All the little people who live on the Green Meadows and in the Smiling Pool and along the Laughing Brook were to have a holiday. The Merry Little Breezes of Old Mother West Wind had been very busy, oh very busy indeed, in sending word to all the little meadow folks. You see, Peter Rabbit had been boasting of how fast he could run. Reddy Fox was quite sure that he could run faster than Peter Rabbit. Billy Mink, who can move so quickly you hardly can see him, was quite sure that neither Peter Rabbit nor Reddy Fox could run as fast as he. They all met one day beside the Smiling Pool and agreed that old Grandfather Frog should decide who was the swiftest.

Now Grandfather Frog was accounted very wise. You see he had lived a long time, oh, very much longer than any of the others, and therefore, because of the wisdom of age, Grandfather Frog was always called on to decide all disputes. He sat on his green lily-pad while Billy Mink sat on the Big Rock, and Peter Rabbit and Reddy Fox sat on the bank. Each in turn told why he thought he was the fastest. Old Grandfather Frog listened and listened and said never a word until they were all through. When they had finished, he stopped to catch a foolish green fly and then he said: "The best way to decide who is the swiftest is to have a race."

So it was agreed that Peter Rabbit and Reddy Fox and Billy Mink should start together from the old butternut tree on one edge of the Green Meadows, race away across the Green Meadows to the little hill on the other side and each bring back a nut from the big hickory which grew there. The one who first reached the old butternut tree with a hickory nut would be declared the winner. The Merry Little Breezes flew about over the Green Meadows telling everyone about the race and everyone planned to be there.

It was a beautiful summer day. Mr. Sun smiled and smiled, and the more he smiled the warmer it grew. Everyone was there to see the race--Striped Chipmunk, Happy Jack Squirrel, Sammy Jay, Blacky the Crow, Hooty the Owl and Bobby Coon all sat up in the old butternut tree where it was cool and shady. Johnny Chuck, Jerry Muskrat, Jimmy Skunk, Little Joe Otter, Grandfather Frog and even old Mr. Toad, were there. Last of all came Spotty the Turtle. Now Spotty the Turtle is a very slow walker, and he cannot run at all. When Peter Rabbit saw him coming up towards the old butternut tree he shouted: "Come, Spotty, don't you want to race with us?"

Everybody laughed because you know Spotty is so very, very slow but Spotty didn't laugh and he didn't get cross because everyone else laughed.

"There is a wise old saying, Peter Rabbit," said Spotty the Turtle, "which shows that those who run fastest do not always reach a place first. I think I will enter this race."

Every one thought that that was the best joke they had heard for a long time, and all laughed harder than ever. They all agreed that Spotty the Turtle should start in the race too.

So they all stood in a row, Peter Rabbit first, the Billy Mink, then Reddy Fox, and right side of Reddy Fox Spotty the Turtle.

"Are you ready?" asked Grandfather Frog. "Go!"

Away went Peter Rabbit with great big jumps. After him went Billy Mink so fast that was just a little brown streak going through the tall grass, and side by side with him ran Reddy Fox. Now just as they started Spotty the Turtle reached up and grabbed the long hair on the end of Reddy's big tail. Of course Reddy couldn't have stopped to shake him off, because Peter Rabbit and Billy Mink were running so fast that he had to run his very best to keep up with them. But he didn't even know that Spotty the Turtle was there. You see Spotty is not very heavy and Reddy Fox was so excited that he did not notice that his big tail was heavier than usual.

The Merry Little Breezes flew along, too, to see that the race was fair. Peter Rabbit went with great big jumps. Whenever he came to a little bush he jumped right over it, for Peter Rabbit's legs are long and meant for jumping. Billy Mink is so slim that he slipped between the bushes and through the long grass like a little brown streak. Reddy Fox, who is bigger than either Peter Rabbit or Billy Mink, had no trouble in keeping up with them. Not one of them noticed that Spotty the Turtle was hanging fast to the end of Reddy's tail.

Now just at the foot of the little hill on which the big hickory tree grew was a little pond. It wasn't very wide but it was quite long. Billy Mink remembered this pond and he chuckled to himself as he raced along, for he knew that Peter Rabbit couldn't swim and he knew that Reddy Fox does not like the water, so therefore both would have to run around it. He himself can swim even faster than he can run. The more he thought of this, the more foolish it seemed that he should hurry so on such a warm day. "For," said Billy Mink to himself, "even if they reach the pond first, they will have to run around it, while I can swim across it and cool off while I am swimming. I will surely get there first." So Billy Mink ran slower and slower, and pretty soon he had dropped behind.

