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When Sheep Sleep

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By New York Times #1 best-selling author, Laura Numeroff and award-winning illustrator, David McPhail!

When you can’t fall asleep
Then try counting sheep!



But what do you do if the sheep are already asleep? New York Times best-selling author Laura Numeroff, has crafted the perfect lullaby in which a small child imagines she encounters many cuddly animal families, only to find that they, too, are snuggled fast asleep! Lovely, soothing watercolors by award-winning and critically acclaimed illustrator David McPhail capture the dreaminess of bedtime.

Laura Numeroff and David McPhail, two icons in the world of children’s books, make an invincible team with their first collaboration, When Sheep Sleep . Children will reach for this new classic again and again as the warm, gentle illustrations and calming rhyme lull them to sleep.

32 pages, Hardcover

Published October 1, 2006

4 people are currently reading
98 people want to read

About the author

Laura Joffe Numeroff

105 books999 followers
Laura Joffe Numeroff is the NYT best-selling author of If You Give a Mouse a Cookie, What Mommies/Daddies Do Best and Raising a Hero. She was born in Brooklyn, New York and graduated from Pratt Institute. Laura grew up as the youngest of three girls, surrounded by art, music, and books. An avid animal lover, Laura has always wanted to write a book about service dogs. She now lives in Los Angeles, California.

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5 stars
46 (15%)
4 stars
78 (26%)
3 stars
117 (39%)
2 stars
47 (15%)
1 star
6 (2%)
Displaying 1 - 30 of 44 reviews
Profile Image for Luisa Knight.
3,220 reviews1,207 followers
September 4, 2025
Meh.

Ages: 3 - 7

Here’s a few of our bedtime favs: watch my reel!

Content Considerations: nothing to note.

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Profile Image for Sarah.
Author 2 books16 followers
December 19, 2008
Other animals (sleeping) can also be counted. Rhyming phrases, rhythmic stanzas, repetitive phrase, good page turns and a surprise ending make this a fun picture book to read out loud.
98 reviews
March 2, 2011
Literacy skills:

Phonological sensitivity-the rhyme throughout the story builds phonological skills.

Vocabulary-Interesting vocabulary used throughout (nuzzled, peep, cheep, hutches)
Profile Image for Kendall Gallagher.
1 review
October 30, 2017
When Sheep Sleep by Laura Numeroff is a picture book for children about different animals you can count when sheep are asleep. The story is about a girl and her teddy bear moving from different groups of animals. Each animal is supposed to be another animal she can count if sheep are already sleeping. But in each group, all the animals are already asleep too. This book would probably be best as a bedtime story, not for educational purposes. There is evidence of rhyming on each page with the word sheep, like asleep. And the text is very repetitive throughout the book. The pictures are very full of color but not obnoxious or bright. They are more relaxing and warm colors used. Overall, I enjoyed the book and the simplicity of the story.
Profile Image for Dorothy Mahoney.
Author 5 books14 followers
July 6, 2021
Beautiful illustrations show animal families sleeping, as a little girl and her teddy bear try to find alternatives to counting sheep, since they are asleep all ready. Favourite page, the puppies "all cozy and cuddled."
Profile Image for Sirah.
2,983 reviews27 followers
September 25, 2023
When you're tired, you're supposed to count sheep, but what if the sheep are already asleep? This silly rhyming book experiments with how different animals sleep and what it takes to make yourself drowsy. The illustrations are fun and the rhymes quite clever.
Profile Image for Joan.
509 reviews9 followers
August 29, 2021
Beautiful illustrations and comfortable bedtime prose makes this an excellent children’s bedtime book!
381 reviews5 followers
January 27, 2022
When you’re trying to count sheep, what do you do if the sheep are all asleep? You find something else to count! But what if all the animals are asleep??
Author 5 books9 followers
February 16, 2015
What do you count when the sheep are asleep? This story takes you to different groups of animals you could choose to count if the sheep are asleep--including rabbits in hutches.

