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1. Drawing a leaf 
- Use the line tool to Draw a straight horizontal line on your stage.
- Use the arrow tool to bend this line up.
- Use the line tool to draw a horizontal line to connect the two ends of the curved line.
- Use the arrow tool to bend the straight line down to make the bottom of the leaf.
- Use the line tool to make a stem.
- Use the arrow tool to bend the stem to a curve.
- Select the fill paint bucket and set the fill to radial gradient. Set the inside color to yellow and outside to red. Fill your shape.
- Draw a line down the center of the leaf and bend it. a little.
- Draw in straight lines from the leave spine to the edges as shown on right.
- Use the arrow tool to highlight your drawing and click Insert=>convert to symbol.
2. Making Falling Leaves Movie Clip
- Create a new symbol call falling leaves
- Open your library and drag the leaf symbol into the falling leaves symbol.
- Put key frames in frames 5, 10, 15, 20, 25, 30, 35, 40, 45, 50, 55, and 60.
Use your arrow tool to move your leaf in frame 5 to the right side of the screen and down a bit. Move frame 10 to the left and down more, frame 15 should be to the right and down more, and so on down the line.
- Pivot the leaves using the arrow tool and the rotate option to rotate the leaves slightly on one side.
- On frame 60, set an effect on your leaf as alpha = 0.
- On frames 1, 5, 10, 15, 20, 25, 30, 35, 40, 45, 50 and 55, set the tweening on the frames panel to be Motion Tween.

- Duplicate the falling leaves movie clip. Open the falling leaves copy. Click on the timeline numbers and add frames by hitting the F5 key in random places.
- Duplicate the falling leaves movie clip again Open this clip and add frames for the clip randomly again.
- Continue duplicating clips and changing them so no 2 clips are the same.
3. Constructing your movie
- Place your falling leaves movie clip and its copies just above the stage of your main scene. You may want to flip some over horizontally by clicking modify=>transform=> flip horizontal.
- Every third clip, apply a tint effect on the effects panel where the color is yellow with a value of 40%
- Every other third clip make the effect value red and give it a value of 27%

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