1.

’Twas in that mellow season of the year

When the hot sun singes the yellow leaves

Till they be gold — and with a broader sphere

The Moon looks down on Ceres and her sheaves;

When more abundantly the spider weaves,

And the cold wind breathes from a chillier clime; —

That forth I fared, on one of those still eves,

Touch’d with the dewy sadness of the time,

To think how the bright months had spent their prime,
2.

So that, wherever I address’d my way,

I seem’d to track the melancholy feet

Of him that is the Father of Decay,

And spoils at once the sour weed and the sweet; —

Wherefore regretfully I made retreat

To some unwasted regions of my brain,

Charm’d with the light of summer and the heat,

And bade that bounteous season bloom again,

And sprout fresh flowers in mine own domain.
3.

It was a shady and sequester’d scene,

Like those famed gardens of Boccaccio,

Planted with his own laurels evergreen,

And roses that for endless summer blow;

And there were fountain springs to overflow

Their marble basins — and cool green arcades

Of tall o’erarching sycamores, to throw

Athwart the dappled path their dancing shades —

With timid coneys cropping the green blades.
4.

And there were crystal pools, peopled with fish,

Argent and gold; and some of Tyrian skin,

Some crimson-barr’d; — and ever at a wish

They rose obsequious till the wave grew thin

As glass upon their backs, and then dived in,

Quenching their ardent scales in watery gloom;

Whilst others with fresh hues row’d forth to win

My changeable regard — for so we doom

Things born of thought to vanish or to bloom.
5.

And there were many birds of many dyes,

From tree to tree still faring to and fro,

And stately peacocks with their splendid eyes,

And gorgeous pheasants with their golden glow,

Like Iris just bedabbled in her bow,

Beside some vocalists, without a name,

That oft on fairy errands come and go,

With accents magical; — and all were tame,

And peckled at my hand where’er I came.
6.

And for my sylvan company, in lieu

Of Pampinea with her lively peers,

Sate Queen Titania with her pretty crew,

All in their liveries quaint, with elfin gears,

For she was gracious to my childish years,

And made me free of her enchanted round;

Wherefore this dreamy scene she still endears,

And plants her court upon a verdant mound,

Fenced with umbrageous woods and groves profound.
7.

“Ah me,” she cries, “was ever moonlight seen

So clear and tender for our midnight trips?

Go some one forth, and with a trump convene

My lieges all!”— Away the goblin skips

A pace or two apart, and deftly strips

The ruddy skin from a sweet rose’s cheek,

Then blows the shuddering leaf between his lips,

Making it utter forth a shrill small shriek,

Like a fray’d bird in the gray owlet’s beak.
8.

And lo! upon my fix’d delighted ken

Appear’d the loyal Fays. — Some by degrees

Crept from the primrose buds that open’d then,

Ana some from bell-shaped blossoms like the bees,

Some from the dewy meads, and rushy leas,

Flew up like chafers when the rustics pass;

Some from the rivers, others from tall trees

Dropp’d, like shed blossoms, silent to the grass,

Spirits and elfins small, of every class.
9.

Peri and Pixy, and quaint Puck the Antic,

Brought Robin Goodfellow, that merry swain;

And stealthy Mab, queen of old realms romantic,

Came too, from distance, in her tiny wain,

Fresh dripping from a cloud — some bloomy rain,

Then circling the bright Moon, had wash’d her car,

And still bedew’d it with a various stain:

Lastly came Ariel, shooting from a star,

Who bears all fairy embassies afar.
10.

But Oberon, that night elsewhere exiled,

Was absent, whether some distemper’d spleen

Kept him and his fair mate unreconciled,

Or warfare with the Gnome (whose race had been

Sometime obnoxious), kept him from his queen,

And made her now peruse the starry skies

Prophetical, with such an absent mien;

Howbeit, the tears stole often to her eyes,

And oft the Moon was incensed with her sighs —
11.

