THere dwelled in the Cittie of Venice néere the Rialto , an Earle of great excellence , both for the descent of his parentage , and largenesse of his patrimonie , called Il Conte Phillippo Medico , a gentleman euery way , not onelie by birth : as being by the mothers side of the Aemilii , but euerie waie furnisht with ciuill vertues for peace , and martiall vallour for the warres as polliticke at home as resolute abroad : reuerenst of all , not for his gray heares for he was yoong , but for his many vertues wherein he ouerwent men of age . This Conte Phillippo hadde by the fauour of Fortune and his owne foresight , linked himselfe to a yoonge Gentlewoman in mariage called Phylomela Celii , at that time the woonder of Venice , not for hir beauty , though Italie affoorded none so faire , nor for hir dowrie , though she were the only daughter of the Duke of Millain : but for the admyrable honors of hir mind , which were so many and matchlesse , that vertue séemed to haue planted there the paradise of hir perfections : hir age exceeded not xvii . yet appeared there such a simmetry of more then womanly excellence in euery action of this Venetian paragon that Italie held hir life as an instance of all commendable qualities : she was modest without sullennesse , and silent not as a foole , but bicause she would not be counted a blab : chast , and yet not coy , for the poorest of all held hir courteous : though she was yoong , yet she desired neyther to gad nor to gase nor to haue hir beautie made common to euery bad companions eie , the vale she vsed for hir face was the couert of hir owne house : for she neuer woulde goe abroad but in the company of hir husband , and then with such bashfulnesse , that she seemed to hold hir selfe faultie in stepping beyond the shadow of hir owne mansion : thus was Philomela famous for hir exquisite vertues , and Philippo fortunate for enioyeng so vertuous a paramour . But as there is no Antidot so pretious but being tempered with Antimonie is infectious : nor no hart so soueraign good , but art can make simply ill , so Phillippo was not so commendable for some good parts , as afterwards bad thoght of for some vnworthy qualities . For though hee had a wife euery way answerable to his owne wish , both fair to please his eie , and honest to content his humor , yet in séeking to quittance these vertues with loue , he so ouerloued hir , that he plagued hir more with iélousy then recompenst hir with affection , insomuch that with a deepe insight entring into the consideration of hir beawty and hir youth , he began to suspect that such as frequented his house for trafike ( for the greatest menne in Venice vsed marchandise ) were rather drawne thither by a desire to see his wife then for the speciall vse of any other his commodities . Féeding vpon this passion that gnaweth like enuy vpon hir owne flesh , he called to minde to which of his friends she shewed the most gratious lookes , vppon whom she glaunst the most smiling fauours , whose caruer she would be at the table , to whom she would drink , and who had most curteous intertainment at hir hands , these men he did both suspect and enuy , as those to whom he thought his wife for those granted sauours most affectionate . Yet when he called to mind hir chast vertues , and did ruminate the particularities of his loues toward himselfe , he supprest the suspitious flame of ielousy with the assured proofs of hir inuinsyble chastity , hammering these betwixt feare and hope he built castles in the ayre and reacht beyonde the moone : one while swearing all women were false and inconstant , and then againe protesting if all were so , yet not all bicause Philomela was not so : In this gealous quandary hee vsed to himselfe this quaint discourse . If loue bee a blessing Philippo as yet proues in the ends most bitter , howe blest are they that neuer make trial of so sower a swéet , a child stunge with a bée wil fly from the hunnicombe , such as are bytten with vipers , will feare to sleepe on the grasse : but men toucht with the inconuenience of fancie , hunt with sighes to enrich themselues with that passion : what conquest haue such as win faire women ? Euen the like vyctorie that Alexander had in subduing the Scythians reconciled friendes , whoe the more they flattered him the more he mistrusted . Beauty is like the herbe Larix , coole in the water but hot in the stomach : pretious while it is a blossome , but preiudiciall grown to a frute : a iem not to be valued if set in vertue , but disgrast with a bad foile like a ring of gold in a swines snowt : yet what comfort is there in life if man had no solace : but man , women are swéet helpes and those kind creatures that god made to perfect vp mens excellence . Truth Philippo they bee wonders of nature , if they wrong not nature : and admirable angels if they would not be drawn with augels to become deuils . Oh flatter not thy selfe in flattering them for where they find submission , there they proclaim contempt : and if thou makest them thy mate , they wil giue thee such a checkmate that happyly thou shalt liue by the losse all thy life after : what néeds this inuectiue humor against women , when thou hast such a wife as euerye way is absolute both for beauty and vertue ? let such as haue béene stung with the scorpion be warnd , speak then as thou findest , and then thou wilte say that women are creatures as excellent in minde , as they bee singular in complexion : as farre beyond men in inward vertues , as they excéed men in exterior beauties I grant al this , yet Philippo the iuice of the Heleborens is poison , the gréener the Alisander leaues bee , the more bitter is the sappe , euery outward appearaunce is not an authenticall instance , women haue chast eies when they haue wanton thoughts , and modest lookes when they harbour lasciuious wishes : the Eagle when he soareth néerest to the sonne , then he houers for his preie , the Salamander is most warme when hee lieth furthest from the fire , and then are women most harthollowe when they are most lip-holie , and by these premisses , Philippo , argue of thy wiues precisenesse , for though she séeme chast , yet maye she secretly delight in chaunge , and though hir countenaunce be coy to all , yet hir conscience may be courteous to some one , when the sonne shines most garish it foreshewes a shower , when the birds sing earlye , there is a storme before night , womens flatteries are no more to bée trusted than Astronomers Almanackes , that proclaimeth that for a most faire daye that prooues most clowdye , and so of Philomela . As thus the Countie Philippo was iarring with himself about this humor of iealousie , there came to him while hée sate ( for all this while hée was in an Arbour in his Garden ) a familiar friend of his called Signeor Giouanni Lutesio , so priuate vnto the Earle in all his secrete affaires , that hee concealed nothing from him which came within the compasse of his thoughts , this Signeor Giouanni séeing the Countie in a brown study , wakened him of his muse with a merrie gréeting , and bad a pennie for his thought : the Earle seeing his second selfe , his onely repositorie of his priuate passions , entertayned him very curteously , and after some familiar spéeches vsed betwixt them , Giouan began to question what the cause was of that melancholie dumpe that he found him in : the Earle fetching a great sigh , taking Lutesio by the hand , setting him downe by him , began to rehearse from point to point what a iealious suspition hee had of his wiues beautie , and that for all the shew of hir honestie , he somwhat doubted of hir chastitie . Giouanni who with a reuerent loue fauoured the Countesse , beganne somewhat sharpely to reprooue the Earle , that hée should admit of so foolishe a passion as iealousie , and misconster of hir whose vertuous life was so famous through al Venice : As suspicious heads want not sophistrie to supplie their mistrust , so Philip at that time was not barren of arguments to prooue the subtiltie of women , their inconstancie , how they wer faced like Ianus , hauing one full of furrowes , the other of smiles , swearing hee should neuer bée merrie at his hart , till hée had made an assured proofe of hir chastitie , and with that he broke with Signeor Giouanni Lutesio , that he should be the man to make experience of hir honestie , although the Gentleman were very vnwilling to take such a task in hande , doubting least in dallieng with the flame , hée might burne his fingar , and so iniurie his friende , yet at the importunat intreatie of Philippo , he promised to vndertake the matter , and by all meanes possible to assault the inuincible Fort of hir chastitie , protesting that if hée found hir pliant to listen to his passions , he would make it manifest to him without dissembling , Philippo glad of this , to graunt Giouanni oportunitie to court his wife , would bee more often abroad , and that he mighte driue hir the sooner to listen vnto his sute , hée vsed not that woonted loue and familiaritye that hée was accustomed to doe , but quitted all hir dutifull fauours with vncouth and disdaynfull frownes , so that