Readers familiar with Maurice Sendak's 1963 classic, Where the Wild Things Are, will look at the cover of the new edition of Ruth Krauss's Bears (HarperCollins/di Capua, June), and ask, "What's Max doing there?" The answer is bittersweet.

Krauss and Sendak's decade-long partnership resulted in some of the most creative, boundary-stretching titles of the 1950s. Krauss, along with her husband, Crockett Johnson (whom everyone called Dave), and her editor, Ursula Nordstrom, created a tight, nurturing circle around the budding artist. But when Bears originally was published in 1948, Sendak was not yet on the scene. It would be another two years before he began his career-defining relationship with Krauss.

"One of the criminal acts of my life was that I didn't meet Ruth in time to do Bears," Sendak said. More than a half century after the book was published, Sendak finally got his chance. Though Krauss, Johnson and Nordstrom are all gone now, Sendak has found a way to pay homage to those who so influenced his life and work, through his artwork for Bears. Krauss's text, just 27 words, discusses only bears—"Bears, bears, bears, bears, bears/ on the stairs/ under chairs." Yet Sendak makes his Max, still decked out in his white jumpsuit, complete with ears and tail, look like he belongs in this sea of paws and furry legs. As the young hero pursues his jealous dog, who has kidnapped his Teddy bear, Max seems to continue the "wild rumpus" he started in Wild Things.

For the original version of Bears, Krauss chose Phyllis Rowand to illustrate. At that time, the young Sendak was a window-dresser at FAO Schwarz's flagship store on Fifth Avenue. Frances Chrystie ran the bookstore there, and Sendak copied characters from the new books onto the windows. He confessed, "I did more hiding behind the counter reading in the book shop than I did painting the windows."

In the spring of 1950, Chrystie arranged a meeting between Nordstrom and Sendak, then just "22 1/2" years old. The artist's little black sketchbook filled with drawings of children had made the rounds of several publishers. "They all turned them down, saying their heads were too big for their bodies, that they were homely," the artist said. But Nordstrom saw something in what Sendak termed his "strange little children," and promptly offered him his first book project—Marcel Aymé's The Wonderful Farm (Harper & Brothers, 1951). Still, he kept his day job.

Also in 1950, The Two Reds(Harcourt) was published—the first of many books written by William Lipkind and illustrated by a Russian-born artist named Nicolas Mordvinoff. "It was a breakthrough [book], really," said Sendak. Nordstrom, also impressed with Mordvinoff (who went on to win the 1952 Caldecott Medal for Finders Keepers by Lipkind), asked him if he might be interested in illustrating A Hole Is to Dig by Ruth Krauss. Fortunately for Sendak, Mordvinoff declined the project. "He thought it had no form. He was right!" Sendak recalled with a laugh.

Meanwhile, with no artist for her project, Krauss, who had an appointment with Nordstrom, spied Sendak's sketchbook on the editor's desk. According to Sendak, Krauss asked Nordstrom, " 'Why don't you get him?' Ursula tried to explain that I was a kid, I had no experience. Ruth said, 'Give it to him.' Isn't that amazing? No agents, no marketing department."

A Mentorship Begins

The day that Nordstrom introduced Sendak to Krauss, a lifelong mentorship began. Each weekend, Sendak journeyed to Connecticut to the home Krauss shared with Johnson (of Harold and the Purple Crayon fame). He brought along the sketches he'd done during the week. "The composition of A Hole Is to Dig is based on all those nights with Ruth and Dave, figuring out how to speed up and slow down," Sendak said. "No one can pay for lessons like that."

Teaching came naturally to Krauss, who, like her peer Margaret Wise Brown, taught at the Bank Street College of Education. Sendak explained that Krauss opened up his mind in other ways, too. "The more she knew me, the more she saw in me, and the more she wanted to erode the middle-classness of my mind, which she thought stood in my way," he said.

Sendak credited Krauss and Johnson with paving the way for Where the Wild Things Are: "She turned me into the monster I became, free to express what she knew about children and the bloodlusty child—themes that had not been entertained in the publishing world. In Europe, yes, but not here." On weekends, Sendak visited them with the manuscript for Wild Things. "Dave gave me the word 'rumpus,' " Sendak said. "[Max] was like our child."

And that's why Max had to be the hero of Bears.

When Harper first approached him about reillustrating Bears, Sendak said it should be reprinted with Rowand's drawings. "Ruth chose Phyllis," he said. But he was told, "No one knows who she is." So Sendak said he'd do it, "because if I didn't, someone else would have gotten the project." That's how he came to illustrate the manuscript he'd always wanted.

For the artist, the project was a nostalgia trip that he would take only with Michael di Capua. "He's a raving person, but he's authentic and a genius at editing, and he won't sell out," said Sendak. The artist assembled his team, people who could keep the project safe from intrusion. "I had the right person to work with [Michael], and John Vitale [in production], who's my hero, and [editor] Toni Markiet. We're old buddies, and we clung to each other and protected each other. So we could do the book as though we were in a time warp."

While Sendak worked on Bears, he said, "I felt Ruth and Dave were here with me, and my life and career had rounded out. Sometimes I'd hear [Ruth's] voice saying, 'Hello, are you serious?' " Still, if Ruth were alive, he believes, the book would have been different. "She had such immense input. And I've no doubt that, were she still living, she'd continue to invent. With her, the book never ended," he said. "She was an artist, she drew. She knew how to move from page to page to page."

Sendak has felt driven to mentor a few pupils of his own, to give to other artists what Krauss and Johnson gave him. In his barn at his home in Connecticut, he is currently teaching a master class of 14 Columbia University students. One of his students told Sendak, "It's amazing to be in your class, that you're still living! I read you when I was so small." Sendak's retort: "I told him, 'I have special ointments.' " He laughed and said, with obvious pleasure in his voice, "I'm one of the oldest baboons still living who can tell them things. I love telling them things, and I love teaching."

And this passion emanates from the spreads of Bears, which the artist drew in crayon, a style he discovered while working on Brundibar (Hyperion/di Capua) by Tony Kushner, a picture-book allegory based on a Czech opera written during the Holocaust. The crayon drawings kept Brundibar from melodrama, he explained. "I used the same technique [in Bears] because the crayon had the quality of freedom. I could take off with color and rough edges and joy. Just joy in nonsense; there was nothing foolish in anything that Ruth did." Sendak worked small and then enlarged the pictures in the printing process. "It amplifies the roughness; it brings out the fun, the play, which is concealed in the original version."

Sendak said that, too often, illustrators starting out today don't go deep enough. "This country has a horror of anything below the surface," he said, offering words of wisdom, like a teacher to a student. "To be an artist now you have to question your motives. What are you doing and who is it for? Do you need to do this book? I found so many solid reasons to do Bears—Ruth, Dave, Ursula, Max. I would just have a friggin' good time."