And on Arachne, fair Maeoenian maid,
She turns her vengeful mind; whose skill she heard
Rivall'd her own in labors of the loom.
No fame her natal town, no fame her sire
On her bestow'd; her skill conferr'd renown.
Idmon of Colophon, her humble sire
Soak'd in the Phocian dye the spongy wool.
Her mother, late deceas'd, from lowest stock,
Had sprung; and wedded with an equal mate.
Yet had she gain'd through all the Lydian towns
For skill a mighty fame. Though born so low,
Though small Hypaepe was her sole abode,
Oft would the nymphs the vine-clad Tmolus leave
To view her wonderous work. Oft would the nymphs
In admiration quit Pactolus' waves.
Nor pleasure only gave the finish'd robe,
When view'd; but while she work'd she gave delight;
Such comely grace in every turn appear'd.
Whether she rounded into balls the wool;
Or with her fingers mollify'd the fleece;
And comb'd it floating light in cloudy waves;
Or her smooth spindle twirl'd with agile thumb;
Or with her needle painted: plain was seen
Her skill from Pallas learnt. This to concede
Unwilling, she ev'n such a tutor scorn'd
Exclaiming:--"come let her the contest try;
"If vanquish'd, let her fix my well-earn'd fate."

Pallas, an ancient matron's form conceals;
Grey hairs thin strew her temples, and a staff
Supports her tottering limbs; while thus she speaks:--
"Old age though little priz'd, much good attends;
"Experience always grows with lengthen'd years:
"Spurn not my admonition. Great thy fame,
"Midst mortals, for the wonders of the loom.
"Great may it be, but to immortals yield:
"Bold nymph retract, and pardon for thy words,
"With suppliant voice require; Pallas will grant."
Sternly the damsel views her; quits the threads
Unfinish'd; scarce her hand from force restrains:
And rage in all her features flushing fierce,
Thus to the goddess, well-disguis'd, she speaks:--
"Weak dotard, spent with too great gift of years,
"Curst with too long existence, hence, begone!
"Such admonition to thy daughters give,
"If daughters hast thou; or thy sons have wives:
"Enough for me my inbred wisdom serves.
"Hope not, that ought thy vain advice has sway'd
"My purpose; still my challenge holds the same.
"Why comes your goddess not? why shuns she still
"The trying contest?" Then the goddess,--"Lo!
"She comes,"--and flung her aged form aside,
Minerva's form displaying.