poore Philomela who knew nothing of this compacted trecherie , began to woonder what had altered hir husbands woonted humour , and like a good wife she began to examin hir own conscience , wherein she had giuen him any occasion of offense , féeling hir selfe guiltlesse ( vnlesse his own conceit deceiued him ) shee imagined that hir husbande affected some other Ladie more than hir selfe , which imagination she concealed with patience , and resolued not by reuealing it , to retriue him from his newe intertained fancie , but with obedience , loue , and silence , to recouer hir Philippo to sauor none but his Philomela . While thus hir minde a little suspitious began to wauer , Lutefio began to lay his baites to betray this sillie innocent . Nowe you must imagine hée was a yoong Gentleman of a good house , of no meane wealth , nor any way made infortunate by nature , for hee was counted the most fine and courtly Gentleman in al Venice . This Lutesio therfore séeking fit oportunitie to find Madame Philomela in a merrie vaine ( for Time is called that Cappillata Ministra , that fauours Louers in their fortunes ) watched so narrowly , that he found the Countesse sitting al alone in hir Garden , plaieng vpon a Lute many pretie Roundelaies , Borginets , Madrigals , and such pleasant Lessons , al as it were amorous loue vowed in honour of Venus , singing to hir Lute many pretie and merie ditties , some of hir owne composing , and some written by some wittie Gentlemen of Venice , thinking now time had smiled vpon him by putting hir in such an humorous veine . At last he heard hir warble out this pleasaunt Ode .

As soone as Philomela had ended hir Ode , Signior Lutesio stept to hir and halfe mard hir melody with this vnlookt for motion : I am glad Madam to find you so ful of glee , womens minds set on mirth , shews their thoghts are at quiet , when Birdes sing early there hath bene a swéet deaw , so your morninges Antheme shewes your nightes content , the subiect of your song , and the censure of my thoughtes argue vpon conclusion , for lykelye it is you haue founde kissing sweete that so highlye commend it , but as the old prouerbe is , such laugh as win , and such as en●s fauours may affoord hir incense , loue is pretious to such as possesse their loue , but there is no hell if loue bee not hell to such as dare not expresse their passions . Philomela seeing Lutesio tooke hir napping in singing so mery an Ode shewed in the blush of hir cheeks the vashfulnesse of hir thoughts , yet knowing he was hir husbands familiar she cared the lesse , and smiling made him this pleasant answere . Signior Lutesio as I rellisht a wanton song at randon , so I little lookt your ears should haue béene troubled with my musicke , but since you are a hearer of my hoarse dittie , take it as you finde it and conster of it as you please , I know mine own mening best . In that I commend kissing , it argues me the more kind and my husband the more louing in that I find lip loue so swéet , women may be wantons in their husbands , yet not immodest : & wiues are allowed to sport so their dallieng be not dishonest : yet had I knowne you had beene so nie , I woulde haue byn more silent , and at this word she blusht againe , discouering by hir lookes it greeued hir any man ( though neuer so familiar ) should heare hir so extraordinary pleasant : but to finde fishe in Signior Lutesios fingers because hee glaunst at disdain in loue she followed hir reply thus : yet since sir what is past cannot bee recalde , I will ouerstippe the conceit of mine own folly , and be so bold as to haue you vnder confession . What is the reason Lutesio you diuerslie descant of the fruition of loue , hath that diuine passion crept into your braines ? Giouanni hearing hir harpe on that string strained it a pin higher thus . Deuine passion call you it Madam , nay rather a fury fetcht from hel , a madnesse brued in the bosome of Tesiphon , an vnbrideled desire , a restlesse agony , a continuall anguish , thus doo I value loue , because my life is at an end by the wronges of loue : such as are poisoned with rugwort count it fatal yet suche as haue the plurisie drinke it in potions the Mercuriall Moti was very much commended of Vlisses though condemned of Cyres : mens poems followe their passions , and they conclude as they are contented : then Madam if all the worlde say loue is a Heauen , yet must I say desire is a hell : not that the bewteous saint , whom mnie eye doth worship , and my hart doth honour , hath quitted my affection with disdaine : but that in not daring discouer my