T noon, our juvenile party assembled in a dell, through the depths of which ran a little brook. The dell was narrow, and its steep sides, from the margin of the stream upward, were thickly set with trees, chiefly walnuts and chestnuts, among which grew a few oaks and maples. In the summer time, the shade of so many clustering branches, meeting and intermingling across the rivulet, was deep enough to produce a noontide twilight. Hence came the name of Shadow Brook. But now, ever since autumn had crept into this secluded place, all the dark verdure was changed to gold, so that it really kindled up the dell, instead of shading it. The bright yellow leaves, even had it been a cloudy day, would have seemed to keep the sunlight among them; and enough of them had fallen to strew all the bed and margin of the brook with sunlight, too. Thus the shady nook, where summer had cooled herself, was now the sunniest spot anywhere to be found.

The little brook ran along over its pathway of gold, here pausing to form a pool, in which minnows were darting to and fro; and then it hurried onward at a swifter pace, as if in haste to reach the lake; and, forgetting to look whither it went, it tumbled over the root of a tree, which stretched quite across its current. You would have laughed to hear how noisily it babbled about this accident. And even after it had run onward, the brook still kept talking to itself, as if it were in a maze. It was wonder-smitten, I suppose, at finding its dark dell so illuminated, and at hearing the prattle and merriment of so many children. So it stole away as quickly as it could, and hid itself in the lake.

In the dell of Shadow Brook, Eustace Bright and his little friends had eaten their dinner. They had brought plenty of good things from Tanglewood, in their baskets, and had spread them out on the stumps of trees and on mossy trunks, and had feasted merrily, and made a very nice dinner indeed. After it was over, nobody felt like stirring.

"We will rest ourselves here," said several of the children, "while Cousin Eustace tells us another of his pretty stories."

Cousin Eustace had a good right to be tired, as well as the children, for he had performed great feats on that memorable forenoon. Dandelion, Clover, Cowslip, and Buttercup were almost persuaded that he had winged slippers, like those which the Nymphs gave Perseus; so often had the student shown himself at the tiptop of a nut-tree, when only a moment before he had been standing on the ground. And then, what showers of walnuts had he sent rattling down upon their heads, for their busy little hands to gather into the baskets! In short, he had been as active as a squirrel or a monkey, and now, flinging himself down on the yellow leaves, seemed inclined to take a little rest.

But children have no mercy nor consideration for anybody's weariness; and if you had but a single breath left, they would ask you to spend it in telling them a story.

"Cousin Eustace," said Cowslip, "that was a very nice story of the Gorgon's Head. Do you think you could tell us another as good?"

"Yes, child," said Eustace, pulling the brim of his cap over his eyes, as if preparing for a nap. "I can tell you a dozen, as good or better, if I choose."

"O Primrose and Periwinkle, do you hear what he says?" cried Cowslip, dancing with delight. "Cousin Eustace is going to tell us a dozen better stories than that about the Gorgon's Head!"

"I did not promise you even one, you foolish little Cowslip!" said Eustace, half pettishly. "However, I suppose you must have it. This is the consequence of having earned a reputation! I wish I were a great deal duller than I am, or that I had never shown half the bright qualities with which nature has endowed me; and then I might have my nap out, in peace and comfort!"

But Cousin Eustace, as I think I have hinted before, was as fond of telling his stories as the children of hearing them. His mind was in a free and happy state, and took delight in its own activity, and scarcely required any external impulse to set it at work.

How different is this spontaneous play of the intellect from the trained diligence of maturer years, when toil has perhaps grown easy by long habit, and the day's work may have become essential to the day's comfort, although the rest of the matter has bubbled away! This remark, however, is not meant for the children to hear.

Without further solicitation, Eustace Bright proceeded to tell the following really splendid story. It had come into his mind as he lay looking upward into the depths of a tree, and observing how the touch of Autumn had transmuted every one of its green leaves into what resembled the purest gold. And this change, which we have all of us witnessed, is as wonderful as anything that Eustace told about in the story of Midas.