The Berenstain Bears TM

Book #6 – Inside, Outside, Upside Down

Adapted and excerpted from Stan and Jan Berenstain’s Down a Sunny Dirt Road: an Autobiography, published by Random House in 2002. 

We were working on the text of The Bear Scouts, which would be our fourth bear book, when Ted called from La Jolla.  He was starting a whole new line called “Bright and Early Books.”  It would be much younger than Beginner Books – a reading-readiness line.

“We’re very excited about it,” he continued.  “There’s nothing like it on the market.  So put the scout thing aside and see what you can come up with for the new line.”

“And, oh yes,” he added in an aside that sent our hearts down into our shoes.  “Don’t do bears on this project.  We’ve got enough bears for a while.  Anyway, you can’t do bears forever.”

Ted’s excitement was electrifying, but the effect was short-circuited by his “don’t do bears” edict.  It was déjà vu all over again.  We had, in our innocence, thought we coulddo bears forever.  But maybe Ted was right.  Maybe we couldn’t.

Most of our story ideas are consciously thought up.  But sometimes ideas come unbidden.  The phrase “inside, outside, upside down” was such an idea.  But what was it?  What did it mean?  It would make an interesting title.  But where would the title take us?  Ted wanted something completely different, huh?  A whole new feel?  A whole new look?  We’d give him a look that would knock his socks off.

We noodled around until we found out what Inside, Outside, Upside Down was about.  It was about a red gorilla who sat inside a hollow tree, a crow wearing a magenta beret who was outside sitting on a branch, and a two-toed sloth who was hanging upside down on a limb.  Ted wanted different.  We’d give him different.  We took the red gorilla, the crow with the magenta beret, and the two-toed sloth and sent them on a topsy-turvy trip to town.  When they arrived, they proclaimed, “We went to town!  Inside, outside, upside down!”

We fetched it up to New York and set it before Ted.  “Wow!” he said as he leafed through it.  “Fabulous! —I love ‘em!  But I’ve been talking to the salesmen and they think that since your bears are so well established, we ought to have at least one bear book in the new line.  But this is a great concept.  Maybe you can convert it to bears.  What do you think?”  What did we think?  You know that song “I Think I’m Goin’ out of My Head”?  That’s what we thought.

We arrived home in a deep funk.  We remained so for most of the next day.  Jan came out of it first.  She wanted to be alone.  She took a pencil and drawing pad into the yard and sat at our weathered old picnic table.  By late afternoon she had penciled a whole new bear version of Inside, Outside, Upside Down.  In fifteen pictures and sixty-six words, she told how Small Bear goes into a box that gets dollied onto a truck and taken to town.  The box falls off the truck, whereupon Small Bear climbs out and runs home shouting, “Mama! Mama! I went to town inside, outside, upside down!”

Inside, Outside, Upside Down was published by Random House in 1968 – by 2002 it had sold 3 million copies.

Skip to content