The next day Audrey managed to make it outside without Arsenio or her parents finding out. She had to talk to Ted one last time before her father became stricter about her comings and goings.

'Ted?" She said, entering the stables.

"Oh hi Audrey-" Ted's smile faded upon seeing her unhappy look. "Oh no, has Arsenio been annoying you again?"

"Worse, my parents are forcing me to marry him this spring." Audrey sobbed a little.

Ted felt his heart break in two. Maybe even three.

"Oh..." He tried to recover enough to hide his true feelings. "I'm really sorry, there are few things worse than being forced to be with someone you don't love. Is there anything I can do?"

"I don't think so." Audrey hung her head. "I just wanted to see you one last time. My dad has become pretty strict about this and I don't think he'll be letting me out as often."

"Well, in that case stay as long as you can and we can talk-"

"Ted, quit loafing around and get back to work!" Ted's boss snapped.

"No." Ted glared. "My best friend needs me so she comes first."

"Ted, if you don't get back to work then you're fired." His boss frowned.

"No...I quit." Ted said cooly.

Audrey gasped and his boss looked shocked.

"I'd rather be poorer than continue working for a jerk like you." Ted added. "Come on Melvin Jr, Audrey, we're out of here."

All three left the stables.

"Oh Ted, I didn't want to make you lose your job." Audrey said sadly.

"Forget it, I was thinking about quitting anyway." Ted shrugged.

"Audrey!"

"Oh no..." Audrey groaned.

"What are you doing with that low-class stable boy?" Mr. Sommers showed up angrily.

"His name is Ted and he happens to be my best friend." Audrey retorted.

"Wha- Audrey you are a young lady belonging to high society you deserve to be seen with gentlemen instead of commoners."

"Ted may not be rich but he's more of a gentlemen than Arsenio is."

"That's it!" Mr. Sommers had enough. "Young lady, you are confined to the house until the wedding. Now come!"

Mr. Sommers grabbed Audrey's arm and pulled her back home. This time Audrey didn't fight, her father had grabbed her arm tightly so she knew she couldn't break free.

"Bye Ted." Audrey said sadly.

"Bye...Audrey..." Ted felt his heart break even further. "Come on Melvin Jr."

The two of them headed back home, and this time Ted didn't escort Melvin Jr back to the barn. He just let go of Melvin Jr's harness and walked inside. Sally and Grammy Norma were shocked to find him home.

"Ted!" Sally said. "What-did the stableman fire you?"

"No...I quit." Ted tried not to cry. "I couldn't take his mean attitude anymore."

"Ted what...what's wrong?" Sally was now concerned.

"Audrey...the girl I love...her parents are forcing her to marry Arsenio." Ted broke down and cried.

Sally hugged him.

"I'm so sorry Ted." Grammy Norma said sadly.

Sally escorted Ted to the couch and she and Grammy Norma let him cry. Sally also fixed a cup of tea for him. Finally he managed to stop crying long enough to talk.

"I was wondering if there was somewhere else we could live." He said. "I just couldn't be here when spring comes, being near the wedding would break my heart even further."

"Well...there is your grandfather's place." Grammy Norma suggested.

Ted had taken a sip of tea only to spit-take it. Sally dropped her mouth open.

"My father? But you never wanted to talk about him before." Sally said.

"Well...that's because he had been cursed many years ago." Grammy Norma explained. "The curse caused him so much pain that it scared me and I ran away. Later on I wanted to return, but then found out that I was pregnant with you. I didn't want you to grow up isolated from other people so I stayed here. Eventually I lost the courage to tell you about him...until now."

"Mom, I want to see my father curse or no curse." Sally said sternly, obviously a bit upset about having been kept in the dark about her dad until now.

"I'd like to meet him too." Ted agreed.

"Then it's settled." Grammy Norma said.

They packed up the wagon and hitched it to Melvin and Melvin Jr. Before they left Ted attached a piece of paper to the front door with a nail.

"I hope you last until spring." Ted sighed to himself.

Ted, Sally, and Grammy Norma headed for the far off lands, where Ted's grandfather lived. Finally they came upon an abandoned-looking estate surrounded by a wasteland.

"Here we are." Grammy Norma stopped the wagon just a few feet from the estate.

"Wait, dad is rich?" Sally was shocked.

