It is told that for a time Melkor was not seen again in Valinor, nor was any rumour heard of him, until suddenly he came to Formenos, and spoke with Fëanor before his doors. Friendship he feigned with cunning argument, urging him to his former thought of flight from the trammels of the Valar; and he said: “Behold the truth of all that I have spoken, and how thou art banished unjustly. But if the heart of Fëanor is yet free and bold as were his words in Tirion, then I will aid him, and bring him far from this narrow lands. For am I not Vala also? Yea, and more than those who sit in pride in Valimar; and I have ever been a friend to the Noldor, most skilled and most valiant of the people of Arda.”
Now Fëanor’s heart was still bitter at his humiliation before Mandos, and he looked at Melkor in silence, pondering if indeed he might yet trust him so far as to aid him in his flight. And Melkor, seeing that Fëanor wavered, and knowing that the Silmarils held his heart in thrall, said at last: “Here is a strong place, and well guarded; but think not that the Silmarils will lie safe in any treasury within the realm of the Valar!”
But his cunning overreached his aim; his words touched too deep, and awoke a fire more fierce than he designed; and Fëanor looked upon Melkor with eyes that burned through his fair semblance and pierced the cloaks of his mind, perceiving there his fierce lust for the Silmarils. Then hate overcame Fëanor’s fear, and he cursed Melkor and bade him be gone, saying: “Get thee gone from my gate, thou jail-crow of Mandos!” And he shut the doors of his house in the face of the mightiest of all the dwellers in Eä.
Then Melkor departed in shame, for he was himself in peril, and he saw not his time yet for revenge; but his heart was black with anger. And Finwë was filled with great fear, and in haste he sent messengers to Manwë in Valmar.
Now the Valar were sitting in council before their gates, fearing the lengthening of the shadows, when the messengers came from Formenos. At once Oromë and Tulkas sprang up, but even as they set out in pursuit messengers came from Eldamar, telling that Melkor had fled through the Calacirya, and from the hill of Túna the Elves had seen him pass in wrath as a thundercloud. And they said that thence he had turned northward, for the Teleri in Alqualondë had seen his shadow going by their haven towards Araman.
Thus Melkor departed from Valinor, and for a while the Two Trees shone again unshadowed, and the land was filled with light. But the Valar sought in vain for tidings of their enemy; and as a cloud far off that looms ever higher, borne upon a slow cold wind, a doubt now marred the joy of all the dwellers in Aman, dreading they knew not what evil that yet might come.
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When Manwë heard of the ways that Melkor had taken, it seemed plain to him that he purposed to escape to his old strongholds in the north of Middle-earth; and Oromë and Tulkas went with all speed northward, seeking to overtake him if they might, but they found no trace or rumour of him beyond the shores of the Teleri, in the unpeopled wastes that drew near to the Ice. Thereafter the watch was redoubled along the northern fences of Aman; but to no purpose, for ere ever the pursuit set out Melkor had turned back, and in secrecy passed away far to the south. For he was yet as one of the Valar, and could change his form, or walk unclad, as could his brethren; though that power he was soon to lose for ever.
Thus unseen he came to the dark region of Avathar. That narrow land lay south of the Bay of Eldamar, beneath the eastern feet of the Pélori, and its long and mournful shores stretched away into the south, lightless and unexplored. There, beneath the sheer walls of the mountains and the cold dark sea, the shadows were deepest and thickest in the world; and there in Avathar, secret and unknown, Ungoliant had made her abode. The Eldar knew not whence she came; but some have said that in ages long before she descended from the darkness that lies about Arda, when Melkor first looked down in envy upon the Kingdom of Manwë, and that in the beginning she was one of those that he corrupted to his service. But she had disowned her Master, desiring to be mistress of her own lust, taking all things to herself to feed her emptiness; and she fled to the south, escaping the assaults of the Valar and the hunters of Oromë, for their vigilance had ever been to the north, and the south was long unheeded. Thence she had crept towards the light of the Blessed Realm; for she hungered for light and hated it.
In a ravine she lived, and took shape as a spider of monstrous form, weaving her black webs in a cleft of the mountains. There she sucked up all light that she could find, and spun it forth again in dark nets of strangling gloom, until no light more could come to her abode; and she was famished.
Now Melkor came to Avathar and sought her out; and he put on again the form that he had worn as the tyrant of Utumno: a dark Lord, tall and terrible. In that form he remained ever after. There in the black shadows, beyond the sight even of Manwë in his highest halls, Melkor with Ungoliant plotted his revenge. But when Ungoliant understood the purpose of Melkor, she was torn between lust and great fear; for she was loathe to dare the perils of Aman and the power of the dreadful Lords, and she would not stir from her hiding. Therefore Melkor said to her: “Do as I bid; and if thou hunger still when all is done, then I will give thee whatsoever thy lust may demand. Yea, with both hands.” Lightly he made this vow, as he ever did; and he laughed in his heart. Thus did the great thief set his lure for the lesser.