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“Whenever to the clouds I tried to seek,
Such leaden weight dragged these Icarian wings,
My faithless wand was wavering and weak,
And slimy toads had trespassed in our rings —
The birds refused to sing for me — all things
Disowned their old allegiance to our spells ;
The rude bees pricked me with their rebel stings;
And, when I passed, the valley-lily's bells
Rang out, methought, most melancholy knells.

“And ever on the faint and flagging air
A doleful spirit with a dreary note
Cried in my fearful ear, ' Prepare ! prepare!'
Which soon I knew came from a raven's throat,
Perched on a cypress-bough not far remote,-
A cursed bird, too crafty to be shot,
That alway cometh with his soot-black coat
To make hearts dreary :—for he is a blot
Upon the book of life, as well ye wot! —

"Wherefore some while I bribed him to be mute,
With bitter acorns stuffing his foul maw,
Which barely I appeased, when some fresh bruit
Startled me all aheap! — and soon I saw
The horridest shape that ever raised my awe, —
A monstrous giant, very huge and tall,
Such as in elder times, devoid of law,
With wicked might grieved the primeval ball,
And this was sure the deadliest of them all!

“Gaunt was he as a wolf of Languedoc,
With bloody jaws, and frost upon his crown;
So from his barren poll one hoary lock
Over his wrinkled front fell far adown,

Well-nigh to where his frosty brows did frown
Like jagged icicles at cottage eaves ;
And for his coronal he wore some brown
And bristled ears gathered from Ceres' sheaves,
Entwined with certain sere and russet leaves.

“And, lo! upon a mast reared far aloft,
He bore a very bright and crescent blade,
The which he waved so dreadfully, and oft,
In meditative spite, that, sore dismayed,
I crept into an acorn-cup for shade ;
Meanwhile the horrid effigy went by :
I trow his look was dreadful, for it made
The trembling birds betake them to the sky,
For every leaf was lifted by his sigh.
“ And ever, as he sighed, his foggy breath
Blurred out the landscape like a flight of smoke :
Thence knew I this was either dreary Death
Or Time, who leads all creatures to his stroke.
Ah, wretched me!” – Here, even as she spoke,
The melancholy Shape came gliding in,
And leaned his back against an antique oak,
Folding his wings, that were so fine and thin,
They scarce were seen against the Dryad's skin.
Then what a fear seized all the little rout!
Look how a flock of panicked sheep will stare ---
And huddle close — and start — and wheel about,
Watching the roaming mongrel here and there,-
So did that sudden Apparition scare
All close aheap those small affrighted things ;
Nor sought they now the safety of the air,
As if some leaden spell withheld their wings ;
But who can fly that ancientest of Kings ?

Whom now the Queen, with a forestalling tear
And previous sigh, beginneth to entreat,
Bidding him spare, for love, her lieges dear :
“Alas ! ” quoth she, “is there no nodding wheat
Ripe for thy crooked weapon, and more meet,-
Or withered leaves to ravish from the tree,
Or crumbling battlements for thy defeat ?
Think but what vaunting monuments there be
Builded in spite and mockery of thee.

“0, fret away the fabric walls of Fame,
And grind down marble Cæsars with the dust :
Make tombs inscriptionless — raze each high name,
And waste old armors of renown with rust :
Do all of this, and thy revenge is just :
Make such decays the trophies of thy prime,
And check Ambition's overweening lust,
That dares exterminating war with Time, –
But we are guiltless of that lofty crime.

“Frail, feeble sprites ! — the children of a dream!
Leased on the sufferance of fickle men,
Like motes dependent on the sunny beam,
Living but in the sun's indulgent ken,
And when that light withdraws, withdrawing then ; -
So do we flutter in the glance of youth
And fervid fancy,— and so perish when
The eye of faith grows aged; — in sad truth,
Feeling thy sway, 0 Time! though not thy tooth !
“Where be those old divinities forlorn,
That dwelt in trees, or haunted in a stream?
Alas! their memories are dimmed and torn,
Like the remainder tatters of a dream :

So will it fare with our poor thrones, I deem; -
For us the same dark trench Oblivion delves,
That holds the wastes of every human scheme.
O, spare us then,- and these our pretty elves,
We soon, alas ! shall perish of ourselves !”
Now as she ended, with a sigh, to name
Those old Olympians, scattered by the whirl
Of fortune's giddy wheel and brought to shame,
Methought a scornful and malignant curl
Showed on the lips of that malicious churl,
To think what noble havocs he had made :
So that I feared he all at once would hurl
The harmless fairies into endless shade,–
Howbeit he stopped a while to whet his blade.
Pity it was to hear the elfins' wail
Rise up in concert from their mingled dread;
Pity it was to see them, all so pale,
Gaze on the grass as for a dying bed ; -
But Puck was seated on a spider's thread,
That hung between two branches of a brier,
And 'gan to swing and gambol heels o'er head,
Like any Southwark tumbler on a wire,
For him no present grief could long inspire.
Meanwhile the Queen with many piteous drops,
Falling like tiny sparks full fast and free,
Bedews a pathway from her throne ; — and stops
Before the foot of her arch enemy,
And with her little arms enfolds his knee,
That shows more gristly from that fair embrace ;
But she will ne'er depart. “Alas !" quoth she
“My painful fingers I will here enlace
Till I have gained your pity for our race.

“What have we ever done to earn this grudge,
And hate — (if not too humble for thy hating ?)—
Look o'er our labors and our lives, and judge
If there be any ills of our creating;
For we are very kindly creatures, dating
With nature's charities still sweet and bland : -.
0, think this murder worthy of debating !” —
Herewith she makes a signal with her hand,
To beckon some one from the Fairy band.

Anon I saw one of those elfin things,
Clad all in white like any chorister,
Come fluttering forth on his melodious wings,
That made soft music at each little stir,
But something louder than a bee's demur
Before he lights upon a bunch of broom,
And thus 'gan be with Saturn to confer,
And, O, his voice was sweet, touched with the gloom
Of that sad theme that argued of his doom !

Quoth he, “We make all melodies our care,
That no false discords may offend the Sun,
Music's great master — tuning everywhere
All pastoral sounds and melodies, each one
Duly to place and season, so that none
May harshly interfere. We rouse at morn
The shrill sweet lark; and when the day is done,
Hush silent pauses for the bird forlorn,
That singeth with her breast against a thorn.
“We gather in loud choirs the twittering race,
That make a chorus with their single note ;
And tend on new-fledged birds in every place,
That duly they may get their tunes by rote;

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