"Was rich." Grammy Norma corrected. "He lost everything after the curse."

She then led the way to the front door, Ted and Sally following. Grammy Norma then boldly opened the door and let Sally and Ted in.

"Go away!" A voice boomed, startling Ted and Sally. "I can't see anyone!"

"Once-ler?" Grammy Norma said.

There was a silence. A figure started coming down the stairs.

"Norma?" The figure said, surprised. "Is that you?"

"Yes it's me." Grammy Norma smiled.

The figure now entered the light, causing Sally and Ted to drop their mouths open. Once-ler was covered in green fur, had fangs and claws, and also had yellow eyes.

"You're back..." Once-ler couldn't believe it. "Why did you leave, I thought you stopped loving me."

"I didn't, the transformation caused you so much pain that it scared me." Grammy Norma explained. "I would've returned sooner, but I didn't want our daughter to grow up isolated from civilization."

Once-ler was shocked.

"Daughter?" He looked at Sally. "We have a daughter?"

"That's right, this is your daughter Sally and your grandson Ted." Grammy Norma introduced.

Once-ler moved closer to them, causing to Sally to back away. Grammy Norma noticed.

"Sally honestly, he's your father." She scolded.

"It's okay, I understand." Once-ler hung his head sadly.

Ted, instead, came closer to Once-ler.

"Hi grandpa." He said. "I'm sorry about the curse."

Once-ler looked at him surprised, and then smiled.

"It's okay, I'm used to it now." He said. "Well I'm guessing you're all here to stay, am I right?"

"That's right." Grammy Norma smiled.

"Then come, I'll show you to your rooms." Once-ler headed for the stairs. "Please pardon the dust, it's hard to clean a huge place by yourself."

Once-ler showed Sally and Ted to their rooms, which were next to each other, and then Once-ler stopped.

"Fortunately my kitchen became magical and self-stocking after I was cursed into this.." He said. "Uh, I don't really expect you to have dinner with me later...but you can help yourselves if you get hungry."

Once-ler then turned and headed for his own bedroom.

"Remember dear, he's really a kind man who's been hurt." Grammy Norma said to Sally before following Once-ler.

"You're really going to stay with me?" Once-ler was surprised to see Grammy Norma following him, he expected her to stay with their daughter.

"Curse or no curse I'm still your wife. And I still love you." Grammy Norma replied.

Once-ler was touched, even touched enough to smile for the first time in years.

"I can't believe what happened to him..." Sally frowned once her parents were out of earshot.

"Come on mom, he really does seem nice." Ted replied. "And it looks like he's still hurting from the curse too."

"Well we don't even know why he was cursed. I'm not going to trust him until we find out more."

"I trust him." Ted said simply before going into his bedroom. "I'm going to take a nap now."

"All right son." Sally decided to do the same.

Ted took off his shoes and lay down on the bed. A few minutes after he closed his eyes...

"Well hello there!"

Ted bolted upright and looked down to see an ax with a mouth and eyes smiling at him.

"Didn't think anyone would pay ol' Once a visit." The ax smiled. "I'm Ax, what's your name?"

"Uh, I'm Ted...how the heck can you talk?" Ted asked.

"Oh, Once's old friend Lorax, speaker for the trees, made me alive to keep Once company." Ax explained. "Unfortunately he didn't have enough magic to remove the curse, poor guy..."

"Lorax?" Ted frowned slightly. "I remember reading something about him...where is he now?"

"Not sure, all I know is that another forest needed him." Ax shrugged. "He does care about Once a lot, but trees come first. So, what brings you here?"

"Grammy Norma brought me and my mom here." Ted explained.

Ax looked surprised.

"Norma? As in Once's wife...wait, that means that you're his grandson." Ax realized.

"Yeah." Ted nodded.

Ax grinned.

"Well, glad to meet a friendly relative of Once." He said. "I hope your mom is nice too."

"She is, though she's put off by grandpa's appearance."

"Not surprised."

Ted and Ax continued talking. Sally woke up later and overheard them, so decided to see who Ted was talking to. She was caught off-guard by Ax, but actually warmed up to him once she got over the shock. Ted, Sally, and Ax became friends.

Later that evening, only Grammy Norma, Ted, and Ax had dinner with Once-ler. Sally had dinner in the kitchen. Grammy Norma met Ax at this point and the two became fast friends.