One crisp night, a cricket wandered down the crooked streets of a quaint little village. At last, he came to a lighted window in the shop of a woodcarver named Geppetto. He hopped over and peered inside.

The shop seemed empty, but a warm fire flickered in the hearth. Unable to resist, the cricket crept under the front door and went inside.

He hurried to the fire and warmed his hands over the hot coals. Looking around, he saw walls hung with fantastic clocks, all carved out of wood. There were beautiful music boxes and shelf after shelf of toys. Then something special caught his eye . . . a puppet!

“Cute little fellow,” said the cricket, inspecting the puppet. “Good piece of wood, too.”

Just then, the woodcarver entered the room, his little black-and-white cat at his feet. The cricket quickly hid on a high shelf.

“Well, now, it won’t take much longer,” said Geppetto. “Just a little more paint and he’s all finished.”

Then he picked up his paintbrush and put the finishing touches on the puppet, adding eyebrows and a smile.

“See? That makes a big difference,” declared Geppetto. “Now I have just the name for you. Pinocchio! Do you like it, Figaro?” he asked the cat.

Figaro shook his head.

“No? You do, don’t you, Cleo?” he asked his goldfish.

Cleo pouted.

“Well,” said Geppetto, “do you like it?” he asked the puppet. Then he pulled one of the puppet’s strings so the toy nodded its head.

“That settles it!” said Geppetto. “Pinocchio it is!”And he turned on a music box and danced around the room with the puppet.

“It’s getting late,” said Geppetto when the dance had ended. He placed Pinocchio on the shelf by his bed. “Good night, Pinocchio, little funny face.”

The cricket took off his hat, hung up his umbrella, and using his coat as a pillow, settled down to sleep.

By the light of the candle, Geppetto gazed up at Pinocchio. “Look at him, Figaro. He almost looks alive. Wouldn’t it be nice if he was a real boy?”

Then, through the open window, he saw a star, shining bright in the night sky.

“The Wishing Star!” he said. And as he gazed at the star, he made a wish.

“Figaro, you know what I wished?”

Figaro shook his head sleepily. The cricket leaned forward to hear.

“I wished that my little Pinocchio might be a real boy,” said Geppetto.

“A very lovely thought,” the cricket said to himself,“but not at all practical.”

As Geppetto and Figaro drifted off to sleep, the cricket was kept awake by the ticking clocks and Geppetto’s snores. So he was the only one who saw the star come drifting down through the night sky and straight in through the workshop window.

“Hey,” said the cricket. “What’s going on here?”

For a moment, the star hung in the air. Then the shimmering light seemed to grow and grow until out stepped a fairy.

“Good Geppetto,” the Blue Fairy said to the sleeping man, “you have given so much happiness to others. You deserve to have your wish come true.” Then she turned toward Pinocchio. “Little puppet made of pine, wake,” she said, tapping him with her wand. “The gift of life is thine.”

At once, Pinocchio shook his head, rubbed his eyes, and looked around.

“I can move!” he said, flapping his hands. “I can talk! I can walk!”

“Yes, Pinocchio,” said the Blue Fairy. “I’ve given you life.”

“Why?” asked Pinocchio.

“Because tonight,” said the Blue Fairy, “Geppetto wished for a real boy.”

“Am I a real boy?” asked the puppet.

“No, Pinocchio,” the fairy replied. “To make Geppetto’s wish come true will be entirely up to you. Prove yourself brave, truthful, and unselfish, and someday you will be a real boy.”

“That won’t be easy,” whispered the cricket.“You must learn to choose,” the fairy went on,“between right and wrong.”

“But how will I know?” asked Pinocchio.

“Your conscience will tell you,” said the Blue Fairy.

“What is conscience?” asked Pinocchio.

“‘What is conscience’!” exclaimed the cricket, leaping down from his shelf. “I’ll tell ya!”

The cricket landed next to Pinocchio. “A conscience is that still, small voice that people won’t listen to.”

“Are you my conscience?” asked Pinocchio.

“Who, me?” said the cricket.

“Would you like to be Pinocchio’s conscience?”asked the Blue Fairy, smiling down at him.

“Uh-huh,” said the cricket, blushing deep red.

“Very well,” said the fairy, laughing. “What is your name?”

“Cricket’s the name,” said the cricket, taking off his tattered hat and bowing. “Jiminy Cricket.”

“Kneel, Mister Cricket,” said the fairy. “I dub you Pinocchio’s conscience. Lord high keeper of the knowledge of right and wrong, counselor in moments of temptation, and guide along the straight and narrow path. Arise, Sir Jiminy Cricket.”

She tapped him with her wand, and when Jiminy looked down, he saw he was dressed in a smart black coat and blue hat, with a shiny new umbrella. “Well,”he said, very pleased and thankful. “But don’t I get a badge or something?”

“Well, we’ll see,” said the Blue Fairy.

“Make it a gold one?” asked Jiminy.