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· XII.
All they without were raunged in a ring,
And daunced round; but in the midst of them
Three other ladies did both daunce and sing,
The whylest the rest them round about did hemme,
And like a girlond did in compasse stemme;
And in the middest of those same three was placed
Another damzell, as a precious gemme
Amidst a ring most richly well enchaced,
That with her goodly presence all the rest much

XIII.

(graced.
Looke how the crowne, which Ariadne wore
Upon her yvory forehead, that same day
That Theseus her unto his bridale bore;
When the bold Centaures made that bloudy fray
With the fierce Lapithes, which did them dismay,
Being now placed in the firmament,
Through the bright heaven doth her beames display,
And is unto the starres an ornament,
Which round about her move in order excellent,

XIV.
Such was the beauty of this goodly band,
Whose sundry parts were her too long to tell,
But she that in the midst of them did stand
Seem'd all the rest in beauty to excell,
Crownd with a rosie girlond, that right well
Did her beseeme; and ever as the crew
About her daunst, sweet flowres that far did smell,
And fragrant odours, they uppon her threw,
But most of all those three did her with gifts endew.

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XV. Those were the Graces, daughters of Delight, Handmaides of Venus, which are wont to haunt Uppon this hill, and daunce there day and night; Those three to men all gifts of grace do graunt, And all that Venus in herself doth vaunt Is borrowed of them ; but that faire one That in the midst was placed paravaunt, Was she to whom that shepheard pypt alone, That made him pipe so merrily as never none.

XVI. She was to weete that iolly shepheard's lasse Which piped there unto that merry rout; That iolly shepheard which there piped, was Poore Colin Clout (who knows not Colin Clout?) He pypt apace, whilest they him daunst about. Pype, iolly Shepheard ! pype thou now apace Unto thy love, that made thee low to lout; Thy love is present there with thee in place, Thy love is there advaunst to be another Grace,

XVII. Much wondred Calidore at this straunge sight, Whose like before his eye had never seene, And standing long astonished in spright, And rapt with pleasaụnce, wist not what to weene, Whether it were the traine of Beauties queene, Or Nymphes, or Faeries, or enchaunted show, With which his eyes mote have deluded beene ; Therefore resolving what it was to know, Out of the wood he rose, and toward them did go :

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XVIII.
But soone as he appeared to their vew,
They vanisht all away out of his sight,
And cleane were gone, which way he never knew,
All save the shepheard, who, for fell despight
Of that displeasure, broke his bag-pipe quight,
And made great mone for that unhappy turne ;
But Calidore, though no lesse sory wight
For that mishap, yet seeing him to mourne,
Drew neare, that he the truth of all by him mote

XIX.

[learne. And first him greeting, thus unto him spake; “ Haile, iolly Shepheard ! which thy ioyous dayes “ Here leadest in this goodly merry-make, “ Frequented of these gentle nymphes alwayes, “ Which to thee flocke to heare thy lovely layes; « Tell me what mote these dainty damzels be, “Which here with thee dne make their pleasantplayes? " Right happy thou, that mayest them freely see, « But why when I them saw fled they away from me?”

XX. “ Not I so happy,” answerd then that swaine, “ As thou unhappy, which them thence didst chace, “ Whom by no meanes thou canst recall againe, For being gone, none can them bring in place, “ But whom they of themselves list so to grace." “Right sory I,” saide then Sir Calidore, “ That my ill fortune did them hence displace; “ But since things passed none may now restore, “ Tell me what were they all whose lacke thee

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XXI. Tho gan

that shepheard thus for to dilate; “ Then wote, thou shepheard, whatsoever thou bee, 6. That all those ladies which thou sawest late " Are Venus' damzels, all within her fee, “ But differing in honour and degree :

They all are Graces, which on her depend, “ Besides a thousand more, which ready bee " Her to adorne, whenso she forth doth wend; 66 But those three in the midst doe chiefe on her at. XXII.

(tend : “ They are the daughters of sky-ruling love, . " By him begot of faire Eurynome, « 'The Ocean's daughter, in this pleasant grove, As he this way comming from feastfull glee " Of Thetis' wedding with Aecidee, " In sommer's shade himselfe here rested weary ; “ The first of them hight mylde Euphrosyne, “ Next faire Aglaia, last Thalia merry; “ Sweete goddesses all three, which me in mirth do XXIII.

[cherry. “ These three on men all gracious gifts bestow, “ Which decke the body or adorne the mynde, “ To make them lovely or well-favoured show, “ As comely carriage, entertainment kynde, “ Sweete semblaunt, friendly offices that bynde, “ And all the complements of curtesie : “ They teach us how to each degree and kynde “ We should ourselves demeane, to low, to hie, " To friends, to foes; which skill men call Civility.

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XXIV. « Therefore they alwaies smoothly seeme to smile, “ That we likewise should mylde and gentle be; “ And also naked are, that without guile “ Or false dissemblaunce all them plaine may see “ Simple and true, from covert malice free; " And eeke themselves so in their daunce they bore; “ But two of them still froward seem'd to bee, 6. But one still towards shew'd herselfe afore, That good should from us goe, then come in greater XXV.

(store. “ Such were those goddesses which ye did see; “ But that fourth mayd, which there amidst them “Who can aread what creature mote she bee? (traced, " Whether a creature, or a goddesse graced With heavenly gifts from Heaven first enraced ? “ But whatso sure she was, she worthy was “ To be the fourth with those three other placed; " Yet was she certes but a country lasse, " Yet she all other country lasses farre did passe ;

XXVI. “ So farre as doth the daughter of the Day “ All other lesser lights in light excell; " So farre doth she in beautifull array “ Above all other lasses beare the bell; “ Ne lesse in vertue that beseemes her well “ Doth she exceede the rest of all her race; “ For which the Graces that here wont to dwell “ Have for more honor brought her to this place, “ And graced her so much to be another Grace.

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