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The Frown Eater turns your frown upside down! All you do is grab the stuff out of the cardboard box and get creative! You just grab everything out of the cardboard box and get creative! It comes with toothpicks, peanut butter crackers, Chewy bars, FIBER NOW'S, bread and chocolate. It also comes with a fork, spoon, paper and pencil for designing, and a music kit. Eager Still has a magnifying glass as a head, you can move it's waist, and it has clamps as hands. I know you will enjoy my creation so much you will SMILE! PS: Everything is made for you, except for your creation!