"Hear, hear!" said the Ladybug.

"James," the Centipede said. "Your name is James, isn't it?"

"Yes."

"Well, James, have you ever in your life seen such a marvelous colossal Centipede as me?"

"I certainly haven't," James answered. "How on earth did you get to be like that?"

"Very peculiar," the Centipede said. "Very, very peculiar indeed. Let me tell you what happened. I was messing about in the garden under the old peach tree and suddenly a funny little green thing came wriggling past my nose. Bright green it was, and extraordinarily beautiful, and it looked like some kind of a tiny stone or crystal. . ."

"Oh, but I know what that was!" cried James.

"It happened to me, too!" said the Ladybug.

"And me!" Miss Spider said. "Suddenly there were little green things everywhere! The soil was full of them!"

"I actually swallowed one!" the Earthworm declared proudly.

"So did I!" the Ladybug said.

"I swallowed three!" the Centipede cried. "But who's telling this story anyway? Don't interrupt!"

"It's too late to tell stories now," the Old-Green-Grasshopper announced. "It's time to go to sleep."

"I refuse to sleep in my boots!" the Centipede cried. "How many more are there to come off, James?"

"I think I've done about twenty so far," James told him.

"Then that leaves eighty to go," the Centipede said.

"Twenty-two, not eighty!" shrieked the Earthworm. "He's lying again."

The Centipede roared with laughter.

"Stop pulling the Earthworm's leg," the Ladybug said.

This sent the Centipede into hysterics. "Pulling his leg!" he cried, wriggling with glee and pointing at the Earthworm. "Which leg am I pulling? You tell me that?"

James decided that he rather liked the Centipede. He was obviously a rascal, but what a change it was to hear somebody laughing once in a while. He had never heard Aunt Sponge or Aunt Spiker laughing aloud in all the time he had been with them.

"We really must get some sleep," the Old-Green-Grasshopper said. "We've got a tough day ahead of us tomorrow. So would you be kind enough, Miss Spider, to make the beds?"

A few minutes later, Miss Spider had made the first bed. It was hanging from the ceiling, suspended by a rope of threads at either end so that actually it looked more like a hammock than a bed.

But it was a magnificent affair, and the stuff that it was made of shimmered like silk in the pale light.

"I do hope you'll find it comfortable," Miss Spider said to the Old-Green-Grasshopper. "I made it as soft and silky as I possibly could. I spun it with gossamer. That's a much better quality thread than the one I use for my own web."

"Thank you so much, my dear lady," the Old-Green-Grasshopper said, climbing into the hammock. "Ah, this is just what I needed. Good night, everybody. Good night." Then Miss Spider spun the next hammock, and the Ladybug got in.

After that, she spun a long one for the Centipede, and an even longer one for the Earthworm.

"And how do you like your bed?" she said to James when it came to his turn. "Hard or soft?"

"I like it soft, thank you very much," James answered.

"For goodness' sake stop staring round the room and get on with my boots!" the Centipede said.

"You and I are never going to get any sleep at this rate! And kindly line them up neatly in pairs as you take them off. Don't just throw them over your shoulder."

James worked away frantically on the Centipede's boots. Each one had laces that had to be untied and loosened before it could be pulled off, and to make matters worse, all the laces were tied up in the most terrible complicated knots that had to be unpicked with fingernails. It was just awful. It took about two hours. And by the time James had pulled off the last boot of all and had lined them up in a row on the floor -- twenty-one pairs altogether -- the Centipede was fast asleep.

"Wake up, Centipede," whispered James, giving him a gentle dig in the stomach. "It's time for bed."

"Thank you, my dear child," the Centipede said, opening his eyes. Then he got down off the sofa and ambled across the room and crawled into his hammock. James got into his own hammock -- and oh, how soft and comfortable it was compared with the hard bare boards that his aunts had always made him sleep upon at home.

"Lights out," said the Centipede drowsily. Nothing happened.

"Turn out the light!" he called, raising his voice.

James glanced round the room, wondering which of the others he might be talking to, but they were all asleep. The Old-Green-Grasshopper was snoring loudly through his nose. The Ladybug was making whistling noises as she breathed, and the Earthworm was coiled up like a spring at one end of his hammock, wheezing and blowing through his open mouth. As for Miss Spider, she had made a lovely web for herself across one corner of the room, and James could see her crouching right in the very center of it, mumbling softly in her dreams.

"I said turn out the light!" shouted the Centipede angrily.

"Are you talking to me?" James asked him.

"Of course I'm not talking to you, you ass!" the Centipede answered. "That crazy Glow-worm has gone to sleep with her light on!"

For the first time since entering the room, James glanced up at the ceiling -- and there he saw a most extraordinary sight. Something that looked like a gigantic fly without wings (it was at least three feet long) was standing upside down upon its six legs in the middle of the ceiling, and the tail end of this creature seemed to be literally on fire. A brilliant greenish light as bright as the brightest electric bulb was shining out of its tail and lighting up the whole room.

"Is that a Glow-worm?" asked James, staring at the light. "It doesn't look like a worm of any sort to me."

"Of course it's a Glow-worm," the Centipede answered. "At least that's what she calls herself.

Although actually you are quite right. She isn't really a worm at all. Glow-worms are never worms.

They are simply lady fireflies without wings. Wake up, you lazy beast!"

But the Glow-worm didn't stir, so the Centipede reached out of his hammock and picked up one of his boots from the floor. "Put out that wretched light!" he shouted, hurling the boot up at the ceiling.

The Glow-worm slowly opened one eye and stared at the Centipede. "There is no need to be rude," she said coldly. "All in good time."

"Come on, come on, come on!" shouted the Centipede. "Or I'll put it out for you!"

"Oh, hello, James!" the Glow-worm said, looking down and giving James a little wave and a smile. "I didn't see you come in. Welcome, my dear boy, welcome -- and goodnight!"

Then click - - and out went the light.

James Henry Trotter lay there in the darkness with his eyes wide open, listening to the strange sleeping noises that the "creatures" were making all around him, and wondering what on earth was going to happen to him in the morning. Already, he was beginning to like his new friends very much.