It was almost bedtime.
Max, Big Blue and Little Pink were eating green jelly.
Through the kitchen window they could see millions of twinkly stars.
"Let's go outside and wish on a star!" said Max.
Max lay down on the grass and gazed up into the night sky.
Soon Little Pink joined him.
"Come outside, Big Blue!" they called.
But Big Blue didn't want to go out into the dark.
"The sky is so pretty," said Little Pink. "Come on, Big Blue!"
Finally Big Blue crept outside.
Max, Big Blue and Little Pink held hands and sang:
"Twinkle, twinkle, little star,
How I wonder what you are.
Up above the world so high,
Like a diamond in the sky."
"Make a wish!" whispered Max.
"I wish I could have more jelly," laughed Little Pink.
"I wish I wasn't scared of the dark," sighed Big Blue.
Suddenly a voice called from the trees. "Whoo! Whoo!"
Big Blue jumped. "I want to go back inside," she said.
"It was only an owl, Big Blue," said Max.
"Don't be such a scaredy-cat!" said Little Pink.
"I'm a scaredy-elephant," said Big Blue. "And I can't help being scared of the dark."
The next morning, Max tried to make Big Blue feel better.
"There are lots of nice things in the dark…like stars…like owls," said Max, "So you don't need to feel scared."
"Big Blue is a scaredy-cat," Little Pink chanted. "I mean, Big Blue is a scaredy-elephant!"
Big Blue felt upset and went outside.
"Aren't you scared of anything, Little Pink?" asked Max.
"I'm not scared of the dark!" said Little Pink.
"But you are scared of swinging high on the swings,' said Max,"Big Blue never makes fun of you."
Little Pink felt sorry that he had hurt Big Blue's feelings.
Max had an idea for making Big Blue feel better. He went to the closet under the stairs and took out his special box of things. Then he went upstairs.
A little while later Max came down, and the three friends went for a walk.
"I'm sorry I made fun of you, Big Blue," said Little Pink.
When it was almost bedtime, Max said, "I've got a surprise for both of you. Come upstairs."
In the bedroom there were all kinds of stars hanging from the ceiling.
Big ones, small ones, gold ones, silver ones, and even ones with long sparkling tails.
"Now if you want to look at the stars," said Max, "You don't have to worry about being scared of the dark."
Then they all lay on Big Blue's bed and gazed at the ceiling until they fell asleep.