There once lived a mean old spider named Spoopy. He didn't have very many friends because he liked to make fun of all the other animals because they were different.

Many tried to be his friend, like Ellie the Elephant, but Spoopy would always make fun of anyone he talked to.

Well, hey there Spoopy! Do you want to come and play a game with all the other elephants and me?

With you?! No way! You all have weird noses!

It did not matter where Spoopy was. He was mean to everyone if they didn't look like a spider.

Spoopy! Let's go make a snow fort! It'll be fun!

You're too big and scary looking. I'm afraid you'll eat me!

No one could seem to be Spoopy's friend and this made the other animals sad.

Let'ssssss race ssssssuper fasssssst to the top of thosssse mountainssss, Ssssspoopy!

You don't even have any legs! You could never win any race!

One day, Spoopy came across Max the Monkey, who asked him to play.

Let's see who can climb these trees the fastest, Spoopy!

Monkeys are silly and make weird noises. I don't want to play with silly animals!

Unlike the other animals, Max the Monkey was not sad when Spoopy was mean to him. He was mad! This surprised Spoopy.

Why are you so mean, Spoopy?! All we want to do is be your friend and you make fun of us for being a little different!

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