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This craft is reprinted courtesy of FirstPalette.com.

This caterpiller makes learning numbers easy and fun.

Construction paper
Paper cups
Scissors
Crayons or oil pastels
Wiggle eyes or beads
Feathers
Liquid glue
Watercolor or poster paint
Paint brushes
Palette

Cut out the base of a paper cup.

Be sure to trim off cleanly. This circular disc will make up each segment of your caterpillar.

Make at least 5 circular segments and as many as 10 to 12 for an extra long caterpillar!  

Write a number on each disc using crayons or oil pastels. Try to make heavy strokes when writing the numbers.

Prepare various colors of paint on your palette. Add a bit more water to your paint and mix well. We want the paint to be a little runny.

Paint on each numbered disc. The watered-down paint will not stick to the portion with crayon strokes so your numbers will show through. This technique is called crayon resist painting.

Allow the paint to dry thoroughly.

Cut a background from construction paper. Make sure it's big enough for your caterpillar. 

Draw some details for the background such as grass, clouds, sun, or other things you'd like to add to your picture.

Glue the numbered discs on your picture to create the caterpillar. Don't forget to put the numbered discs in the correct consecutive order.

Glue on a pair of wiggle eyes or beads for the eyes, a sequin or pipe cleaner for the mouth, and 2 feathers to make the antennae on the number "1" disc. Note that the number "1" digit serves as the nose.

Let your picture dry completely.

FirstPalette.com http://www.firstpalette.com/ A free resource for fun and educational kids' crafts, the site features a step-by-step guide for each craft project and includes printable templates, art recipes, and environment-friendly tips for crafting.