Summary

According to the lore ofThe Lord of the Rings, Ungoliant was the first and oldest giant spider of Arda. Her origins are shrouded in mystery, with even the Eldar unaware of her creation. It is believed that she came from “the darkness that lies about Arda” — suggesting that she was a primordial spirit who may have been corrupted byMelkor, the first Dark Lord. As J.R.R. Tolkien notes inThe Book of Lost Tales, “Mayhap she was bred of mists and darkness on the confines of the Shadowy seas […] and she it is who loveth still to dwell in that black place taking the guise of an unlovely spider.”

While she is only briefly mentioned inThe Lord of the Rings, Ungoliant has a more prominent role inTolkien’s unpublished writings,The Silmarillion.Not only did she aid Melkor in overcoming the Valar, but she also birthed several giant spiders, including the malevolent Shelob.

Shelobs Lair

RELATED:LOTR: What Happened to Shelob and the Other Spiders After the War of the Ring?

Who Was Ungoliant?

During Years of the Trees, Ungoliant disowned her master when he was imprisoned bythe Lords of the West. She fled to the southern part of Aman to escape from the hunters of Oröme, the Huntsman of the Valar, and dwelled in a ravine south of the mountain Hyarmentir. She craved and consumed light, which she then spun forth again “in dark nets of strangling gloom”. Eventually, no light entered her abode, and she grew famished as a result.

Melkor later sought out Ungoliant in the land of Avathar after murdering Finwë, the High King of the Ñoldor, and stealingthe Silmarils of Fëanor. Although she tried to “shroud herself in new shadow”, Melkor tempted her with promises to satiate her hunger in exchange for her assistance in destroyingthe Two Trees of Valinor: “Do as I bid; and if thou hunger still when all is done, then I will give thee whatsoever thy lust may demand.” She first hesitated out of fear of the Valar, but finally agreed to help him take revenge. She cloaked the two of them in Unlight, “in which things seemed to be no more, and which eyes could not pierce, for it was void”. They arrived at Ezellohar undetected, where she drained the Trees of their sap and poisoned them. She also drank from the Wells of Varda until they were dry — causing her to swell up massively. The Unlight enabled her and Melkor to leave the Undying Lands and head to Middle-earth.

LOTR_Great Spider_Shelob

When they arrived in Lammoth, Melkor (now known as Morgoth) hoped to return to the ruins of Angband, where his followers awaited him. Ungoliant grew suspicious that he was about to back out of his end of the deal, and demanded the jewels of the Ñoldor. Morgoth surrendered, and she devoured all the gems, growing even bigger and more grotesque. However, when Morgoth refused to relinquish the Silmarils to her, she attempted to take them by force by entangling him in a “web of clinging throngs”. Morgoth let out a terrible cry of pain as she attacked, the sound of which was heard bythe Balrogs beneath Angband. They hastened towards him, tearing apart the webs with their flaming whips. A fearful Ungoliant took flight, belching black vapors to cover her, and ended up in Beleriand.

When Ungoliant was denied entry into the Forest of Neldoreth by Melian, one of the most powerful of the Maiar, she settled in Ered Gorgoroth, the mountains south of Dorthonion. It was there that she met and mated with “other foul creatures of spider form”, which had lived there since Angband was first built. She had several offspring, which further spread the terror of her breed. Although Ungoliant’s fate is unknown after that,The Silmarillionstates that she left after some time, and ultimately consumed herself “in her uttermost famine”.

Her descendants gradually infested the nearby area that was later named Nan Dungortheb. It widely became known as a dangerous region to cross, due to the darkness produced from the webs of the Great Spiders: “There spiders of the fell race of Ungoliant abode, spinning their unseen webs in which all living things were snared […] No food for Elves or Men was there in that haunted land, but death only.” Travelers refrained to pass through — including Morgoth’s own forces in the Elder Days — unless they had no choice. Aredhel, the White Lady of the Ñoldor, was believed to have gotten lost there at some point when she got separated from her companions, who had been driven out by Ungoliant’s children. In thetale ofBeren and Lúthien, it is said that Beren also encountered the spiders, and refused to speak of the horrible experience afterward.

When Nan Dungortheb sank below the sea after the War of Wrath, the spiders scuttled to other dark places in Middle-earth — among which was Shelob, Ungoliant’s “last child”. She tended to feast on her own children during the Second Age, and eventually spun a dark lair for herself in Cirith Ungol. Just like her distant mother, Shelob’s fate is also left ambiguous afterSamwise Gamgee stabbed her with Sting.