The illustrations in this book are drawn by David McPhail. They have a warm and cozy feeling and yet contain plenty of color.

In this story there is no counting unless you count the animals with your child. The story is not particularly about sheep either. A little girl and her teddy bear go from one group of animals to another seeing that they are asleep. One advantage to this story is it is of a short length which is good for bedtimes with the littlest ones. The rhyming is very bland and there are only so many words that can possibly rhyme with sheep and asleep. But if you read this story more than once, you could make up some of your own words. I would not recommend this book for other than bedtime and I would recommend it for ages 3-6.
84 reviews
Read
June 2, 2016
Sierra Birdsall Educ 535
I love the book If You Give a Moose a Cookie and children seem enjoy it just as much. When I saw this book was by the same author I pick it up to read. I found myself intrigued with the illustrates. Each page is covered completely with one scene. The scene bring alive the words. I found myself picking out digraphs such as sh, th, ch and wh. Great to bring in as a read-a-loud to a first grade digraph lesson. Words that could be pulled for a class discussion are: When, What, Sheep, Then, The, They, They've, Cheep and Their.
Definitely a great addition to my book collection!
Profile Image for Candice.
1,513 reviews
January 29, 2011
A cute book to read at bedtime. "When you can't fall asleep, then try counting sheep! But what do you do if the sheep are asleep?" The book goes on to suggest other animals to count, but all of them are sleeping, too, hopefully putting the child being read to in a sleepy mood. The pictures are muted to suggest night time, as the little girl and her teddy bear peek at the sleeping sheep, a pile of sleeping puppies, a bear with her cubs, and other animals who just can't stay awake.
Profile Image for Skylar Burris.
Author 20 books278 followers
February 26, 2009
Unless your child id familiar with the concept of counting sheep to sleep, this will go over his or her head. Even if he or she is familiar, the way it is written is a little unclear (i.e., the point that you can't count them because they are asleep vs. you are counting them asleep).
Profile Image for Tricia.
2,669 reviews
May 23, 2011
When the sleep are asleep a little girl looks to alternatives...like "cows in the meadow" or "birds in the treetop". Gently reassuring text coupled with warm illustrations of animals and their babies going to sleep. Nice option for nighttime storytime.
Profile Image for Becky B.
9,330 reviews184 followers
November 6, 2012
What do you do to fall asleep when you can't count the sheep because they're asleep? You count other sleeping animals until you're exhausted. A cute story, with colorful and sometimes humorous watercolor illustrations of different groups of animals slumbering away.
50 reviews
April 29, 2014
Is a good bedtime story about a little girl who can't fall asleep and thinks about what happens when the sheep fall asleep who do you count next. This story adds a different twist to a bedtime story. The illustrations in the book are great for young readers to follow along with the story.
Profile Image for Karen.
Author 10 books30 followers
February 16, 2015
This is a cute book with delightful illustrations. I liked it. My six-year-old son liked. But we didn't love it enough to need to buy our own copy.


Actual rating: 3.5 stars, but I round up.

Profile Image for Alice.
4,305 reviews37 followers
May 20, 2015
What happens if you can't sleep, well you count sheep! What if the sheep are asleep...well I suppose you have to count something else ...and what fun that can be! Another really great one from Ms Numeroff!!
Profile Image for Rosa Cline.
3,328 reviews44 followers
April 28, 2016
What do you do when you can't get to sleep? you count sheep... but what do you do if the sheep are asleep? This story takes you through many different animals all asleep before the child finally gets to sleep.
Profile Image for Keegan.
3 reviews
November 17, 2008
This book makes me sleepy and I really like all the animals in the story.
Profile Image for Dolly.
Author 1 book671 followers
March 14, 2009
Cute story, with nicely muted illustrations and a calm, rhymic narrative that is just right for bedtime. Our girls loved counting the animals. We've read this one a few times.
Displaying 1 - 30 of 44 reviews

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