All I can say with certainty is that this concept came out of a moment of pondering in a jocular way, what might happen if there was more to the natural diet of the Bar-ba-loots, and I presume the other animals of the Truffula forest, than just the fruit of the trees. I mean, at least as long as it's in an AU take on the storyline, it's not completely implausible for them to sometimes consume arthropods like insects and arachnids, right?

Copyrights are those of Dr. Seuss, and Universal and Illumination Entertainment.

Although technically you might say the chances increase by the thousand, when wild animals take to sharing a human's home with said human, they still never really expect to be jolted awake by a holler of pure terror coming from their host. It's definitely a more alarming sound than the simple, if slightly prolonged scream of shock he gave when he first woke up to find his bed shared by the Lorax. Seeing as the guardian of the Truffula forest is already up sneaking a quick brush of his moustache, it becomes clear with observation that the Once-ler has not been frightened by the orange being.

As most of the animals are situated a relative distance from his bed, it takes them a moment to really understand just what has him so afraid that he is huddled up in a leggy bundle, guardedly facing the side on which his pillow is set. Those closer more readily notice the small, black, multi-limbed creature, rearing and wiggling its front limbs as though teasing the human.

"Y'know, if that screaming's a built-in habit, I don't see why you need that alarm clock," the Lorax remarks, handing the toothbrush to one of the Humming fish in a drawer, to hide away so the Once-ler does not find out what just happened to it yet again.

Glancing over at the Lorax with eyes that look ready to catch a plane, the Once-ler points a trembling finger towards the little creature perched on his pillow. He starts to stammer, "S – s – sp – spi -", but from there on the exclamation transforms more into a mangled squeak.

Puzzled, and now secretly a bit concerned about the human's fearful behaviour, the Lorax climbs up onto the bed, to get to the bottom of this. "What, this?" he asks in bemusement when he sees what's defeated him as an undesirable bedmate. "Aw, Beanpole, don't tell me you're afraid of a little spider?" Grinning mischievously, the guardian scoops the creature up in his paws and turns towards the man shivering on the edge of the bed.

"Agh! Don't bring that thing near me!" the Once-ler yelps, scrambling off of his bed and backing against the wall.

"Come on, Beanpole, he ain't nothing to be scared of. Besides," the Lorax grins again, "you might be cousins for all you know. You've got a lot in common!" He is of course referring to the human's long, flailing arms and legs as he scrambles around in a primitive, desperate effort to get away.

"I mean it, Moustache!" he barks, trying to let aggression override the fear in his voice as he edges his way around the bed to his night-table, "Keep it away or I'll – I'll -" Spying his sketchbook on the night-table, not presently being used as a blanket by anyone, he grabs it and holds it out, "I'm prepared to take drastic measures, Moustache. And I can't guarantee you won't get a face full of my sketchbook if you try anything funny!"

"Ooh, I'm so scared!" The Lorax rolls his eyes. "Alright, keep your shirt on, Beanpole, I'll let him outside again." He then looks down at his paws, and realizes no one's resting in them anymore. "Oh boy."

As his eyes try their hand at biggering yet again, the Once-ler looks hither and tither, frantically wondering, "Where did it go?" Hugging his book close to him, his vision darts down to the left, and his blood turns zero degrees Kelvin upon seeing who's jumped onto the night-table, just centimetres from his own body.

Giving another strangled cry, the Once-ler staggers back, before drawing up his inner aggression and advancing determinedly towards the spider, the sketchbook raised high above his head...

"Beanpole, wait!" the Lorax reaches over and grabs the spider.

"Oh no, no you don't! You speak for the trees, not the spiders, remember?"

"I also don't want to see any of nature's innocent creatures get hurt, remember?"

"Innocent? Look here, Moustache, I don't see anything innocent about a bug that tried to suck my blood out while I was ASLEEP!" Eyes ablaze now with fury and aggravation on top of that primal terror, the Once-ler goes on, "You might have made me promise not to cut down any more trees, but I'm going to draw the line at smashing arachnids!"

All the while this argument is culminating, the animals have been watching with great investment. They are not really sure who to side with on this matter. They know the Lorax was only teasing him out of humour, but the poor Once-ler seems so deeply frightened of the spider. On the other hand, it's hard to sympathize with him when he gets angry like this, and the Lorax is their guardian.

Pipsqueak is at length the one to take action. All he draws from this dramatic display is that the spider is greatly bothering the Once-ler, and he will not have that. So saying, he sneaks his way between the human and the Lorax, watches them continue to exchange heated words, then snatches the spider out of the Lorax's grasp.

"Huh?" The Lorax turns to the little Bar-ba-loot, who holds the squirming creature between his claws, a cool expression on his face. In a literal finger snap, he clamps his paw down over his captive.

The Lorax and the Once-ler both look on wordlessly, neither having anticipated such an intervention. The cub then smiles at the Once-ler, who gradually begins to smile back. "Ha! So what happens when it's Innocent Creature vs. Innocent Creature, huh, Moustache?"

The Lorax is saved from having to answer that taunt by Pipsqueak, who suddenly turns the tables again by popping the squished cadaver into his mouth. A moment later, the Once-ler's eyes have a rather suspiciously heavy layer of glaze that they didn't earlier...

"And, did I mention," the Lorax now gloats, "Sometimes, on rare occasions, spiders serve as a delicacy for the animals?"

A hand lending support to his stomach, the Once-ler leans back in dazed disgust, remarking, "Alright, I'm officially no longer hungry for breakfast!"

"Hey, Beanpole, he did it to help you," the Lorax says, seriously this time. "Don'tcha think maybe you oughtta thank him?"

"Mmm, sure. Thanks, Pipsqueak," the Once-ler ruffles the fur atop the cub's head, though it seems he is temporarily incapable of making eye contact with him.

/

Even though the Once-ler would have been perfectly happy to let the ordeal blow over, it seems as though quite a few metaphorical cobwebs are still dangling around here and there. Somehow, Pipsqueak got the idea to try combining treats into one, and with word getting around fast among the animals, the man soon finds himself unwillingly surrounded by a gleeful "spider-mallow" party.

Watching in horror as the animals he's come to regard as friends happily devour marshmallows halved and stuffed with dead spiders, then sandwiched together again, the Once-ler feels like his stomach is trying to churn itself into a mound of butter. Worse still, Lou, the large Bar-ba-loot, seems to have conveniently forgotten the Once-ler's arachnophobia, and tries to offer him one of the creepy concoctions. Do the animals seriously want him to never be able to eat again?

"I gotta admit, Beanpole, I'm with you on this one," the Lorax contends. "You know there's a reason why they're not supposed to eat them very often... usually, right?"

Not knowing or caring if his "spidey sense" is tingling correctly over what the answer might be, the Once-ler abruptly increases the distance between himself and the Lorax. Grabbing an unopened marshmallow bag from the cupboards, he hastily makes his way outside. Try all they might, they are not going to corrupt one of the major staples of his diet!

Then again, though he does manage to finish the whole thing off, he pitifully succumbs to the impulse to tear each and every marshmallow in half before eating it, just to make sure nothing creepy or crawly has been stuffed inside.

The end.

AN: And with this I've proven to myself yet again that I have become incapable of keeping a concept intended to be of drabble length – AT drabble length. Anyway, simply for the sake of closure, that dismissed reason is supposed to be connected to the venom in a spider's body. A little now and then is good fresh meat, but too much and it ain't so sweet. Gee, as if I wasn't already laughing myself into fractures...