for a while. Mrs. McFinney's baby's sick, and I've promised the poor thing to come over and see it. I won't be gone long, and when I come back I'll bring you a sheet of paper soldiers to cut out."

"I'd rather have a paper circus," said Teddy.

"Very well," said mamma, "I'll bring you a circus instead." Then she gave him some picture-books to look at while she was out, and kissed him good-bye, telling him to be a good boy.

She went out through the next room, and he heard her pause to wind the music-box and set it playing. "There," she called back to him, "you'll have the music to keep you company," and then she went on down-stairs.

After she had gone Teddy lay fingering the books and not caring to open them, he knew them so well. "Oh dear!" he sighed, "I wish the Counterpane Fairy was here!"

"Oh dear, dear, dear! How steep this hill is!" said a little voice just back of his knees. "Don't break, me little staff, or down I'll go, head over heels to the bottom." Teddy knew the voice well, and his heart gave a leap of pleasure. There was the pointed cap and the withered face of the Counterpane Fairy just appearing above the counterpane hill.

"Oh, Mrs. Fairy, I'm so glad you came, and I have the loveliest square picked out!" cried Teddy. "I hadn't seen it before, because it was the other side of my knees. It's that white one with the silver leaves on it, and my mamma says it was a scrap left from her wedding dress."

"Wait, wait," said the fairy, "till a body gets her breath. Now which one is it?"

"It's that one," said Teddy. "Will you tell me about it?"

"Why, yes," said the fairy, "if that's the one you want. Now fix your eyes on it while I count."

Then the Counterpane Fairy began to count. He heard her voice going on and on and on. "FORTY-NINE!" she cried.

When Teddy looked about him he saw that he was standing in a long hall of white marble veined with silver. There were arches and pillars of silver and all the walls were carved with lilies.

Teddy walked slowly down this hall, and as he walked a rosy glow seemed to move with him. He looked down to see what made it, and found that he was dressed in a tunic of rose-colored silk, such as he had never seen before, and it was fastened about the waist with a golden girdle. His feet were bare, but the air was so mildly warm that the marble did not chill him.

After a while, as he walked slowly and wonderingly down the hall, he turned a corner and found himself in another hall just like the first, only at one side there was a great crystal window, and sitting on a marble seat before it was the Counterpane Fairy herself. She sat quite still as though she were listening, and she paid no attention to Teddy.

He was sure it must be the Counterpane Fairy, for it looked like her, though she was quite large now; she looked as large as a real woman.

Teddy stood looking at her for a while, and waiting for her to see him, but she paid no attention, and so at last he whispered, "Counterpane Fairy!"

"Hush!" said she. "I'm listening."

Then Teddy listened too, and as soon as he did he heard a sound of music like that of the music-box in the nursery at home, only it was very much clearer, and sweeter, and fainter.

It seemed to come from outside the crystal window, and looking through it Teddy saw that outside was the most beautiful garden he had ever seen. The grass of the garden was a silvery green; and the paths were white. The leaves of the tress were lined with silver, and the branches hung with shining fruit. There were lilies growing beside the paths, and in the centre of the garden a fountain leaped and fell back into a marble basin. The water sparkled as though it were made of diamonds, and as Teddy listened he knew that the music he heard was the voice of the fountain.

Presently it ceased and then the fairy turned to him and smiled.

"Oh, Counterpane Fairy!" cried Teddy, "may I go out into that garden?"

"That I don't know," said the fairy, "but if you want to get there the best thing for you to do is find Starlein and Silverling, for they are the only ones who can show you the way into the garden."

"Where are they?" asked Teddy.

"I can't tell you that, either," said the fairy, "but they're somewhere in the halls."

"I'll go find them," cried Teddy, and without waiting any longer he turned and ran down the hall as fast as he could, he was in such haste to find them and get them to show him the way into the garden.

On and on he ran, through one hall after another, through arched doorways, and along echoing corridors, until he felt all bewildered and out of breath. All the time he was running he seemed to hear the music of the singing fountain in his ears, but whenever he stopped to listen everything was still.

