o rare,
She stood astonied long, ne ought gainesaid;
And with fast fixed eyes on her did stare, 340
And by her silence, signe of one dismaid,
The victorie did yeeld her as her share;
Yet did she inly fret and felly burne,
And all her blood to poysonous rancor turne:
[* _Overlaid_, overcome.]

That shortly from the shape of womanhed, 345
Such as she was when Pallas she attempted,
She grew to hideous shape of dryrihed*,
Pined with griefe of follie late repented:
Eftsoones her white streight legs were altered
To crooked crawling shankes, of marrowe empted, 350
And her faire face to foule and loathsome hewe,
And her fine corpes to a bag of venim grewe.
[* _Dryrihed_, sadness, unsightliness.]

This cursed creature, mindfull of that olde
Enfestred grudge the which his mother felt,
So soone as Clarion he did beholde, 355
His heart with vengefull malice inly swelt;
And weaving straight a net with mame a folde
About the cave in which he lurking dwelt,
With fine small cords about it stretched wide,
So finely sponne that scarce they could be spide, 360

Not anie damzell which her vaunteth most
In skilfull knitting of soft silken twyne,
Nor anie weaver, which his worke doth boast
In dieper, in damaske, or in lyne*,
Nor anie skil'd in workmanship embost, 365
Nor anie skil'd in loupes of fingring fine,
Might in their divers cunning ever dare
With this so curious networks to compare.
[* _Lyne_, linen.]

Ne doo I thinke that that same subtil gin
The which the Lemnian god framde craftilie, 370
Mars sleeping with his wife to compasse in,
That all the gods with common mockerie
Might laugh at them, and scorne their shamefull sin,
Was like to this. This same he did applie
For to entrap the careles Clarion, 375
That rang'd each where without suspition.

Suspition of friend, nor feare of foe,
That hazarded his health, had he at all,
But walkt at will, and wandred too and fro,
In the pride of his freedome principall*: 380
Litle wist he his fatall future woe,
But was secure; the liker he to fall.
He likest is to fall into mischaunce,
That is regardles of his governaunce.
[* _Principall_, princely.]

Yet still Aragnoll (so his foe was hight) 385
Lay lurking co