Kirby was a caterpillar hairy and brown.
He never would smile; all he did was frown.
He sat on a leaf of a milkweed all day,
Munching on leaves, not wanting to play.
He had no friends, except an ant or two.
He never had a visitor, so all he did was chew.
When the sun came out and shone so bright,
Kirby felt warm and his hair stood upright.
He looked so funny, this hairy little beast.
When Willie worm saw him, he was scared, to say the least.
"Are you a monster?" Willie asked from behind a leaf.
Kirby looked at him and said, with much grief,
"I'm a caterpillar, silly. What do you want with me?"
Kirby glared, the worm was as embarrassed as could be.
"Don't you ever smile? Willie questioned with a grin.
"I never see your teeth, just a scowl, and your chin."
"Caterpillars are grumpy. That's the way we're meant to
I don't want to smile. I don't know how, you see!"
Kirby began to feel sad as he answered Willie that day.
"I don't smile. I just chew, and I don't want to play!"
Willie was unhappy for himself and for Kirby.
"If you'd give it a try, you'd see smiling's not nerdy."
The worm hung his head down and slowly crawled away.
Kirby yelled, "Don' come back here another day!"
Time passed quickly. Kirby sat on his leaf alone.
The ants left. It was raining. He was chilled to the bone.
He missed Willie worm and wished he'd not been so mad.
"I'd better go and find him, say I'm sorry, and not bad."
Kirby found the worm lying in a bed of dirt.
He looked kind of sad, like he'd really been hurt.
"Hello, Willie," he whispered. Willie looked up to see
Kirby smiling at him, asking, "Let's be friends, you and me?"
Willie worm then smiled back for a while.
"Of course we can be friends. You really can smile?"
"I practiced a lot and I'm sorry that I was mad,"
Kirby said, "You taught me how, and I'm not so bad.
It's not good to be sad. It's not good to be sore.
I need friends like you everyday more and more."
Kirby continued his speech, then the two went to play.
For them having fun would be no chore any day.