He was so out of breath that he had begun to walk, when turning another corner he suddenly saw before him a little girl who he somehow felt sure was Starlein.

Her hair was of a silvery yellow and was like a mist about her head; she was very beautiful and was dressed from head to foot in silver that shone and sparkled as she moved. Around her was flying a flock of white doves, and she was playing with them and talking.

As soon as she saw Teddy she cried out, "Oh, it's a little child!" and running down the hall to him, with her doves flying about her, she put her little hands on his cheeks and kissed him. Then she stood back and looked at him with her hands clasped. "You dear little boy!" she said. "Where did you come from?"

"I came through the white square," said Teddy.

"I don't know the white square," said the little girl, "but I'm glad you came. I haven't anyone to play with since Silverling went away."

"Where has Silverling gone?" asked Teddy. "I must find him."

The little girl shook her head. "I don't know," she said. "We quarrelled once and he went away. He must be in some of the halls, but I've been hunting and hunting ever since and I can't find him."

Then Teddy told her how the Counterpane Fairy had said that he must find Silverling and Starlein and that then perhaps he could get into the garden where the singing fountain was.

The little girl shook her head again. "I am Starlein," she said, "but I can't take you into the garden, because I have never found the gate into it since Silverling went away," and she went over and sat down on a marble bench beside the wall, and all the doves settled about her on her knees and shoulders.

"Never mind," cried Teddy, bravely, "you wait here and I'll go and find him. I found you and I'll find him too."

Turning he ran down the hall and through an arched way into another hall, and there, far, far down at the other end, he saw a little boy dressed in silver, who was tossing a silver ball up into the air and catching it again.

When he saw Teddy he slipped the ball into his pocket and ran to meet him, leaping with delight and clapping his hands. "Oh, little boy! little boy!" he cried, "will you come and play with me?"

"Are you Silverling?" cried Teddy, breathlessly.

"Yes," said the little boy.

"Then come! come quick!" cried Teddy. "Starlein is just around the corner, and she is waiting for you to come and show us the way into the garden where the singing fountain is."

He caught Silverling by the hand and without another word they ran as fast as they could up the hall and around the corner, through the silvery archway, and into the other hall. There Teddy stopped short, looking blankly about him. Starlein was gone.

Silverling shook his head sadly. "I know how it would be," he said. "I've been hunting for her ever since we quarrelled, but I can't find her, and I can't find the way into the garden of the singing fountain either."

"What did you quarrel about?" asked Teddy.

"We quarrelled about this," said the little boy, touching a slender golden chain that hung around his neck. "We found it in the garden and we quarrelled about who should wear it, but I'd be so glad to give it to Starlein now if she would only come back again."

"Well, wait!" said Teddy. "She can't be far away and I'll go and find her."

"No, no!" cried Silverling. "You can't find her, and I'll lose you too. Stay here awhile, little boy, and play with me, for I'm very lonely. Look! Let's play with my silver ball," and taking it from his pocket he tossed it to Teddy. Teddy caught it and threw it back to him, and so they played together in the marble hall, tossing the silver ball and shouting with laughter.

At last Silverling missed the ball, and as it rolled on down the hall he ran after it, stooping and trying to catch it, but always just missing. Teddy shouted and clapped his hands, jumping up and down with his bare feet, and then he stood still watching Silverling as he ran far, far down the hall.

As he stood thus, suddenly he heard from just around the corner the cooing of Starlein's doves.

He did not stop a moment, but turning ran around into the next hall, and there sure enough was Starlein with her doves about her.

"Oh, little boy!" she cried, "I was afraid I had lost you."

But Teddy caught her by the hand. "Come quick!" he cried, "I have found Silverling."

They ran together into the hall where a moment ago Silverling had been playing with the silver ball, but it was vacant now; Silverling was gone.

"Well, I never!" said Teddy. Then he turned to Starlein. "Starlein, you shouldn't have gone away when I told you not to."

"I didn't," said Starlein. "I stayed right there."

