The Polyphemus cocoons were spun on the ground where the dead leaves had blown in between some stones, and no wandering Cows or Sheep would be likely to step on them. First a mass of coarse silk which it took half a day to make, then an inside coating of a kind of varnish, then as much silk as a Caterpillar could spin in four or five days, next another inside varnishing, and the cocoons were done. As the Polyphemus Caterpillars snuggled down for the long winter's sleep, each said to himself something like this: "Those poor Caterpillars in the trees! How cold they will be! I hope they may come out all right in the spring, but I doubt it very much."