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Spirit in a spider-form
"Morgoth Ensnared by Ungoliant" by Kip Rasmussen
Biographical Information
Other namesGloomweaver
Location, Angband/Utumno, Avathar, Hyarmentir, Ezellohar, Formenos, Araman, Oiomúrë, Helcaraxë, Lammoth, Ered Gorgoroth, and the "forgotten south of the world"
AffiliationFormerly Angband/Utumno
Notable forDestroying the Two Trees of Valinor
Spouse"Other foul creatures of spider form"
ChildrenSpiders of Nan Dungortheb
Physical Description
RaceSpirit in a spider-form
GalleryImages of Ungoliant

Ungoliant was a spirit who took on the form of a monstrous Spider. She was the destroyer of the Two Trees of Valinor.


The origins of Ungoliant are shrouded in mystery. It was believed by some of the Eldar that she may have been among the Ainur whom Melkor had corrupted long ago in the beginning, yet she was not listed among the known Ainur.[1] It was later perceived by the Valar that she had come from "beyond Arda"[2] in the "darkness that" lay around it when Melkor first gazed upon the Kingdom of Manwë in envy.[1]

During the Years of the Trees, Ungoliant had disowned Melkor as her Master to become the "mistress of her own lust". She desired to take everything she could in order to "feed her emptiness". Upon fleeing to the south, Ungoliant had coincidentally escaped "the assaults of the Valar and the hunters of Oromë", as their vigilance ignored the south. Later, she made her way slowly towards Aman, desiring the light and hating it.[1]

Upon reaching the Blessed Realm, Ungoliant settled down secretly in a ravine within Avathar, taking on the shape of "a spider of monstrous form". As she spun "her black webs in a cleft of the mountains", she sucked up all the light in the region, before spinning the light into "dark nets of strangling gloom". Eventually, no more light was able to enter her abode. As a result, she grew famished.[1]

After Melkor fled Valinor, he came to Avathar in "the form that he had worn as the tyrant of Utumno", and plotted his revenge with Ungoliant. However, upon understanding Melkor's true purpose of destroying the Two Trees of Valinor, a great fear overcame her as she was unwilling to risk the power of the Valar and come out of hiding. It was only when Melkor had personally vowed to use both of his hands to satisfy her lust with whatever she demanded, that Ungoliant agreed to aid him.[1]

Upon shrouding both herself and Melkor in a cloak of Unlight, she spun her webs as she slowly climbed upwards until they reached the summit of Hyarmentir, overlooking Valinor. She then created a ladder of woven ropes, which Melkor used to climb up the mountain to enter Valinor.[1]

It was during a high feast when Ungoliant and Melkor came upon the Ezellohar. Ungoliant cast her Unlight against the roots of the Two Trees as while Melkor came onto the mound, slaying the Two Trees with his black spear. The sap of the Two Trees poured like blood upon Ezellohar where Ungoliant sucked it up. After which, she drained each tree from their wounds, withering them. Yet the thirst of Ungoliant was not satisfied and she drained the Wells of Varda as well, belching black vapours as she drank, growing to a vast and hideous shape which terrified Melkor.[1]

After this terrible act, Ungoliant and Melkor fled Aman through Araman and Oiomúrë, eventually crossing over the Helcaraxë to escape justice at the hands of the Valar.[2]

The Killing of the Trees by John Howe.

Upon arriving in Middle-earth, Ungoliant perceived that Melkor was hoping to escape from her to the ruins of Angband. As a consequence, she forced Melkor to halt in his tracks, and demanded that he fulfill his vow to satisfy her hunger with both of his hands. Inevitably, the Dark Lord indeed surrendered to her the many gems that the Noldor had at Formenos.[2] However, as Ungoliant devoured them and grew larger and darker, she noticed that Melkor was only using his left hand to feed her. When she demanded that he open his right hand, Melkor refused, claiming that he named the objects in his right hand onto himself, and that he no longer needed her aid.[2]

As a consequence, Ungoliant moved against Melkor, overpowering him and wrapping him in a "web of clinging throngs" in an effort to strangle him. The attempt on his own life caused Melkor to release an echoing cry of desperation through the mountains. The cry was so great and dreadful that the very land it was uttered in became known as Lammoth ever after. Unfortunately for Ungoliant, Melkor's cry of desperation had been heard by the Balrogs beneath Angband. As tempests of fire, the Balrogs came swiftly to Lammoth to save the return of their lord. The webs of Ungoliant were smote asunder by their whips of flame, and she fled in fear from them, covering herself with the black vapours which she belched.[2]