passions , I am put to a triple tormenting penannce . At this he fetcht such a fained figh , that simple meaning Philomela imagined the Gentleman was full of sorrow , and therefore began to comfort him thus . Why Signior Lutesio haue you soared so high , that you doubt the scortching of your fethers ? hath your desires taken flight so far aboue your degrée , that you feare a fall ? is the Ladie whom you loue so great of byrth , that you dare not be your owne broaker ? Loue Lutesio if honest , is lawfull and may reape disdain , but not disgrace . Desire is the daughter of destinie , and the simpathie of affections is forepointed by the starres : Woemens eies are not tied to high personages , but to exquisite perfections : and the greater oft times they be in degrées , the lower they proue in loues : be she then Lutesio , the stateliest , the richest , the fairest in all Italie , feare not to court her : for happily she may grant , and shee at the worst can but say no : When I entered into thy wonted humours , how honestly wanton thou hast béen amongst women of high accompt : when I thinke of thy wealth , of thy vertues , of thy parentage , of thy person : I flatter not Lutesio , for in my opinion a frumpe amongst friends is pettie treason in effect , I cannot but wonder what she is that Lutesio dares not tell he loues , if without offence I may craue it , tell me her name , that I may censure of her qualities : Lutesio with a face full of discontent , made her this answere : Madame as I dare not discourse my loues , so I will not discouer her name : I regard her honour as my life , and therfore onely suffice it , I am as far vnworthy of her as she is beyond my reach to compasse . Philomela who straight found the knot in the rush , began to imagine that it was some married wife that Lutesio aimed at : and therfore charged him by the loue that he bare to Philippo Medico , that he would tell her whether it was a wife or a mayd that hée thus earnestly affected . Lutesio briefly tolde her that she was not onely a wife , but maide to one whome shée almost as tenderly loued as he did the Earle her husband : A Ladie of honour and vertue , yet a woman , and therefore hée hoped might be wonne if his heart woulde serue him to be a woer . Philomela hearing this , began to finde a knot in the rush , and to déeme that it was some familiar of hys that he was affected to : and therfore with a gentle frown , as if shee loued him , and yet mislikte of his fondnesse in fancie , taking him by the hand , she began thus to schoole him .

Lutesio , nowe I sée the strongest Oake hath his say , and his wormes : that Rauens will bréed in the fairest Ash , and that the musked Angelica beares a deaw , that shining like pearle , being tasted is most preiuditiall : that the holiest men in shew are oft the hollowest men in substance , and where there is the greatest florish of vertue , there in time appeareth the greatest blemish of vanitie . I speake this by all , but apply it to them who seeming euery way absolute , will proue euerie way dissolute . Hath not Venice held thée more famous for thy good partes than for thy parentage ? and yet well borne , and valued the more for liuing well than wealthely : and yet thy patrimonie is not small . Oh Lutesio darken not these honours with dishonostie , nor for the foolish and fading passion of lust , reach not at an euerlasting pennance of infamie . As I mislike of thy choyce , so I can but wonder at thy change to sée thée altered in maners , that wert earst so modest , who was estéemed amongst Ladies for his ciuill conceites as Lutesio ? thou wert wished for amongst the chastest for thy choyce qualities , amongest youth for thy wit , amongest age for thy honest behauior , desired of all because offensiue to none : and nowe if thou prosecute this bad purpose , intend this base loue , to violate the honour of a Venetian Ladie , looke to be hated of all that are vertuous because thou art growne so sodainly vicious , and to be banished out of the companie of all that are honest because thou séekest to make one dishohonest : then as thou louest thy fame leaue off this loue , and as thou valuest thine honour , so vale the appetite of thy dishonest thoughtes . Besides Lutesio enter into the consideration of the fault , and by that measure what will be the sequell of thy folly : thou attemptest to dishonour a wife , nay the wife of thy friend : in doing this thou shalt loose a swéete companion , and purchase thy selfe a fatall enemie : thou shalt displease God and grow odious to men : hazard the hope of thy