Teddy thought awhile. "Then it must have been the wrong hall," he said. "But never mind! I'll find him again, and this time I'll surely bring him to you; only wait here no matter how long it is."

"Stop! oh, stop!" cried Starlein. She caught one of her doves in her hands and held it out to Teddy. "Here, little boy," she said; "take this with you, and if you can't find me again, give it to Silverling and tell him he is to keep it for his very own."

"Yes, I will," said Teddy, and he took the dove and put it in the bosom of his tunic, and it nestled there all warm and soft and still.

Then he turned and walked quietly down the hall and into another. He went on and on, but he did not run and jump now, for he was thinking. After a while, when he turned into another hall he once more saw Silverling at play with his silver ball.

"Did you find her?" cried Silverling, eagerly.

"Yes," said Teddy, "I found her, and she sent you a dove for your very own; but, Silverling, I think this. I think the only way for us ever to find her together is for us to set the dove free, and to follow it when it flies back to her."

"But we couldn't follow it," said Silverling. "It would fly so fast that it would be out of sight in a minute."

"I know," said Teddy, "but we could tie something to it."

"What could we fasten to it?" asked Silverling.

The two little boys stood looking about them and wondering what they could use. Suddenly Teddy clapped his hands so the dove in his tunic started. "We'll fasten the end of your golden chain to it," he cried.

No sooner said than done. In a moment Silverling had taken the chain from his neck and unfastened the ends. It was so long that it had been twisted several times around his neck. Very gently they took the dove and fastened the chain to its leg, and then they let it go.

It fluttered up over their heads and circled about them once or twice, and then it flew on down the hall with the little boys following it.

They turned many a corner and went through many a door, and at last they came into a hall and there --there was Starlein waiting for them with her doves about her.

"Oh, Starlein!" cried Silverling.

"Oh, Silverling!" cried Starlein.

They ran to each other and threw their arms about each other's necks and kissed, while the white doves flew circling about them. Then they told each other how sorry they were that they had quarrelled, and that they would never do it any more, and then they kissed again.

"And you may have the golden chain, Starlein," said Silverling.

"No, no! you must keep it," said Starlein.

"Oh, I know what we'll do!" cried Silverling; "we'll give it to this little boy, because if it hadn't been for him we wouldn't have found each other."

"Oh, yes!" said Starlein.

But Teddy held up his hand-- "Hush!" he whispered; "don't you hear it?"

Then they all listened, and sweeter and clearer than ever before they heard the voice of the singing fountain in the beautiful garden.

"It is the fountain!" cried Starlein and Silverling, half fearfully.

They each caught Teddy by the hand, and all ran down the hall together, and the very first corner that they turned they found themselves at the door of the garden.

The wind was blowing the lilies, the fruit on the wonderful trees shone and glistened in the sunlight, and the fountain --ah! the fountain was no longer singing, for the music-box in the nursery had run down.

Teddy looked about him. Instead of the garden there was the flowery India-room. The clock ticked, the fire crackled; --he was back in bed once more, and he heard mamma speaking to Hannah in the hall outside, so he knew she was home again.

"And that is the end of that story," said the Fairy of the Counterpane.

CHAPTER FOURTH.

EDDY was still in bed, though the doctor had said that very soon he might have the big chair wheeled up to the window and sit there awhile. Now he was propped up against the pillows playing with the paper circus his mother had brought to him the day before.

His little cousin Harriett had come in yesterday to spend the afternoon with him, and together they had cut out the figures -- the clown, the ring-master, the pretty lady on the white horse, the acrobat on his coal-black steed, and all the rest.

This morning he had put some large books under the bedquilt, and smoothed it over them so as to make a flat plane, and was amusing himself setting the circus out, and arranging his soldiers in a long procession as if they were the audience coming to see it.

He seemed so well entertained that his mother said she would go over to the sewing-room for a little while to run up some seams on the machine.

When Teddy was left alone he still went on playing very happily, but as he set out the soldiers two by two, he was really thinking of the Counterpane Fairy and her wonderful stories.

The evening before he had fallen asleep while his mother was reading something to his father