Which made the elves sport drearily, and soon

Their hushing dances languish’d to a stand,

Like midnight leaves, when, as the Zephyrs swoon,

All on their drooping stems they sink unfann’d —

So into silence droop’d the fairy band,

To see their empress dear so pale and still,

Crowding her softly round on either hand,

As pale as frosty snowdrops, and as chill,

To whom the sceptred dame reveals her ill.
12.

“Alas,” quoth she, “ye know our fairy lives

Are leased upon the fickle faith of men;

Not measured out against Fate’s mortal knives,

Like human gosamers — we perish when

We fade and are forgot in worldly kens —

Though poesy has thus prolong’d our date,

Thanks be to the sweet Bard’s auspicious pen

That rescued us so long! — howbeit of late

I feel some dark misgivings of our fate.”
13.

“And this dull day my melancholy sleep

Hath been so thronged with images of woe,

That even now I cannot choose but weep

To think this was some sad prophetic show

Of future horror to befall us so,

Of mortal wreck and uttermost distress,

Yea, our poor empire’s fall and overthrow,

For this was my long vision’s dreadful stress,

And when I waked my trouble was not less.”
14.

“Whenever to the clouds I tried to seek,

Such leaden weight dragg’d these Icarian wings,

My faithless wand was wavering and weak,

And slimy toads had trespass’d in our rings —

The birds refused to sing for me — all things

Disown’d their old allegiance to our spells;

The rude bees prick’d me with their rebel stings;

And, when I pass’d, the valley-lily’s bells

Rang out, methought, most melancholy knells.”
15.

“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,

Perch’d 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! —”
16.

“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!”
17.

“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 gather’d from Ceres’ sheaves,

Entwined with certain sere and russet leaves.”
18.

“And lo! upon a mast rear’d far aloft,

He bore a very bright and crescent blade,

The which he waved so dreadfully, and oft,

In meditative spite, that, sore dismay’d,

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.”
19.

“And ever, as he sigh’d, his foggy breath

Blurr’d 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 lean’d his back against an antique oak,

Folding his wings, that were so fine and thin,

They scarce were seen against the Dryad’s skin.
20.

Then what a fear seized all the little rout!

Look how a flock of panick’d 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?
21.

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 wither’d 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.”
22.

“O fret away the fabric walls of Fame,

And grind down marble C?sars 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.”
23.

“Frail feeble spirits! — 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, O Time! though not thy tooth!”
24.

“Where be those old divinities forlorn,

That dwelt in trees, or haunted in a stream?

Alas! their memories are dimm’d 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!”
25.

Now as she ended, with a sigh, to name

Those old Olympians, scatter’d by the whirl

Of Fortune’s giddy wheel and brought to shame,

Methought a scornful and malignant curl

Show’d on the lips of that malicious churl,

To think what noble havocs he had made;

So that I fear’d he all at once would hurl

The harmless fairies into endless shade —

Howbeit he stopp’d awhile to whet his blade.
26.

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 briar,

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.
27.

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 grisly from that fair embrace;

But she will ne’er depart. “Alas!” quoth she,

“My painful fingers I will here enlace

Till I have gain’d your pity for our race.”
28.

“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:—

O think this murder worthy of debating!”

Herewith she makes a signal with her hand,

To beckon some one from the Fairy band.
29.

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 he with Saturn to confer —

And O his voice was sweet, touch’d with the gloom

Of that sad theme that argued of his doom!
30.

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.”
31.

“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;

And oft, like echoes, answering remote,

We hide in thickets from the feather’d throng,

And strain in rivalship each throbbing throat,

Singing in shrill responses all day long,

Whilst the glad truant listens to our song.”
32.

“Wherefore, great King of Years, as thou dost love

The raining music from a morning cloud,

When vanish’d larks are carolling above,

To wake Apollo with their pipings loud; —

If ever thou hast heard in leafy shroud

The sweet and plaintive Sappho of the dell,

Show thy sweet mercy on this little crowd,

And we will muffle up the sheepfold bell

Whene’er thou listenest to Philomel.”
33.

Then Saturn thus; —“Sweet is the merry lark,

That carols in man’s ear so clear and strong;

And youth must love to listen in the dark

That tuneful elegy of Tereus’ wrong;

But I have heard that ancient strain too long,

For sweet is sweet but when a little strange,

And I grow weary for some newer song;

For wherefore had I wings, unless to range

Through all things mutable, from change to change?”
34.

