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all things therein。 But when the Ainur had beheld this habitation in a vision and had seen the Children of Ilúvatar arise
therein； then many of the most mighty among them bent all their thought and their desire towards that place。 And of
these Melkor was the chief； even as he was in the beginning the greatest of the Ainur who took part in the Music。 And he
feigned； even to himself at first； that he desired to go thither and order all things for the good of the Children of Ilúvatar；
controlling the turmoils of the heat and the cold that had e to pass through him。 But he desired rather to subdue to
his will both Elves and Men； envying the gifts with which Ilúvatar promised to endow them； and he wished himself to
have subject and servants； and to be called Lord； and to be a master over other wills。
But the other Ainur looked upon this habitation set within the vast spaces of the World； which the Elves call Arda；
the Earth； and their hearts rejoiced in light； and their eyes beholding many colours were filled with gladness； but because
of the roaring of the sea they felt a great unquiet。 And they observed the winds and the air； and the matters of which Arda
was made； of iron and stone and silver and gold and many substances： but of all these water they most greatly praised。
And it is said by the Eldar that in water there lives yet the echo of the Music of the Ainur more than in any substance
else that is in this Earth； and many of the Children of Ilúvatar hearken still unsated to the voices of the Sea； and yet know
not for what they listen。
Now to water had that Ainu whom the Elves can Ulmo turned his thought； and of all most deeply was he
instructed by Ilúvatar in music。 But of the airs and winds Manw？ most had pondered； who is the noblest of the Ainur。 Of
the fabric of Earth had Aul？ thought； to whom Ilúvatar had given skin and knowledge scarce less than to Melkor； but the
delight and pride of Aul？ is in the deed of making； and in the thing made； and neither m possession nor in his own
mastery； wherefore he gives and hoards not； and is free from care； passing ever on to some new work。
And Ilúvatar spoke to Ulmo； and said： 'Seest thou not how here in this little realm in the Deeps of Time Melkor
hath made war upon thy province？ He hath bethought him of bitter cold immoderate； and yet hath not destroyed the
beauty of thy fountains； nor of my clear pools。 Behold the snow； and the cunning work of frost！ Melkor hath devised
heats and fire without restraint； and hath not dried up thy desire nor utterly quelled the music of the sea。 Behold rather
the height and glory of the clouds； and the everchanging mists； and listen to the fall of rain upon the Earth！ And in these
clouds thou art drawn nearer to Manw？； thy friend； whom thou lovest。'
Then Ulmo answered： 'Truly； Water is bee now fairer than my heart imagined； neither had my secret thought
conceived the snowflake； nor in all my music was contained the falling of the rain。 I will seek Manw？； that he and I may
make melodies for ever to my delight！' And Manw？ and Ulmo have from the beginning been allied； and in all things
have served most faithfully the purpose of Ilúvatar。
But even as Ulmo spoke； and while the Ainur were yet gazing upon this vision； it was taken away and hidden
from their sight； and it seemed to them that in that moment they perceived a new thing； Darkness； which they had not
known before except in thought。 But they had bee enamoured of the beauty of the vision and engrossed in the
unfolding of the World which came there to being； and their minds were filled with it； for the history was inplete and
the circles of time not full…wrought when the vision was taken away。 And some have said that the vision ceased ere the
fulfilment of the Dominion of Men and the fading of the Firstborn； wherefore； though the Music is over all； the Valar
have not seen as with sight the Later Ages or the ending of the World。
Then there was unrest among the Ainur； but Ilúvatar called to them； and said： 'I know the desire of your minds
that what ye have seen should verily be； not only in your thought； but even as ye yourselves are； and yet other。 Therefore
I say： E？！ Let these things Be！ And I will send forth into the Void the Flame Imperishable； and it shall be at the heart of
the World； and the World shall Be； and those of you that will may go down into it。 And suddenly the Ainur saw afar off a
light； as it were a cloud with a living heart of flame； and they knew that this was no vision only； but that Ilúvatar had
made a new thing： E？； the World that Is。
Thus it came to pass that of the Ainur some abode still with Ilúvatar beyond the confines of the World； but others；
and among them many of the greatest and most fair； took the leave of Ilúvatar and descended into it。 But this condition
Ilúvatar made； or it is the necessity of their love； that their power should thenceforward be contained and bounded in the
World； to be within it for ever； until it is plete； so that they are its life and it is theirs。 And therefore they are named
the Valar； the Powers of the World。
But when the Valar entered into E？ they were at first astounded and at a loss； for it was as if naught was yet made
which they had seen in vision； and all was but on point to begin and yet unshaped； and it was dark。 For the Great Music
had been but the growth and flowering of thought in the Tuneless Halls； and the Vision only a foreshowing； but now they
had entered in at the beginning of Time； and the Valar perceived that the World had been but foreshadowed and
foresung； and they must achieve it。 So began their great labours in wastes unmeasured and unexplored； and in ages
uncounted and forgotten； until in the Deeps of Time and in the midst of the vast halls of E？ there came to be that hour
and that place where was made the habitation of the Children of Ilúvatar。 And in this work the chief part was taken by
Manw？ and Aul？ and Ulmo； but Melkor too was there from the first； and he meddled in all that was done； turning it if he
might to his own desires and purposes； and he kindled great fires。 When therefore Earth was yet young and full of flame
Melkor coveted it； and he said to the other Valar： 'This shall be my own kingdom； and I name it unto myself！'
But Manw？ was the brother of Melkor in the mind of Ilúvatar； and he was the chief instrument of the second
theme that Ilúvatar had raised up against the discord of Melkor； and he called unto himself many spirits both greater and
less； and they came down into the fields of Arda and aided Manw？； lest Melkor should hinder the fulfilment of their
labour for ever； and Earth should wither ere it flowered。 And Manw？ said unto Melkor： 'This kingdom thou shalt not
take for thine own； wrongfully； for many others have laboured here do less than thou。' And there was strife between
Melkor and the other Valar； and for that time Melkor withdrew and departed to other regions and did there what he
would； but he did not put the desire of the Kingdom of Arda from his heart。
Now the Valar took to themselves shape and hue； and because they were drawn into the World by love of the
Children of Ilúvatar； for whom they hoped； they took shape after that manner which they had beheld in the Vision of
Ilúvatar； save only in majesty and splendour。 Moreover their shape es of their knowledge of the visible World； rather
than of the World itself； and they need it not； save only as we use raiment； and yet we may be naked and suffer no loss of
our being。 Therefore the Valar may walk； if they will； unclad； and then even the Eldar cannot clearly perceive them；
though they be present。 But when they desire to clothe themselves the Valar take upon them forms some as of male and
some as of female； for that difference of temper they had even from their beginning； and it is but bodied forth in the
choice of each； not made by the choice； even as with us male and female may be shown by the raiment but is not made
thereby。 But the shapes wherein the Great Ones array themselves are not at all times like to the shapes of