had sat still all day long in his safe hiding-place in the middle of the dear Old Briar-patch. Jolly, round, red Mr. Sun had gone to bed behind the Purple Hills, and the black shadows had raced out across the Green Meadows and into the Green Forest. Now the moonlight was driving them back a little way. Peter hopped out of the Old Briar-patch into the moonlight and stretched first one leg and then another. Then he jumped up and down three or four times to get the kinks out of his long hind legs, and finally started off up the Lone Little Path, lipperty-lipperty-lip.

Half way up the Lone Little Path Peter almost ran headlong into Unc' Billy Possum.

"Mah goodness, Brer Rabbit, yo'all done give me a powerful start!" exclaimed Unc' Billy. "What yo'all in such a right smart hurry fo'?"

Peter Rabbit grinned as he stopped running. "I didn't mean to frighten you, Uncle Billy. The fact is, I was on my way up to your house to see how you old Mrs. Possum and all the children do this fine fall weather," said Peter Rabbit.

Unc' Billy Possum looked at Peter Rabbit sharply. "Seems to me that yo'all have taken a powerful sudden interest in we-alls. Ah don' remember seeing yo' up our way fo' a long time, Peter Rabbit," said he.

Peter looked a little foolish, for it was true that he hadn't been near Unc' Billy's hollow tree for a long time. "You see, I've been very busy getting ready for winter," said Peter, by way of an excuse.

Unc' Billy began to chuckle and then to laugh. He rested both hands on his knees and laughed and laughed.

Peter Rabbit couldn't see anything to laugh at and he began to get just a wee bit provoked.

"What's the joke?" he demanded.

"The very idea of Brer Rabbit getting ready for winter or of being busy about anything but other people's affairs!" cried Unc' Billy, wiping his eyes.

Peter tried to feel and to look very angry, but he couldn't. No, Sir, he couldn't. The very twinkle in Unc' Billy Possum's eyes made Peter want to laugh, too. In fact Peter just had to laugh. Finally both stopped laughing, and Peter told Unc' Billy all about the things that had troubled him.

"Johnny Chuck disappeared down in his house and said he would see me in the spring; what did he mean by that?" asked Peter.

"Just what he said," replied Unc' Billy. "He done gone down to his bed and gone to sleep, and he's gwine to stay asleep until next spring."

Peter's eyes looked as if they would pop right out of his head. "And Grandfather Frog, what has become of him?" he asked.

"Oh, Grandfather Frog, he done gone to sleep, too, down in the mud at the bottom of the Smiling Pool. Ah reckon yo' will see Grandfather Frog come up right pert in the spring," said Unc' Billy.

"And Ol' Mistah Buzzard—he shouted down from the blue, blue sky that he would see me in the spring; has he gone to sleep up there?" asked Peter.

Unc' Billy Possum threw back his head and laughed fit to kill himself.

"Bless yo' long ears, no, Brer Rabbit! No indeed! Oh my, no! Brer Buzzard done fly away down Souf to ol' Virginny to stay through the cold winter. And Ah most wish Ah was right along with him," added Unc' Billy, suddenly growing sober.

Then Peter Rabbit had a sudden thought. "You aren't going away to sleep all winter, are you, Uncle Billy?" he asked anxiously.

The grin came back to Unc' Billy's face. "No, Brer Rabbit. Ah reckons yo'all can find me right in mah hollow tree most any time this winter, if yo' knock loud enough. But Ahy don't reckon on going out much, and Ah do reckon Ah'm going to have a right smart lot of sleep," replied Unc' Billy.