grace , and assure thy selfe of the reward of sinne , adulterie : Lutesio is commended in none , condemned in all , and punnished in the end either with this worldes infamie or heauens anger : it is a desire without regard of honestie , and a gaine with greater reward of miserie : a pleasure bought with paine , a delight hatched with disquiet , a content possessed with feare , and a sinne finished with sorrowe . Barbarous nations punishe it with death : méere Atheistes in Religion auoid it by instinct of nature , such as glory God with no honor , couet to glorifie themselues with honesty , and wilt thou that art a Christian than crucifie Christ anew , by making the harbour of thy soule the habitation of Satan ? Oh Lutesio as thou blushest at my wordes , so bannish thy bad thoughts , and being created by God , seeke not to despise thy creator in abusing his creatures : A womans honestie is her honour , and her honour the chiefest essence of her life : then in seeking to blemishe her vertues with lust , thou aymest at no lesse disgrace than her death : and yet Lutesio this is not all , for in winning her loue , thou loosest a friend : than which , there is nothing more pretious , as there is nothing more rare : as Corruptio vnius est generatio alterius : so the losse of a friend is the purchase of an enemie and such a mortall foe as will apply all his wittes to thy wracks , intrude all his thoughtes to thy ruine , and passe away his daies , cares , and nights slumbers , in dreaming of thy destruction . For if brute beasts will reuenge such brutish wrongs as adultery , then imagine no man to be so patient , that will ouerpasse so grosse an iniurie : assure thy selfe of this Lutesio , if her husband heare of your loues , he will aime at your liues : he will leaue no confection vntempered , no poyson vnsearcht , no mynerall vntried , no Aconiton vnbrused , no hearbe , trée , roote , stone , simple or secret vnsought , till reuenge hath satisfied the burning thirst of his hate : so shalt thou feare with whom to drincke , with whome to conuerse , when to walke , how to performe thy affaires , onely for doubt of her reuenging husband , and thy protested enemie . If such vnlawull lust , such vnkinde desires , such vnchast loue procure so great losse , and so many perils reuert it Lutesio as a passion most pernitious , as a shine most odious , and a gaine most full of deadly sorrowes . Though this he much Lutesio , yet this is not all : for many loue that are neuer liked , and euerie one that woes is not a winner : Diuers desire with hope , and yet their wishes are to small effect : suppose the Ladie whome thou louest is honest : then is thy loue as vnlikely as Ixions was to Iuno : who aiming at the substaunce was made a foole with a shadow . I tell thée it is more easie to cut a Diamond with a glasse , to pearce steele with a fether , to tye an Elephant with a thréed of silke , than to alienate an honest womans loue from her husband , their heartes be harbours of one loue , closets of one contents , Celles , whereinto no amorous Idea but one can enter , as hard to be pearst with new fangled affection as the Adamant to be made soft with fire . A Ladie Lutesio that regardeth her honour wil die with Lucrece before she agrée to lust , she will eate coales with Portia before she prone vnchast , she will thinke euerie miserie swéet , euery mishappe content , before she condiscend to the allurementes of any wanton leacher . Imagine then her whome thou louest to be such a one : then will it qualifie thy hope , coole thy desires , and quench those vnbridled thoughtes that leades thée on to such follies : for if she be a wanton , what doest thou winne her that many hath worne , and more than thy selfe may vanquish ? a light huswife and a lewd minion , that after she hath yéelded the flower of her loue Thesius will marrie with Menelaus , and then runne away with Paris : amorous to euerie one because shee is humorous to all : Then Lutesio séeing , if thou likest an honest Ladie , thy loue is past hope : and if thou woest a wanton , thou shalt gain but what others haue left : leaue both and become as hitherto thou hast béen an honest gentleman in all mens opinions , so shalt thou liue well thought of , and die honourably : and with that , smiling she asked him , if she had not plaied the preacher well . But Lutesio wondering at her vertues , made no answer he was so amased : but rested silent , which Philomela perceiuing , to waken him out of his dumpe , she tooke againe her Lute in her hand , and began to sing this following Oade .