Upon fleeing south from Lammoth, Ungoliant came to Beleriand.[2] Under a "terror of darkness", she tried to enter the Forest of Neldoreth in the realm of Thingol, but was thwarted by the power of the Maia Melian. Yet she made a dwelling in the mountains south of Dorthonion, and no Elf went there, naming those mountains the Ered Gorgoroth.[3] There, Ungoliant met, mated, and eventually devoured the "other foul creatures of spider form" whom had dwelt there since Angband was first delved. She had many offspring with them, including Shelob, before she eventually departed from that place.[2]

Ungoliant eventually went into the forgotten south of the world shortly before the rising of the Sun, where she would disappear from history.[2]


While the fate of Ungoliant is not told in any tale, some have said that she eventually let her ever growing hunger overcome her and, "in her uttermost famine", devoured herself at last.[2]

The offspring that Ungoliant had beneath Ered Gorgoroth eventually spread throughout the dark valley, giving it a reputation as a place of horror, as well as the name of Nan Dungortheb.[2]

At an unknown time after the Darkening of Valinor, a Vanyarin Elf named Elemmírë wrote the Aldudénië, which told of the role of Ungoliant's Unlight in the death of the Two Trees.[1]


The name is pronounced [uŋˈɡoljant]. In the form Ungoliant the name is technically Sindarin, but is a direct loan from Quenya Ungweliantë (ungwë + liantë: "dark spider"; pron. [uŋʷˌɡʷeliˈante]); the strictly Sindarin form being Delduthling "Horror Night Spider".


fl. Y.T. 1495
Other foul creatures of spider form
Spiders of Nan Dungortheb
fl. T.A. 3019
Miserable mates
Lesser broods

Other versions of the legendarium

Ungoliant's name was changed at various points in the legendarium's development, being called Gwerlum and Ungoliante at various points.

In The Book of Lost Tales, Ungoliant's history is even more mysterious than what is implied in the published edition of The Silmarillion. Here, even the Valar did not know of her origins, and she was portrayed as a primeval spirit of night, and believed to be a creature bred of the darkness of the Void.

Also, Melkor and his companions encounter Ungoliant in her lair (here, known as Arvalin) by coincidence while fleeing from the Valar.

Melkor and Ungoliant are shown to be on much friendlier terms with each other than what is shown in later versions of The Silmarillion, as Melkor willingly offers the jewels that were stolen from the Elves, apart from the Silmarils (the Theft of the Silmarils occurring before the Darkening of Valinor, in this version).

She is wounded after the poisoning of the Golden Tree by a lone Elf named Daurin, whose sword is poisoned by her blood. While Ungoliant is recovering from her wound, Melkor kills Daurin and uses his sword to mortally wound the Silver Tree. After the Darkening of Valinor, instead of fleeing with Melkor, Ungoliant immediately flees southwards towards her lair, and successfully eludes the Valar.

In an early sketch of the voyages of Eärendel in the Lost Tales, Tolkien considered to have Eärendel meet her (as Wirilomë) in his travels. In outline C the encounter is placed on a the western voyage which Christopher Tolkien found surprising.[4] In the first sketch of the Silmarillion (1926) intended to "reboot" the legendarium, Earendel slew Ungoliant.[5]

In the Later Silmarillion, as documented in Morgoth's Ring and War of the Jewels, Ungoliant is shown to fear her master, and hides desperately from Melkor when she first sees him approaching her lair. She initially refuses to emerge, believing that Melkor planed to murder her for deserting him, until he threatens to bury her within her lair, whilst enticing her with an assortment of gems he had stolen from the Noldor. She accepts his offer, and regains the strength needed to destroy the Two Trees, which she does alone while Melkor brings ruin elsewhere in Aman. Here she likewise drank dry the Wells of Varda and grew massive in power and hideous in form, and even Melkor was aghast to see her. Though he had planned to forsake his servant, she is able to find him and the two escape, her darkness setting the pursuing Valar into confusion and dismay. It is unclear in this version of events if Ungoliant ever turned on Melkor herself.[6]

In the Fall of Gondolin, it is stated that Ungoliant devours herself in hunger after she goes south in the First Age.

Portrayal in adaptations

Ungoliant has not appeared in any adaptation of Middle earth works so far, and is mentioned only in the following adaptations:

2012: The Hobbit: An Unexpected Journey:

While discussing the darkness that has fallen over Mirkwood, Radagast describes the spiders there as "some kind of spawn of Ungoliant".

2014: Middle-earth: Shadow of Mordor:

Ungoliant is mentioned twice: The first time is in a memory attached to the "Crushed Ungol Egg" artifact, during which Sauron's servant addresses Shelob as the "last daughter of Ungoliant". She is mentioned again when Talion and the Wraith discuss the Ungol spiders that infest Mordor.