Down in a gloomy valley, thick with shade, Which two aspiring hanging rocks had made, That shut out day, and barred the glorious sun From prying into the actions there done; Set full of box and cypress, poplar, yew, And hateful elder that in thickets grew, Among whose boughs the screech-owl and night-crow Sadly recount their prophecies of woe, Where leather-winged bats, that hate the light, Fan the thick air, more sooty than the night. The ground o'ergrown with weeds and bushy shrubs, Where milky hedgehogs nurse their prickly cubs: And here and there a mandrake grows, that strikes The hearers dead with their loud fatal shrieks; Under whose spreading leaves the ugly toad, The adder, and the snake, make their abode. Here dwelt Orandra; so the witch was hight, And hither had she toiled him by a sleight: She knew Anaxus was to go to court, And, envying virtue, she made it her sport To hinder him, sending her airy spies Forth with delusion to entrap his eyes, As would have fired a hermit's chill desires Into a flame; his greedy eye admires The more than human beauty of her face, And much ado he had to shun the grace; Conceit had shaped her out so like his love, That he was once about in vain to prove Whether 'twas his Clarinda, yea or no, But he bethought him of his herb, and so The shadow vanished; many a weary step It led the prince, that pace with it still kept, Until it brought him by a hellish power Unto the entrance of Orandra's bower, Where underneath an elder-tree he spied His man Pandevius, pale and hollow-eyed; Inquiring of the cunning witch what fate Betid his master; they were newly sate When his approach disturbed them; up she rose, And toward Anaxus (envious hag) she goes; Pandevius she had charmed into a maze, And struck him mute, all he could do was gaze. He called him by his name, but all in vain, Echo returns 'Pandevius' back again; Which made him wonder, when a sudden fear Shook all his joints: she, cunning hag, drew near, And smelling to his herb, he recollects His wandering spirits, and with anger checks His coward fears; resolved now to outdare The worst of dangers, whatsoe'er they were; He eyed her o'er and o'er, and still his eye Found some addition to deformity. An old decrepit hag she was, grown white With frosty age, and withered with despite And self-consuming hate; in furs yclad, And on her head a thrummy cap she had. Her knotty locks, like to Alecto's snakes,