“But would’st thou hear the melodies of Time,

Listen when sleep and drowsy darkness roll

Over hush’d cities, and the midnight chime

Sounds from their hundred clocks, and deep bells toll

Like a last knell over the dead world’s soul,

Saying, ‘Time shall be final of all things,

Whose late, last voice must elegize the whole,’—

O then I clap aloft my brave broad wings,

And make the wide air tremble while it rings!”
35.

Then next a fair Eve-Fay made meek address,

Saying, “We be the handmaids of the Spring;

In sign whereof, May, the quaint broideress,

Hath wrought her samplers on our gauzy wing.

We tend upon buds birth and blossoming,

And count the leafy tributes that they owe —

As, so much to the earth — so much to fling

In showers to the brook — so much to go

In whirlwinds to the clouds that made them grow.”
36.

“The pastoral cowslips are our little pets,

And daisy stars, whose firmament is green;

Pansies, and those veil’d nuns, meek violets,

Sighing to that warm world from which they screen;

And golden daffodils, pluck’d for May’s Queen;

And lonely harebells, quaking on the heath;

And Hyacinth, long since a fair youth seen,

Whose tuneful voice, turn’d fragrance in his breath,

Kiss’d by sad Zephyr, guilty of his death.”
37.

“The widow’d primrose weeping to the moon

And saffron crocus in whose chalice bright

A cool libation hoarded for the noon

Is kept — and she that purifies the light,

The virgin lily, faithful to her white,

Whereon Eve wept in Eden for her shame;

And the most dainty rose, Aurora’s spright,

Our every godchild, by whatever name —

Spares us our lives, for we did nurse the same!”
38.

Then that old Mower stamp’d his heel, and struck

His hurtful scythe against the harmless ground,

Saying, “Ye foolish imps, when am I stuck

With gaudy buds, or like a wooer crown’d

With flow’ry chaplets, save when they are found

Withered? — Whenever have I pluck’d a rose,

Except to scatter its vain leaves around?

For so all gloss of beauty I oppose,

And bring decay on every flow’r that blows.”
39.

“Or when am I so wroth as when I view

The wanton pride of Summer; — how she decks

The birthday world with blossoms ever-new,

As if Time had not lived, and heap’d great wrecks

Of years on years? — O then I bravely vex

And catch the gay Months in their gaudy plight,

And slay them with the wreaths about their necks,

Like foolish heifers in the holy rite,

And raise great trophies to my ancient might.”
40.

Then saith another, “We are kindly things,

And like her offspring nestle with the dove —

Witness these hearts embroidered on our wings,

To show our constant patronage of love:—

We sit at even, in sweet bow’rs above

Lovers, and shake rich odors on the air,

To mingle with their sighs; and still remove

The startling owl, and bid the bat forbear

Their privacy, and haunt some other where.”
41.

“And we are near the mother when she sits

Beside her infant in its wicker bed;

And we are in the fairy scene that flits

Across its tender brain: sweet dreams we shed,

And whilst the tender little soul is fled,

Away, to sport with our young elves, the while

We touch the dimpled cheek with roses red,

And tickle the soft lips until they smile,

So that their careful parents they beguile.”
42.

“O then, if ever thou hast breathed a vow

At Love’s dear portal, or at pale moon-rise

Crush’d the dear curl on a regardful brow,

That did not frown thee from thy honey prize —

If ever thy sweet son sat on thy thighs,

And wooed thee from thy careful thoughts within

To watch the harmless beauty of his eyes,

Or glad thy fingers on his smooth soft skin,

For Love’s dear sake, let us thy pity win!”
43.

Then Saturn fiercely thus:—“What joy have I

In tender babes, that have devour’d mine own,

Whenever to the light I heard them cry,

Till foolish Rhea cheated me with stone?

Whereon, till now, is my great hunger shown,

In monstrous dint of my enormous tooth;

And — but the peopled world is too full grown

For hunger’s edge — I would consume all youth

At one great meal, without delay or ruth!”
44.

