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It Looked Like Spilt Milk

Charles G. Shaw

Shaw, Charles. (1947). It Looked Like Spilt Milk. New York: HarperCollins Publishers.

Sometimes it looked like Spilt Milk. But it wasn’t Spilt Milk.

Using this repeated pattern, the book leads readers to explore multiple possibilities of what “it” might be before revealing that it is only a cloud in the sky. This simple book effectively stimulates creative thinking and problem solving as it promotes experiences in visual discrimination and oral expression.


Activities for Students

GRADE LEVELS: 3 through 6


Plan places to stop for children to predict outcomes or problems solving. Show only the picture on a page as you ask :What do you think the words will say this time? What else could a cloud look like?

Retelling: Using the Flannel Board

Read this book aloud to introduce the idea of unknown shapes. Figures for the flannel board story can be made by cutting the suggested shapes out of white felt or non-woven interfacing. Non-woven interfacing is inexpensive, easy to use, and available at all fabric stores. The shapes in the book may be drawn or traced on the interfacing. Color and details are quickly added with either markers or crayons. Non-woven interfacing readily adheres to any flannel board surface.

Vocabulary Development

1. Shaw uses very few adjectives in his book. Using one of the shape statements, such as “Sometimes it looked like a rabbit,” brainstorm ten adjectives that could appropriately describe that noun. Then choose two adjectives that could go together to enrich the statement, such as white, wiggly rabbit. Could three adjectives work in that statement? Repeat the process using different statements from the book.

2. Brainstorm a list of two-syllable words to describe clouds. 3.Use the Alphabet time technique for clouds (seeThe Kingore Observation Inventory page 81). For each alphabet letter, write words that describe clouds.

Writing and Reading a Classic Book

Write original stories that model the repeating pattern of the book. Encourage children to embellish their ideas by adding more descriptive words and illustrating their sentences. Children then read their sentences to two other children. Compile the children’s written sentences into a book and place it in the library/ reading area of your room. Tape record the book. Perhaps each child could read his/her own page for the recording. Add the tape and book to the reading area of your room.

Writing an Individual Book

List things that both clouds and children can do. Then list things that only clouds can do and things that only children can do. Develop the ideas into a book using the following format.

Clouds can move in the wind.
_____Children can also move in the wind.
Clouds can change their shapes.
_____ Children can also change their shapes as they eat and grow.
But only children can go to school.

Oral Language: Cloud-Watching Discussion

Allow students to lay on their backs outside and watch the clouds; or from the inside, find a comfortable position and watch the clouds through a large window. Guide a discussion with questions. Do clouds look soft or hard; smooth or rough? What other words could we use to describe them? Do they have any pointed, sharp edges? What objects or animals have you seen in clouds? How do clouds move? If we could do imaginary or magic things, how could we make the clouds move? Why are some clouds gigantic and some so small? Where are clouds at night?

Cotton-Puff Clouds

Stretch apart a cotton make-up puff to resemble a cloud. Ask: “What does this look like to you? Let’s turn it around. Now what does it look like?” Orally have students take turns saying and completing: “Sometimes it looked like a _________ but it wasn’t a _______________.” Later, each child can make a shape from a cotton puff, add details to complete a picture, and write a sentence about the picture.

Personal Analogy

If I were a cloud, I’d look like a _____________ because____________________ .

Attribute Analysis

1.List as many words as possible to describe attributes of clouds. Try to list ten or more different ideas. 2.Write analogies for several different attributes of clouds. A ______________is as ____________ as a cloud. (Soft, thin, high, white)

Critical Thinking

1.Besides clouds, what looks like spilt milk? (Spilt paint; the grain in a piece of wood; stains on the carpet) 2.Which cloud shape in the book looks least like what the author names it? Explain why you think that. 3.Venn Diagram: List things found in the sky, on the ground and both in the sky and on the ground. 4. Develop an Advantages / Disadvantages chart. Evaluate the most important advantages and disadvantages of clouds. Ask children to explain or defend each idea.

Creative and Productive Thinking

1.Provide a transparency or large paper covered with cloud-like scribbles. Let children help add details to accent different shapes which may be perceived in those cloud shapes.

2.Provide torn white tissue paper pieces. Turn each around in many different positions. Label on all four sides what the shape looks like in that position.

3.Look at the illustrations in the book upside down. Now what does each shape look like?

4.Draw what a cloud might see.


1.When I see clouds, I feel ____________because______________.

2.Orally describe or write how it would feel if you were a cloud moving through the sky, looking down at people, being in storms, etc.

Science: Observation

Write science journal entries based upon daily observations of clouds for one to three weeks. Types of clouds, amount of clouds seen, number of days with no clouds, and images perceived in clouds are examples of information some students might be interested in recording.Talk together about what children learned from their reading, observations and journal entries. “What did we learn about clouds that our journals substantiate?”


Graph the kinds of clouds most often seen in your area by observing at the same time each day and recording the results of your observations for two weeks.

Problem Solving

“I have white paint and blue paper. What are three ways I could make it look like clouds? Show me how.”

Art: Making UFOs (Unknown Funny Objects)

Materials:_White paper cut out in free form shapes
_________Colored sheets of paper
_________Crayons or markers
_________Glue or paste

One at a time, hold up several examples of the shapes and ask the children: What does this look like to you? What could this be a part of? Let’s turn it around. Now, what does it look like? What could we add to make it look like an animal or person or creature? Following the discussion, each child chooses a shape, gets a colored sheet of paper, pastes the UFO in the best location to assist the final picture (top, middle of paper, etc.), and adds the details to complete the picture. Then each child dictates or writes a sentence about the picture.

Related Literature

Cloudy with a Chance of Meatballs by Judi Barrett
The Cloud Book by Tomie de Paola
Dreams by Peter Spier
• “The Clouds I Watched this Afternoon” a poem by Jack Prelutsky


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