20 The Lady when she saw her champion fall,
Like the old ruines of a broken towre,
Staid not to waile his woefull funerall,
But from him fled away with all her powre;
Who after her as hastily gan scowre,

Bidding the dwarfe with him to bring away
The Sarazins shield, signe of the conqueroure.
Her soone he overtooke, and bad to stay,
For present cause was none of dread her to dismay.

21 Shee turning backe with ruefull countenaunce
Cride, Mercy mercy Sir vouchsafe to show
On silly dame, subject to hard mischaunce,
And to your mighty will. Her humblesse low
In so ritch weedes and seeming glorious show,
Did much emmove his stout heroicke heart;
And said, Deare dame, your suddein overthrow
Much rueth me; but now put feare apart,

And tel, both who ye be, and who that tooke your part.

22 Melting in teares, then gan she thus lament;

The wretched woman, whom unhappy howre Hath now made thrall to your commandement, Before that angry heavens list to lowre, And fortune false betraide me to your powre, Was, (O what now availeth that I was!) Borne the sole daughter of an Emperour, He that the wide West under his rule has, And high hath set his throne, where Tiberis doth pas.

23 He in the first flowre of my freshest age,

Betrothed me unto the onely haire

Of a most mighty king, most rich and sage;
Was never Prince so faithfull and so faire,
Was never Prince so meeke and debonaire;
But ere my hoped day of spousall shone,
My dearest Lord fell from high honours staire
Into the hands of his accursed fone,

And cruelly was slaine; that shall I ever mone.

24 His blessed body spoild of lively breath,

Was afterward, I know not how, convaid
And fro me hid; of whose most innocent death
When tidings came to me unhappy maid,
O how great sorrow my sad soule assaid.
Then forth I went his woefull corse to find,
And many yeares throughout the world I straid,
A virgin widow, whose deepe wounded mind
With love long time did languish as the striken hind.

25 At last it chaunced this proud Sarazin

To meete me wandring; who perforce me led
With him away, but yet could never win;
There lies he now with foule dishonour dead,
Who whiles he livde, was called proud Sans foy,
The eldest of three brethren, all three bred

Of one bad sire, whose youngest is Sans joy;
And twixt them both was born the bloudy bold Sans loy.

26 In this sad plight, friendlesse, unfortunate, Now miserable I Fidessa dwell,

Craving of you in pitty of my state,

To do none ill, if please ye not do well.
He in great passion all this while did dwell,
More busying his quicke eyes, her face to view,
Then his dull eares, to heare what she did tell;
And said, Faire lady, hart of flint would rew
The undeserved woes and sorrowes, which ye shew.

27 Henceforth in safe assuraunce may ye rest,
Having both found a new friend you to aid,
And lost an old foe that did you molest:
Better new friend then an old foe is said.
With chaunge of cheare the seeming simple maid
Let fal her eyen, as shamefast, to the earth,
And yeelding soft, in that she nought gain-said;
So forth they rode, he feining seemely merth,
And she coy lookes: so dainty they say maketh derth.

28 Long time they thus together traveiled,
Til weary of their way, they came at last,

Where grew two goodly trees, that faire did spred
Their armes abroad, with gray mosse overcast ;
And their greene leaves trembling with every blast,
Made a calme shadow far in compasse round:
The fearfull shepheard often there aghast
Under them never sat, ne wont there sound
His mery oaten pipe, but shund th' unlucky ground.

29 But this good knight, soone as he them can spie,
For the cool shade him thither hastly got:
For golden Phoebus now ymounted hie,
From fiery wheeles of his faire chariot
Hurled his beame so scorching cruell hot,
That living creature mote it not abide;
And his new lady it endured not.

There they alight, in hope themselves to hide

From the fierce heat, and rest their weary limbs a tide.

30 Faire seemely pleasaunce each to other makes,

With goodly purposes there as they sit:

And in his falsed fancy he her takes
To be the fairest wight, that lived yit;
Which to expresse, he bends his gentle wit,
And thinking of those braunches greene to frame
A girlond for her dainty forehead fit,

He pluckt a bough; out of whose rift there came Smal drops of gory bloud, that trickled down the same.

31 Therewith a piteous yelling voice was heard,
Crying, O spare with guilty hands to teare
My tender sides in this rough rynd embard;
But fly, ah fly far hence away, for feare
Least to you hap, that happened to me heare,
And to this wretched lady, my deare love,

O too deare love, love bought with death too deare.
Astond he stood, and up his haire did hove;

And with that suddein horror could no member move.

32 At last whenas the dreadfull passion
Was overpast, and manhood well awake;
Yet musing at the straunge occasion,

And doubting much his sence, he thus bespake;
What voice of damned ghost from Limbo lake,
Or guilefull spright wandring in empty aire,
Both which fraile men doe oftentimes mistake,
Sends to my doubtful eares these speaches rare,
And ruefull plaints, me bidding guiltlesse bloud to spare?

33 Then, groning deep, Nor damned ghost (quoth he) Nor guileful sprite to thee these words doth speake; But once a man Fradubio, now a tree,

Wretched man, wretched tree; whose nature weake
A cruell witch her cursed will to wreake,
Hath thus transformd, and plast in open plaines,
Where Boreas doth blow full bitter bleake,

And scorching sunne does dry my secret vaines;
For though a tree I seeme, yet cold and heat me paines.

34 Say on Fradubio then, or man, or tree,

Quoth then the knight, by whose mischievous arts

Art thou misshaped thus, as now I see?

He oft finds med'cine, who his griefe imparts;

But double griefs afflict concealing harts,
As raging flames who striveth to suppresse.
The author then (said he) of all my smarts

Is one Duessa, a false sorceresse,

That many errant knights hath brought to wretchednesse.

35 In prime of youthly yeares, when corage hot
The fire of love and joy of chevalree
First kindled in my brest, it was my lot
To love this gentle lady, whome ye see,
Now not a lady, but a seeming tree;
With whom as once I rode accompanyde,
Me chaunced of a knight encountred bee,
That had a like faire lady by his syde;
Like a faire lady, but did fowle Duessa hyde.

36 Whose forged beauty he did take in hand All other dames to have exceeded farre;

I in defence of mine did likewise stand,

Mine, that did then shine as the morning starre.
So both to battell fierce arraunged arre,

In which his harder fortune was to fall

Under my speare: such is the dye of warre:
His lady, left as a prise martiall,

Did yield her comely person to be at my call.

37 So doubly lov'd of ladies unlike faire,

Th' one seeming such, the other such indeede,
One day in doubt I cast for to compare
Whether in beauties glorie did exceede;
A rosy girlond was the victors meede:

Both seemde to win, and both seemde won to bee,
So hard the discord was to be agreede.
Fraelissa was as faire, as faire mote bee,
And ever false Duessa seemde as faire as shee.

38 The wicked witch now seeing all this while
The doubtfull ballaunce equally to sway,
What not by right, she cast to win by guile,
And by her hellish science raisd streightway
A foggy mist that overcast the day,

And a dull blast that breathing on her face
Dimmed her former beauties shining ray,

And with foule ugly forme did her disgrace:
Then was she faire alone, when none was faire in place.

39 Then cride she out, Fye, fye, deformed wight
Whose borrowed beautie now appeareth plaine
To have before bewitched all mens sight;
O leave her soone, or let her soone be slaine.
Her loathly visage viewing with disdaine,
Eftsoones I thought her such, as she me told,
And would have kild her; but with faigned paine
The false witch did my wrathfull hand with-hold:
So left her, where she now is turnd to treen mould.