The young man did not believe a word of what the cat told him, and yet he promised that he would do as the cunning fellow wished. So, about noon, he walked down to the river and went in to bathe. While he was in the water the King and the pretty Princesses came driving by. The cat began at once to rush up and down the bank and to cry:

"Help! help! The Marquis of Carabas is in the water, and he'll drown if he doesn't get out. Save him! Save him!"

The King looked out of his carriage window and saw the cat. He knew it was the very same fellow that had brought him such good game; and so he ordered his men to run as quickly as they could and help the Marquis.

While they were hauling the cat's master out of the water, the cat came up to the carriage and told the King that while the Marquis was bathing a thief had come by and stolen his clothes. (The thief was none other than Puss himself, but he was careful not to let anybody know it.) The King at once sent a man back to the palace to fetch one of his finest suits for the Marquis of Carabas.

And so it happened that when the young man at last climbed up the steep river bank and came where he could be seen by those in the carriage, he was dressed better than he had ever hoped to be. The young Princesses thought that he was a very handsome fellow; and the King, after greeting him kindly, bade him step into the carriage and take a drive with them.

The cat, who saw that things were turning out very much as he wished, now ran on before, while the King's carriage rattled briskly along the highway. Soon Puss came to a meadow where some men were mowing, and he said:

"Good haymakers, let me tell you something. The King is coming this way; and if he should ask you who owns this field, it will be safest to say 'The Marquis of Carabas.' I won't tell what may happen if you give him any other answer."

When the carriage came along, the King popped his head out of the window and asked:

"Who owns this grass land, my good fellows?"

"The Marquis of Carabas, your Majesty!" they answered, trembling for their lives.

"This is a fine meadow of yours," said the King to the young man.

"Yes, sir," he answered, "the grass grows here every year."

Meanwhile, the master-cat, who was still running on before, came to some reapers who were cutting wheat.

"Good reapers," he said, "let me tell you something. The King is coming this way in his carriage. When he sees you at work, he will be likely to ask you whose grain this is. Now you will save yourselves a good deal of trouble if you will say that it belongs to the Marquis of Carabas. There is no telling what may happen to you if you give any other answer."

And then he scampered away and was soon out of sight.

The reapers looked at one another and shook their heads. "Maybe he's right," they said; "at any rate, we shall lose nothing by taking his advice. See! There comes the King, now."

"To whom does all this wheat belong?" asked the King, as his carriage was driven slowly past.

"To the Marquis of Carabas," answered the reapers, all speaking at once.

"My dear Marquis," said the King, turning to the young man by his side, "you are having some famous crops this year."

"It is a good season for crops," was the modest answer.

As Puss went proudly along in boots, he did not fail to warn everybody in the same way. "Let me tell you something," he would say; "be sure to say to the King that this belongs to the Marquis of Carabas. It will please the King and save you from a good deal of trouble."

The King was astonished. "My dear Marquis," he said, "I had no idea that your lands were so broad."

The young man smiled and made no answer.

After awhile they passed through a dark wood and saw a fine castle on the top of a hill. A rich and cruel ogre of whom everybody was afraid lived in the castle, and was the lord of all that part of the country. People said that he owned all the land on both sides of the river for miles and miles; but how he had gotten it, and by what right he held it, nobody could tell. He was also a magician, and could change himself into any form that he wished.

Puss stopped at the gate of the castle, and sent in word that he would like to speak with the ogre.

"A cat in boots!" cried the old fellow. "Oh, certainly. Let him come up and speak with me; but it may be a long time before he goes down again!" And he laughed, and showed his ugly teeth.

When Puss was led into the ogre's hall, he was surprised to see so savage a monster; but he went up to him and said:

"Sir Ogre, I have heard that you can change yourself into all sorts of animals, even into a lion or an elephant. But there are some people who don't believe it."

"Some people who don't believe it!" cried the ogre. "They'd better believe it. Just see me become a lion."

When the cat saw a lion so near him he was scared almost to death, and ran into a corner, where he stayed till the lion became an ogre again. But, to tell the truth, the ogre was a good deal fiercer and uglier and more dangerous than the lion. Puss came out of his corner, trembling.

"Dear, dear!" he said, "what a terrible lion you were! It must be a good deal harder, however, to make yourself smaller—to turn into a mouse, for instance. Few people believe that you can do that."

"Pshaw!" said the ogre; "it is as easy to do one as the other!" And he changed himself into a mouse and ran back and forth on the floor.

Quick as thought Puss was upon him with teeth and sharp claws; and that was the last of the ogre.

A moment later Puss heard the noise of wheels rolling along the highway, and he hastened down to the gate. As the King's carriage drew near, he ran out to meet it, and said: "Welcome! Welcome to the castle of the Marquis of Carabas!"

"What! my lord Marquis," cried the King, "does this grand castle belong to you also? It is a fine building, indeed. I should like very much to see the inside of it."

The young man smiled. Then he said: "I should be very glad to see inside of it myself. Pray, come in with me." He gave his hand to the prettiest of the three young Princesses, and the whole company went up the steps into the great feast hall.

"Welcome to the castle of the Marquis of Carabas!" cried all the servants. Puss in boots had seen them and told them what to do.

The King was amazed.

The long table was loaded with the choicest food, for the ogre had invited all the other ogres in the country to dine with him that day, and they were expected to come after a while. The young man and the King and the Princesses sat down to the feast. Everything was served in good style, and Puss in boots was first here, then there, seeing that nothing went amiss.

"I tell you, my dear Marquis," said the King, after having eaten the best dinner of his life: "let me whisper something in your ear. It will be your own fault if you don't become the King's son-in-law."

The three young Princesses blushed; and the young man did not know what to say. So he very wisely said nothing at all.

After that, Puss in boots had a pretty easy life of it; and he never caught any more mice except for fun.

And the young man really did become the King's son-in-law, for he married the youngest and prettiest of the three Princesses, and they lived happily in the great castle on the hill.