The music-loving Elves clapped their hands , as Star-Twinkle ceased ; and the Queen placed a flower crown , with a gentle smile , upon the Fairy 's head , saying , -- `` The little bud 's lesson shall teach us how sad a thing is pride , and that humility alone can bring true happiness to flower and Fairy . You shall come next , Zephyr . '' And the little Fairy , who lay rocking to and fro upon a fluttering vine-leaf , thus began her story : -- `` As I lay resting in the bosom of a cowslip that bent above the brook , a little wind , tired of play , told me this tale of LILY-BELL AND THISTLEDOWN . ONCE upon a time , two little Fairies went out into the world , to seek their fortune . Thistledown was as gay and gallant a little Elf as ever spread a wing . His purple mantle , and doublet of green , were embroidered with the brightest threads , and the plume in his cap came always from the wing of the gayest butterfly . But he was not loved in Fairy-Land , for , like the flower whose name and colors he wore , though fair to look upon , many were the little thorns of cruelty and selfishness that lay concealed by his gay mantle . Many a gentle flower and harmless bird died by his hand , for he cared for himself alone , and whatever gave him pleasure must be his , though happy hearts were rendered sad , and peaceful homes destroyed . Such was Thistledown ; but far different was his little friend , Lily-Bell . Kind , compassionate , and loving , wherever her gentle face was seen , joy and gratitude were found ; no suffering flower or insect , that did not love and bless the kindly Fairy ; and thus all Elf-Land looked upon her as a friend . Nor did this make her vain and heedless of others ; she humbly dwelt among them , seeking to do all the good she might ; and many a houseless bird and hungry insect that Thistledown had harmed did she feed and shelter , and in return no evil could befall her , for so many friends were all about her , seeking to repay her tenderness and love by their watchful care . She would not now have left Fairy-Land , but to help and counsel her wild companion , Thistledown , who , discontented with his quiet home , WOULD seek his fortune in the great world , and she feared he would suffer from his own faults for others would not always be as gentle and forgiving as his kindred . So the kind little Fairy left her home and friends to go with him ; and thus , side by side , they flew beneath the bright summer sky . On and on , over hill and valley , they went , chasing the gay butterflies , or listening to the bees , as they flew from flower to flower like busy little housewives , singing as they worked ; till at last they reached a pleasant garden , filled with flowers and green , old trees . `` See , '' cried Thistledown , `` what a lovely home is here ; let us rest among the cool leaves , and hear the flowers sing , for I am sadly tired and hungry . '' So into the quiet garden they went , and the winds gayly welcomed them , while the flowers nodded on their stems , offering their bright leaves for the Elves to rest upon , and fresh , sweet honey to refresh them . `` Now , dear Thistle , do not harm these friendly blossoms , '' said Lily-Bell ; `` see how kindly they spread their leaves , and offer us their dew . It would be very wrong in you to repay their care with cruelty and pain . You will be tender for my sake , dear Thistle . '' Then she went among the flowers , and they bent lovingly before her , and laid their soft leaves against her little face , that she might see how glad they were to welcome one so good and gentle , and kindly offered their dew and honey to the weary little Fairy , who sat among their fragrant petals and looked smilingly on the happy blossoms , who , with their soft , low voices , sang her to sleep .
While XXXXX lay dreaming among the rose-leaves , Thistledown went wandering through the garden .
Elf Fairy-Land Lily-Bell Star-Twinkle Thistle Zephyr doublet fro left vine-leaf