Men call you fayre, and you doe credit it,
For that your self ye daily such doe see:
But the trew fayre, that is the gentle wit,
And vertuous mind, is much more praysd of me.
For all the rest, how ever fayre it be,
Shall turne to nought and loose that glorious hew:
But onely that is permanent and free
From frayle corruption, that doth flesh ensew.
That is true beautie: that doth argue you
To be divine and borne of heavenly seed:
Deriv'd from that fayre Spirit, from whom al true
And perfect beauty did at first proceed.
He onely fayre, and what he fayre hath made,
All other fayre lyke flowres untymely fade.

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"O but," quoth she, "great griefe will not be tould,
And can more easily be thought, then said."
"Right so"; quoth he, "but he, that never would,
Could never: will to might gives greatest aid."
"But grief," quoth she, "does great grow displaid,
If then it find not helpe, and breedes despaire."
"Despaire breedes not," quoth he, "where faith is staid."
"No faith so fast," quoth she, "but flesh does paire."
"Flesh may empaire," quoth he, "but reason can repaire."

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"His Lady sad to see his sore constraint,
Cried out, "Now now Sir knight, shew what ye bee,
Add faith unto your force, and be not faint:
Strangle her, else she sure will strangle thee."
That when he heard, in great perplexitie,
His gall did grate for griefe and high distaine,
And knitting all his force got one hand free,
Wherewith he grypt her gorge with so great paine,
That soone to loose her wicked bands did her constraine."

Ah lucklesse babe, borne vnder cruell starre,
And in dead parents balefull ashes bred,
Full litle weenest thou, what sorrowes are
Left thee for portion of thy liuelihed,
Poore Orphane in the wide world scattered,
As budding braunch rent from the natiue tree,
And throwen forth, till it be withered:
Such is the state of men: thus enter wee
Into this life with woe, and end with miseree.