The long trek back to Tol Eressea and Lothlorien began. Feanor took every opportunity to speak to Elamanelessa, or simply be enraptured by the grace of her smile and the soothing tones of her voice. In that voice, he heard the music of the Noontide of Valinor once more; in her eyes, Telperion and Laurelin mingled their lights again. She was gracious to him; it seemed that she did not hold the actions of his past life against him.

While he traveled, seemingly lost in rapture, Feanor planned. He knew that he must perform some deed of truly incredible difficulty to prove himself worthy - or at least less unworthy - of Elamanelessa.

Elamanelessa, for her own part, considered preparations for battle and continually tested the force of her sorcery by detonating rocks along the path of their journey.

The third member, Halnaorth the Dunadan (for such he was, despite his Dwarf-like breadth) felt small in this company. In Lothlorien, he was captain of the guard, a seer, and second only to Celeborn in many things; but he was nothing beside the mightiest of all Eldar and a half-Vala born in the Elder Days, and he knew it well.

Three days later, a strange shadow appeared on the horizon. It seemed to be cast by nothing. Cresting a small hill, they saw it for what it truly was -- and it saw them. It was Ungoliant!

The shadow-spider leapt, covering ten miles in a single bound. She landed just in front of the group. Now they could see her true size. Ungoliant was vast and bloated, so vast that Ancalagon, greatest of dragons, would seem a mere lizard. Her body was a hill, her legs vaster than towers. Her mouth, capable of swallowing two dozen men at once, opened, and her palps extended.

Feanor rose to his full height and began to chant a song of strength against the creature. But Elamanelessa stepped forward, now actually luminous with power. For a moment, her full Vala energies could be seen through the comparatively frail fleshly shell; in those instants, she lit the darkness of that canyon as a noonday sun. Ungoliant shrank and withered before the terrible radiance. But a being as mighty as Ungoliant could not so swiftly be destroyed by light alone.

"Run while you may! I can hold the Gloomweaver!"

Halnaorth fled, very glad to have an excuse to leave the scene of such a massive conflict, but Feanor would not. He could not show cowardice in front of Elamanelessa. He thrust the Silmaril towards Ungoliant; the distraction was all Elamanelessa needed. In that moment, she unleashed the full force of her sorcery, shaped by Eldarin art and backed by Valarin might. Piercing blue flame, like the light of an Elf-sword but ten million times more intense, flared into existence all around the spider-thing. Ungoliant writhed as her shadowy matter was burned away; nothing evil could withstand this. As the flame reached Ungoliant's heart, there was a vast explosion. A light burst out -- a light to make Elamanelessa's earlier noonday glow invisible beside it. Even Feanor stood stunned and momentarily blinded; Halnaorth fell, senseless, to the ground.

Elamanelessa gasped as she felt the vast energies she had just released drain from her. She touched Halnaorth on the face, gently; he awoke and recovered, only a little dazed. "Arise," she whispered, "we have a long journey still."

Feanor burned with jealousy of the attention Elamanelessa was paying to this weakling Man, with scarcely a trace of true elven blood. He could not speak up, for it would make him seem petty in the sight of this goddess; but a Man! If he, himself, was not worthy of Elamanelessa, how could this furless primate even bear her radiance and live?