Mr. Sun, round and red, looking down, smiled and smiled to see the race. The more he smiled the warmer it grew. Now, Peter Rabbit had a thick gray coat and Reddy Fox had a thick red coat, and they both began to get very, very warm. Peter Rabbit did not make such long jumps as when he first started. Reddy Fox began to feel very thirsty, and his tongue hung out. Now that Billy Mink was behind them they thought they did not need to hurry so.

Peter Rabbit reached the little pond first. He had not thought of that pond when he agreed to enter the race. He stopped right on the edge of it and sat up on his hind legs. Right across he could see the big hickory tree, so near and yet so far, for he knew that he must run around the pond then back again, and it was a long, long way. In just a moment Reddy Fox ran out of the bushes and Reddy felt much as Peter Rabbit did. Way, way behind them was Billy Mink, trotting along comfortably and chuckling to himself. Peter Rabbit looked at Reddy Fox in dismay, and Reddy Fox looked at Peter Rabbit in dismay. Then they both looked at Billy Mink and remembered that Billy Mink could swim right across.

Then off Peter Rabbit started as fast as he could go around the pond one way, and Reddy Fox started around the pond the other way. They were so excited that neither noticed a little splash in the pond. That was Spotty the Turtle who had let go of Reddy's tail and now was swimming across the pond, for you know that Spotty is a splendid swimmer. Only once or twice he stuck his little black nose up to get some air. The rest of the time he swam under water and no one but the Merry Little Breezes saw him. Right across he swam, and climbed up the bank right under the big hickory tree.

Now there were just three nuts left under the hickory trees. Two of these Spotty took down to the edge of the pond and buried in the mud. The other he took in his mouth and started back across the pond. Just as he reached the other shore up trotted Billy Mink, but Billy Mink didn't see Spotty. He was too intent watching Reddy Fox and Peter Rabbit, who were now half way around the pond. In he jumped with a splash. My! How good that cool water did feel! He didn't have to hurry now, because he felt sure that the race was his. So he swam round and round and chased some fish and had a beautiful time in the water. By and by he looked up and saw that Peter Rabbit was almost around the pond one way and Reddy Fox was almost around the pond the other way. They both looked tired and hot and discouraged.

Then Billy Mink swam slowly across and climbed out on the bank under the big hickory tree. But where were the nuts? Look as he would, he could not see a nut anywhere, yet the Merry Little Breezes had said there were three nuts lying under the hickory tree. Billy Mink ran this way and ran that way. He was still running around, poking over the leaves and looking under the twigs and pieces of bark when Peter Rabbit and Reddy Fox came up.

Then they, too, began to look under the leaves and under the bark. They pawed around in the grass, they hunted in every nook and cranny, but not a nut could they find. They were tired and cross and hot and they accused Billy Mink of having hidden the nuts. Billy Mink stoutly insisted that he had not hidden the nuts, that he had not found the nuts, and when they saw how hard he was hunting they believed him.

All the afternoon they hunted and hunted and hunted, and all the afternoon Spotty the Turtle, with the nut in his mouth, was slowly, oh, so slowly, crawling straight back across the Green Meadows towards the old butternut tree. Round, red Mr. Sun was getting very close to the Purple Hills, where he goes to bed every night, and all the little meadow folks were getting ready to go to their homes. They were wondering and wondering what could have happened to the racers, when Sammy Jay spied the Merry Little Breezes dancing across the Green Meadows.

"Here come the Merry Little Breezes; they'll tell us who wins the race," cried Sammy Jay.

When the Merry Little Breezes reached the old butternut tree, all the little meadow folks crowded around them, but the Merry Little Breezes just laughed and laughed and wouldn't say a word. Then all of a sudden, out of the tall meadow grass crept Spotty the Turtle and laid the hickory nut at the feet of old Grandfather Frog. Old Grandfather Frog was so surprised that he actually let a great green fly buzz right past his nose.

"Where did you get that hickory nut?" asked Grandfather Frog.

"Under the big hickory tree on the hill on the other side of the Green Meadows," said Spotty.

Then all the Merry Little Breezes clapped their hands and shouted: "He did! He did! Spotty wins the race!"

Then they told how Spotty reached the pond by clinging to the tip of Reddy Fox's tail, and had hidden the other two nuts, and then how he had patiently crawled home while Billy Mink and Reddy Fox and Peter Rabbit were hunting and hunting and hunting for the nuts they could not find.

And so Spotty the Turtle was awarded the race, and to this day Peter Rabbit and Reddy Fox and Billy Mink can't bear the sight of a hickory nut.