As clouds amass overhead and rain starts to pour, ten little woodland animals hurry to find shelter. The text counts up as Bird, Mouse, Squirrel, Rabbit, Chipmunk, Woodchuck, Raccoon, Possum, and Red Fox all run for cover; then Skunk squeezes in and makes it ten! All night, they huddle together in the safety and warmth of the hollow, as the thunder claps and lightning flashes outside. In the morning the storm has calmed, but the animals still hear the rumble of thunder in the distance. Imagine their surprise when they find the noise is coming from a bear! From ten to one, all of the animals scurry out of the bear's lair to find a big, beautiful day outside.