1 Prepare paper in various colors.

To make the segments of your caterpillar, you will need paper in various colors. You can use scraps from your previous craft projects, if you have any.

2 Draw circles on the paper.

You can do either of the options below to draw circles on your paper. In both methods, you will need to use an object with a round bottom such as a toilet paper roll, a bottle cap or a paper cup. The diameter should ideally be about 1¾" - 2¼".

a.)  Draw the circles - place the object on the paper and trace around the round edges with a pencil.

b.)  Stamp the circles - dip the object's round bottom onto a plate of black tempera or poster paint.

Place the object over a sheet of paper and press to transfer the paint onto the paper. Carefully lift the object to see the stamped circle.

3 Make at least ten circles.

Repeat to make at least ten circles on various colors of paper.

4 Prepare the background paper.

Prepare a sheet of 9"x12" construction paper for a caterpillar with ten or less segments. If you want a longer caterpillar, use a 12"x18" sheet. Choose a color that contrasts well with the round segments of your caterpillar.

5 Draw a picture.

Use crayons, oil pastels or tempera paint to create a background picture for your caterpillar.

6 Cut out the circles.

Check on your circles. Once the paint is dry, cut out each paper circle.

7 Write numbers.

Using crayons or markers, write a number on each circle, starting with 1, then 2, 3, 4, and so on.

8 Arrange the circles.

Arrange the numbered circles in sequence on your background paper to see how your caterpillar will look. Slightly overlap the circles to make them look more like the segments of a caterpillar.

9 Start gluing the circles.

Once you're happy with the placement of the circles, you can start gluing them onto the background paper. It is much easier if you start gluing from the last circle on your caterpillar.

10 Glue all the circles.

Continue gluing the circles until you've glued them all.

11 Decorate the head.

Decorate the number "1" circle into the caterpillar's head. Glue a pair of wiggle eyes and draw a mouth. The digit "1" serves as the caterpillar's nose.

Make a pair of antennae by gluing two short pieces of pipe cleaner or cut out two short strips of paper. As fun accents, you can glue a small pom-pom at the tip of each antenna.

12 Add more details.

Your caterpillar picture now looks awesome but you can add more details. You can draw legs on the caterpillar or draw more stuff on the background like flowers, butterflies and other garden critters.

All of these details can be good opportunities to practice counting. Count all the caterpillar legs, flowers and other details.