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I am," bawled Toadstool, rushing out of the water like a salmon, and casting a summersault in the air before he fell in again with a tremendous splash. His head rose again close beside Peaseblossom, who being used to such creatures only laughed.

      "Isn't he handsome?" he grinned.

      "Yes, very. He wants polishing, though."

      "You could do that for yourself, you know. Shall we change?"

      "I don't mind. You'll find her rather silly."

      "That's nothing. The boy's too sensible for me."

      He dived, and rose at Alice's feet. She shrieked with terror. The fairy floated away like a water-lily towards Richard. "What a lovely creature!" thought he; but hearing Alice shriek again, he said,

      "Don't leave Alice; she's frightened at that queer creature.—I don't think there's any harm in him, though, Alice."

      "Oh, no! He won't hurt her," said Peaseblossom. "I'm tired of her. He's going to take her to the court, and I will take you."

      "I don't want to go."

      "But you must. You can't go home again. You don't know the way."

      "Richard! Richard!" cried Alice, in an agony.

      Richard sprang from his boat, and was by her side in a moment.

      "He pinched me," cried Alice.

      Richard hit the goblin a terrible blow on the head; but it took no more effect upon him than if his head had been a round ball of india-rubber. He gave Richard a furious look, however, and bawling out, "You'll repent that, Dick!" vanished under the water.

      "Come along, Richard; make haste; he will murder you," cried the fairy.

      "It is all your fault," said Richard. "I won't leave Alice."

      Then the fairy saw it was all over with her and Toadstool; for they can do nothing with mortals against their will. So she floated away across the water in Richard's boat, holding her robe for a sail, and vanished, leaving the two alone in the lake.

      "You have driven away my fairy!" cried Alice. "I shall never get home now. It is all your fault, you naughty young man."

      "I drove away the goblin," remonstrated Richard.

      "Will you please to sit on the other side of the tree? I wonder what my papa would say if he saw me talking to you!"

      "Will you come to the next tree, Alice?" said Richard, after a pause.

      Alice, who had been crying all the time that Richard was thinking, said "I won't." Richard, therefore, plunged into the water without her, and swam for the tree. Before he had got half-way, however, he heard Alice crying "Richard! Richard!" This was just what he wanted. So he turned back, and Alice threw herself into the water. With Richard's help she swam pretty well, and they reached the tree. "Now for the next!" said Richard; and they swam to the next, and then to the third. Every tree they reached was larger than the last, and every tree before them was larger still. So they swam from tree to tree, till they came to one that was so large that they could not see round it. What was to be done? Clearly to climb this tree. It was a dreadful prospect for Alice, but Richard proceeded to climb; and by putting her feet where he put his, and now and then getting hold of his ankle, she managed to make her way up. There were a great many stumps where branches had withered off, and the bark was nearly as rough as a hill-side, so there was plenty of foothold for them. When they had climbed a long time, and were getting very tired indeed, Alice cried out, "Richard, I shall drop—I shall. Why did you come this way?" And she began once more to cry. But at that moment Richard caught hold of a branch above his head, and reaching down his other hand got hold of Alice, and held her till she had recovered a little. In a few moments more they reached the fork of the tree, and there they sat and rested. "This is capital!" said Richard, cheerily.

      "What is?" asked Alice, sulkily.

      "Why, we have room to rest, and there's no hurry for a minute or two.

      I'm tired."

      "You selfish creature!" said Alice. "If you are tired, what must I be!"

      "Tired too," answered Richard. "But we've got on bravely. And look! what's that?"

      By this time the day was gone, and the night so near, that in the shadows of the tree all was dusky and dim. But there was still light enough to discover that in a niche of the tree sat a huge horned owl, with green spectacles on his beak, and a book in one foot. He took no heed of the intruders, but kept muttering to himself. And what do you think the owl was saying? I will tell you. He was talking about the book that he held upside down in his foot.

      "Stupid book this-s-s-s! Nothing in it at all! Everything upside down!

      Stupid ass-s-s-s! Says owls can't read! I can read backwards!"

      "I think that is the goblin again," said Richard, in a whisper. "However, if you ask a plain question, he must give you a plain answer, for they are not allowed to tell downright lies in Fairyland."

      "Don't ask him, Richard; you know you gave him a dreadful blow."

      "I gave him what he deserved, and he owes me the same.—Hallo! which is the way out?"

      He wouldn't say if you please, because then it would not have been a plain question.

      "Down-stairs," hissed the owl, without ever lifting his eyes from the book, which all the time he read upside down, so learned was he.

      "On your honour, as a respectable old owl?" asked Richard.

      "No," hissed the owl; and Richard was almost sure that he was not really an owl. So he stood staring at him for a few moments, when all at once, without lifting his eyes from the book, the owl said, "I will sing a song," and began:—

      "Nobody knows the world but me.

      When they're all in bed, I sit up to see

      I'm a better student than students all,

      For I never read till the darkness fall;

      And I never read without my glasses,

      And that is how my wisdom passes.

      Howlowlwhoolhoolwoolool.

      "I can see the wind. Now who can do that?

      I see the dreams that he has in his hat;

      I see him snorting them out as he goes—

      Out at his stupid old trumpet-nose.

      Ten thousand things that you couldn't think

      I write them down with pen and ink.

      Howlowlwhooloolwhitit that's wit.

      "You may call it learning—'tis mother-wit.

      No one else sees the lady-moon sit

      On the sea, her nest, all night, but the owl,

      Hatching the boats and the long-legged fowl.

      When the oysters gape to sing by rote,

      She crams a pearl down each stupid throat.

      Howlowlwhitit that's wit, there's a fowl!"

      And so singing, he threw the book in Richard's face, spread out his great, silent, soft wings, and sped away into the depths of the tree. When the book struck Richard, he found that it was only a lump of wet moss.

      While talking to the owl he had spied a hollow behind one of the branches. Judging this to be the way the owl meant, he went to see, and found a rude, ill-defined staircase going down into the very heart of the trunk. But so large was the tree that this could not have hurt it in the least. Down this stair, then, Richard scrambled as best he could, followed by Alice—not of her own will, she gave him clearly to understand, but because she could do no better. Down, down they went, slipping and falling sometimes, but never very far, because the stair went round and round. It caught Richard when he slipped, and he caught Alice when she did. They had begun to fear that there was no end to the stair, it went round and round so steadily, when, creeping through a crack, they found themselves in a great hall, supported by thousands of pillars of gray stone. Where the little light came from they could not tell. This hall they

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