“For I am well nigh crazed and wild to hear

How boastful fathers taunt me with their breed,

Saying, ‘We shall not die nor disappear,

But, in these other selves, ourselves succeed

Ev’n as ripe flowers pass into their seed

Only to be renew’d from prime to prime,’

All of which boastings I am forced to read,

Besides a thousand challenges to Time,

Which bragging lovers have compiled in rhyme.”
45.

“Wherefore, when they are sweetly met o’ nights,

There will I steal and with my hurried hand

Startle them suddenly from their delights

Before the next encounter hath been plann’d,

Ravishing hours in little minutes spann’d;

But when they say farewell, and grieve apart,

Then like a leaden statue I will stand,

Meanwhile their many tears encrust my dart,

And with a ragged edge cut heart from heart.”
46.

Then next a merry Woodsman, clad in green,

Step vanward from his mates, that idly stood

Each at his proper ease, as they had been

Nursed in the liberty of old Shérwood,

And wore the livery of Robin Hood,

Who wont in forest shades to dine and sup —

So came this chief right frankly, and made good

His haunch against his axe, and thus spoke up,

Doffing his cap, which was an acorn’s cup:—
47.

“We be small foresters and gay, who tend

On trees, and all their furniture of green,

Training the young boughs airily to bend,

And show blue snatches of the sky between; —

Or knit more close intricacies, to screen

Birds’ crafty dwellings, as may hide them best,

But most the timid blackbird’s — she that, seen,

Will bear black poisonous berries to her nest,

Lest man should cage the darlings of her breast.”
48.

“We bend each tree in proper attitude,

And founting willows train in silvery falls;

We frame all shady roofs and arches rude,

And verdant aisles leading to Dryads’ halls,

Or deep recesses where the Echo calls; —

We shape all plumy trees against the sky,

And carve tall elms’ Corinthian capitals —

When sometimes, as our tiny hatchets ply,

Men say, the tapping woodpecker is nigh.”
49.

“Sometimes we scoop the squirrel’s hollow cell,

And sometimes carve quaint letters on trees’ rind,

That haply some lone musing wight may spell

Dainty Aminta — Gentle Rosalind —

Or chastest Laura — sweetly call’d to mind

In sylvan solitudes, ere he lies down; —

And sometimes we enrich gray stems with twined

And vagrant ivy — or rich moss, whose brown

Burns into gold as the warm sun goes down.”
50.

“And, lastly, for mirth’s sake and Christmas cheer,

We bear the seedling berries, for increase,

To graft the Druid oaks, from year to year,

Careful that mistletoe may never cease; —

Wherefore, if thou dost prize the shady peace

Of sombre forests, or to see light break

Through sylvan cloisters, and in spring release

Thy spirit amongst leaves from careful ake,

Spare us our lives for the Green Dryad’s sake.”
51.

Then Saturn, with a frown:—“Go forth, and fell

Oak for your coffins, and thenceforth lay by

Your axes for the rust, and bid farewell

To all sweet birds, and the blue peeps of sky

Through tangled branches, for ye shall not spy

The next green generation of the tree;

But hence with the dead leaves, whene’e they fly —

Which in the bleak air I would rather see,

Than flights of the most tuneful birds that be.”
52.

“For I dislike all prime, and verdant pets,

Ivy except, that on the aged wall

Prays with its worm-like roots, and daily frets

The crumbled tower it seems to league withal,

King-like, worn down by its own coronal:—

Neither in forest haunts love I to won,

Before the golden plumage ‘gins to fall,

And leaves the brown bleak limbs with few leaves on,

Or bare — like Nature in her skeleton.”
53.

“For then sit I amongst the crooked boughs,

Wooing dull Memory with kindred sighs;

And there in rustling nuptials we espouse,

Smit by the sadness in each other’s eyes; —

But Hope must have green bowers and blue skies,

And must be courted with the gauds of Spring;

Whilst Youth leans god-like on her lap, and cries,

‘What shall we always do, but love and sing?’—

And Time is reckon’d a discarded thing.”
54.

