To gather flowres, her forehead to array;
Emongst the rest a gentle nymph was found,
Hight Astery, excelling all the crew
In courteous usage and unstained hue;

Who being nimbler-jointed than the rest,
And more industrious, gathered more store
Of the field's honour than the others best,
Which they in secret hearts envying sore,
Told Venus, when her as the worthiest
She prais'd, that Cupid (as they heard before)
Did lend her secret aid in gathering
Into her lap the children of the Spring.

Whereof the goddess gathering jealous fear,
Not yet unmindful how not long ago
Her son to Psyche secret love did bear,
And long it close conceal'd, till mickle wo
Thereof arose, and many a rueful tear,
Reason with sudden rage did overgo,
And giving hasty credit to th' accuser,
Was led away of them that did abuse her.

Eftsoons that damsel by her heavenly might
She turn'd into a winged Butterfly,

In the wide air to make her wandering flight;
And all those flowres with which so plenteously
Her lap she filled had, that bred her spight,
She placed in her wings, for memory

Of her pretended crime, though crime none were;
Since which that Fly them in her wings doth bear.

Thus the fresh Clarion being ready dight,
Unto his journey did himself address,

And with good speed began to take his flight:
Over the fields in his frank lustiness,

And all the champain o'er he soared light,
And all the country wide he did possess,
Feeding upon their pleasures bounteously,
That none gainsaid, nor none did him envy.

The woods, the rivers, and the meadows green,
With his air-cutting wings he measured wide,
Ne did he leave the mountains bare unseen,
Nor the rank grassie fens' delights untride:
But none of these, however sweet they been,
Mote please his fancy, nor him cause t' abide :
His choiceful sense with every change doth flit;
No common things may please a wavering wit.

To the gay gardens his unstaid desire
Him wholly carried, to refresh his sprights;
There lavish Nature, in her best attire,
Pours forth sweet odors and alluring sights;
And Art, with her contending, doth aspire
T'excel the natural with made delights;
And all that fair or pleasant may be found
In riotous excess doth there abound.

There he arriving, round about doth fly
From bed to bed, from one to other border,
And takes survey, with curious busie eye,
Of every flower and herb there set in order;
Now this, now that, he tasteth tenderly,
Yet none of them he rudely doth disorder,
Ne with his feet their silken leaves deface,
But pastures on the pleasures of each place.
And evermore, with most variety,

And change of sweetness (for all change is sweet)
He casts his glutton sense to satisfie,

Now sucking of the sap of herbs most meet,
Or of the dew which yet on them does lie,
Now in the same bathing his tender feet;
And then he pearcheth on some branch thereby,
To weather him, and his moist wings to dry.

And then again he turneth to his play,
To spoil the pleasures of that paradise:
The wholesom sage, and lavender still gray,
Rank-smelling rue, and cummin, good for eyes,

The roses reigning in the pride of May,
Sharp isop, good for green wounds' remedies,
Fair marigolds, and bees-alluring thime,
Sweet marjoram, and daisies decking prime:

Cool violets, and orpine growing still,
Embathed balm, and cheerful galingale,
Fresh costmary, and breathful camomil,
Dull popy, and drink-quickning setuale,
Vein-healing verven, and head-purging dill,
Sound savory, and bazil, harty-hale,
Fat colworts, and comforting perseline,
Cold lettice, and refreshing rosmarine;

And whatso else of vertue good or ill
Grew in this garden, fetch'd from far away,
Of every one he takes, and tastes at will,
And on their pleasures greedily doth prey;
Then when he hath both plaid and fed his fill,
In the warm sun he doth himself embay,
And there him rests in riotous suffisance
Of all his gladfulness and kingly joyance.

What more felicity can fall to creature
Than to enjoy delight with liberty,
And to be lord of all the works of Nature,
To reign in th' air from earth to highest sky;
To feed on flowres, and weeds of glorious feature,
To take whatever thing doth please the eye?
Who rests not pleased with such happiness,
Well worthy he to taste of wretchedness.

But what on earth can long abide in state?
Or who can him assure of happy day?
Sith morning fair may bring foul evening late,
And least mishap the most bless alter may?
For thousand perils lie in close await
About us daily, to work our decay,
That none, except a god, or God him guide,
May them avoid, or remedy provide.

And whatso heavens in their secret doom
Ordained have, how can frail fleshly wight
Fore-cast; but it must needs to issue come?
The sea, the air, the fire, the day, the night,
And th' armies of their creatures all and some
Do serve to them, and with importune might
War against us, the vassals of their will:
Who then can save what they dispose to spill?

Not thou, O Clarion! though fairest thou
Of all thy kind, unhappy, happy Fly!
Whose cruel fate is woven even now
Of Jove's own hand, to work thy misery;
Ne may thee help the many a hearty vow
Which thy old sire with sacred piety

Hath poured forth for thee, and th' altars sprent;
Nought may thee save from heaven's avengement.

It fortuned (as Heavens had behight)

That in this garden where young Clarion
Was wont to solace him, a wicked wight,
The foe of fair things, th' author of confusion,
The shame of Nature, the bondslave of Spight,
Had lately built his hateful mansion,
And lurking closely, in await now lay,
How he might any in his trap betray.

But when he spide the joyous Butterfly
In this fair plot dispacing to and fro,
Fearless of foes and hidden jeopardy,
Lord! how he 'gan for to bestir him tho,
And to his wicked work each part apply!
His heart did yern against his hated fo,
And bowels so with rankling poison swell'd,
That scarce the skin the strong contagion held.

The cause why he this Fly so maliced
Was (as in stories it is written found)
For that his mother which him bore and bred,
The most fine fingred workwoman on ground,

Arachne, by his means was vanquished

Of Pallas, and in her own skill confound,
When she with her for excellence contended,
That wrought her shame, and sorrow never ended.

For the Tritonian goddess, having heard
Her blazed fame, which all the world had fill'd,
Came down to prove the truth, and due reward
For her praise-worthy workmanship to yield;
But the presumptuous damsel rashly dar'd
The goddess' self to challenge to the field,
And to compare with her in curious skill
Of works with loom, with needle, and with quill.

Minerva did the challenge not refuse,

But deign'd with her the paragon to make;
So to their work they sit, and each doth chuse
What story she will for her tapet take.
Arachne figur'd how Jove did abuse
Europa like a bull, and on his back

Her through the sea did bear, so lively seen,
That it true sea and true bull ye would ween.

She seem'd still back unto the land to look,
And her play-fellows' aid to call, and fear
The dashing of the waves, that up she took
Her dainty feet, and garments gathered near;
But (Lord!) how she in every member shook,
When as the land she saw no more appear,
But a wild wilderness of waters deep,
Then 'gan she greatly to lament and weep.

Before the bull she pictured winged Love,
With his young, brother Sport, light fluttering
Upon the waves, as each had been a dove;
The one his bow and shafts, the other spring
A burning tead about his head did move,
As in their sire's new love both triumphing;
And many nymphs about them flocking round,
And many Tritons, which their horns did sound.