Assoone as Philomela had ended her Oade , she smiled on Lutesio and said , hoping then that this priuate conference shal be a conclusion of your passions , and a finall resolution to reuerse your thoughts from this disordinat folly of loue : I will at this time cease to speake anie more , because I hope you will rest from your motion , and so taking him by the hand , shée led him into the parler , where amongst other company they past away the day in pleasant chat , till that Lutesio found conuenient oportunitie to discouer to Philippo the resolution of his wife , who thought euerie minute a moneth till hee had heard what answer she had made to Lutesio . At last they went both together walking into a garden that adioyned to the house of Philippo : and there Lutesio who reuealed from point to point what he had motioned a farre off to Philomela , and how honourably and honestly she replyed , rehearsing what a cooling card of good counsaile shèe gaue him , able to haue quailed the hotest stomacke , or quenched the most eager flame that fancie could fire the mind of man withall : entring into a large and high commendation of the chastitie , wisedome , and generall vertues of Philomela , auerring that hee thought there was not a woman of more absolute qualities nor honorable disposition in al Italie , Philippo the more he drunk the more he thirsted , and the more he was perswaded to trust in her honesty , the more he was suspitious , and doubted of her vertue : for he replyed still in his ielous humour that womens wordes were no warrantes of their truth , that as the Onix is inwardly most cold , when it is outwardly most hot : so womens wordes are like the cries of Lapwings , farthest from their thoughts , as they are from their nests : they proclaime silence with their tongues , modestie with their eies , chastitie with their actions , when in their heartes they are plotting how to grant an amorous pleasure to their louers : Tush saies Philippo , womens tongues are tipt with deceite : they can sing with the Nightingale , though they haue a prick at their brests : they can lend him a cherrie lippe whome they heartily loathe , and fawne vpon her husbands neck when she giues her louer a wincke : Though my wife hath made a faire shewe of vertue , it is no authenticall proofe of hir honestie , either she mistrusted or misdoubted of your sorcerie , or els shee would seeme hard in the winning , that her chastitie might be holden the more charie for be she neuer so wanton she will séeme modest , and the most comman Curtesan will to a nouice seems the most coy matron : they haue their countenance at command , their words at will , their oathes at plesure , and all to shadow their scapes with the maskes of vertue Rodope seemed coy to Psanneticus , else had a courtesan neuer conquered a king . Hermia chaste to Aristotle , else had she not bewitcht a Philosopher , Platoes ouerworne trull true to him , else had she not beene mistresse of his thoughts . I tell thée Lutesio they haue more wiles then the sunne hath beames to betray the simple mening of besotted louers . Therefore though she vttered a legend of good lessons beléeue hir not . Though the Hare take squat she is not lost at the first defaulte , applye thy wits , try hir by letters , write passionatly and héere her answer , and assure thy selfe if thou cunningly cast forth the lure she will soone be reclaimed to the aft . Thus importunate was Philippo vpon his friend Lutesio , that at the last he craued license to depart for a while , leauinge philippo meditating of his melancholie while hee went into his chamber , where taking pen and paper he wrote philomela this cunning letter .

Hauing finished his letter thus amorouslie , he remembred himselfe , and although philippo stayde for him in the garden , yet he stept once againe to his standishe and wrote vnder this following sonnet :