Here in my dream it made me fret to see

How Puck, the antic, all this dreary while

Had blithely jested with calamity,

With mis-timed mirth mocking the doleful style

Of his sad comrades, till it raised my bile

To see him so reflect their grief aside,

Turning their solemn looks to have a smile —

Like a straight stick shown crooked in the tide; —

But soon a novel advocate I spied.
55.

Quoth he —“We teach all natures to fulfil

Their fore-appointed crafts, and instincts meet —

The bee’s sweet alchemy — the spider’s skill —

The pismire’s care to garner up his wheat —

And rustic masonry to swallows fleet —

The lapwing’s cunning to preserve her nest —

But most, that lesser pelican, the sweet

And shrilly ruddock, with its bleeding breast,

Its tender pity of poor babes distrest.”
56.

“Sometimes we cast our shapes, and in sleek skins

Delve with the timid mole, that aptly delves

From our example; so the spider spins,

And eke the silk-worm, pattern’d by ourselves:

Sometimes we travail on the summer shelves

Of early bees, and busy toils commence,

Watch’d of wise men, that know not we are elves,

But gaze and marvel at our stretch of sense,

And praise our human-like intelligence.”
57.

“Wherefore, by thy delight in that old tale,

And plaintive dirges the late robins sing,

What time the leaves are scatter’d by the gale,

Mindful of that old forest burying; —

As thou dost love to watch each tiny thing,

For whom our craft most curiously contrives,

If thou hast caught a bee upon the wing,

To take his honey-bag — spare us our lives,

And we will pay the ransom in full hives.”
58.

“Now by my glass,” quoth Time, “ye do offend

In teaching the brown bees that careful lore,

And frugal ants, whose millions would have end,

But they lay up for need a timely store,

And travail with the seasons evermore;

Whereas Great Mammoth long hath pass’d away,

And none but I can tell what hide he wore;

Whilst purblind men, the creatures of a day,

In riddling wonder his great bones survey.”
59.

Then came an elf, right beauteous to behold,

Whose coat was like a brooklet that the sun

Hath all embroider’d with its crooked gold,

It was so quaintly wrought and overrun

With spangled traceries — most meet for one

That was a warden of the pearly streams; —

And as he stept out of the shadows dun,

His jewels sparkled in the pale moon’s gleams,

And shot into the air their pointed beams.
60.

Quoth he — “We bear the gold and silver keys

Of bubbling springs and fountains, that below

Course thro’ the veiny earth — which when they freeze

Into hard crysolites, we bid to flow,

Creeping like subtle snakes, when, as they go,

We guide their windings to melodious falls,

At whose soft murmurings, so sweet and low,

Poets have tuned their smoothest madrigals,

To sing to ladies in their banquet-halls.”
61.

“And when the hot sun with his steadfast heat

Parches the river god — whose dusty urn

Drips miserly, till soon his crystal feet

Against his pebbly floor wax faint and burn

And languid fish, unpoised, grow sick and yearn —

Then scoop we hollows in some sandy nook,

And little channels dig, wherein we turn

The thread-worn rivulet, that all forsook

The Naiad-lily, pining for her brook.”
62.

“Wherefore, by thy delight in cool green meads,

With living sapphires daintily inlaid —

In all soft songs of waters and their reeds —

And all reflections in a streamlet made,

Haply of thy own love, that, disarray’d,

Kills the fair lily with a livelier white —

By silver trouts upspringing from green shade,

And winking stars reduplicate at night,

Spare us, poor ministers to such delight.”
63.

Howbeit his pleading and his gentle looks

Moved not the spiteful Shade:— Quoth he, “Your taste

Shoots wide of mine, for I despise the brooks

And slavish rivulets that run to waste

In noontide sweats, or, like poor vassals, haste

To swell the vast dominion of the sea,

In whose great presence I am held disgraced,

And neighbor’d with a king that rivals me

In ancient might and hoary majesty.”
64.

“Whereas I ruled in Chaos, and still keep

The awful secrets of that ancient dearth,

Before the briny fountains of the deep