1. These three kinds of existence, then, having, according to them, been now formed,—one from the passion, which was matter; a second from the conversion, which was animal; and the third, that which she (Achamoth) herself brought forth, which was spiritual,—she next addressed herself to the task of giving these form. But she could not succeed in doing this as respected the spiritual existence, because it was of the same nature with herself. She therefore applied herself to give form to the animal substance which had proceeded from her own conversion, and to bring forth to light the instructions of the Saviour. ^[2726] And they say she first formed out of animal substance him who is Father and King of all things, both of these which are of the same nature with himself, that is, animal substances, which they also call right-handed, and those which sprang from the passion, and from matter, which they call left-handed. For they affirm that he formed all the things which came into existence after him, being secretly impelled thereto by his mother. From this circumstance they style him Metropator, ^[2727] Apator, Demiurge, and Father, saying that he is Father of the substances on the right hand, that is, of the animal, but Demiurge of those on the left, that is, of the material, while he is at the same time the king of all. For they say that this Enthymesis, desirous of making all things to the honour of the Æons, formed images of them, or rather that the Saviour ^[2728] did so through her instrumentality. And she, in the image ^[2729] of the invisible Father, kept herself concealed from the Demiurge. But he was in the image of the only-begotten Son, and the angels and archangels created by him were in the image of the rest of the Æons.

2. They affirm, therefore, that he was constituted the Father and God of everything outside of the Pleroma, being the creator of all animal and material substances. For he it was that discriminated these two kinds of existence hitherto confused, and made corporeal from incorporeal substances, fashioned things heavenly and earthly, and became the Framer (Demiurge) of things material and animal, of those on the right and those on the left, of the light and of the heavy, and of those tending upwards as well as of those tending downwards. He created also seven heavens, above which they say that he, the Demiurge, exists. And on this account they term him Hebdomas, and his mother Achamoth Ogdoads, preserving the number of the first-begotten and primary Ogdoad as the Pleroma. They affirm, moreover, that these seven heavens are intelligent, and speak of them as being angels, while they refer to the Demiurge himself as being an angel bearing a likeness to God; and in the same strain, they declare that Paradise, situated above the third heaven, is a fourth angel possessed of power, from whom Adam derived certain qualities while he conversed with him.

3. They go on to say that the Demiurge imagined that he created all these things of himself, while he in reality made them in conjunction with the productive power of Achamoth. He formed the heavens, yet was ignorant of the heavens; he fashioned man, yet knew not man; he brought to light the earth, yet had no acquaintance with the earth; and, in like manner, they declare that he was ignorant of the forms of all that he made, and knew not even of the existence of his own mother, but imagined that he himself was all things. They further affirm that his mother originated this opinion in his mind, because she desired to bring him forth possessed of such a character that he should be the head and source of his own essence, and the absolute ruler over every kind of operation [that was afterwards attempted]. This mother they also call Ogdoad, Sophia, Terra, Jerusalem, Holy Spirit, and, with a masculine reference, Lord. ^[2730] Her place of habitation is an intermediate one, above the Demiurge indeed, but below and outside of the Pleroma, even to the end. ^[2731]

4. As, then, they represent all material substance to be formed from three passions, viz., fear, grief, and perplexity, the account they give is as follows: Animal substances originated from fear and from conversion; the Demiurge they also describe as owing his origin to conversion; but the existence of all the other animal substances they ascribe to fear, such as the souls of irrational animals, and of wild beasts, and men. And on this account, he (the Demiurge), being incapable of recognising any spiritual essences, imagined himself to be God alone, and declared through the prophets, "I am God, and besides me there is none else." ^[2732] They further teach that the spirits of wickedness derived their origin from grief. Hence the devil, whom they also call Cosmocrator (the ruler of the world), and the demons, and the angels, and every wicked spiritual being that exists, found the source of their existence. They represent the Demiurge as being the son of that mother of theirs (Achamoth), and Cosmocrator as the creature of the Demiurge. Cosmocrator has knowledge of what is above himself, because he is a spirit of wickedness; but the Demiurge is ignorant of such things, inasmuch as he is merely animal. Their mother dwells in that place which is above the heavens, that is, in the intermediate abode; the Demiurge in the heavenly place, that is, in the hebdomad; but the Cosmocrator in this our world. The corporeal elements of the world, again, sprang, as we before remarked, from bewilderment and perplexity, as from a more ignoble source. Thus the earth arose from her state of stupor; water from the agitation caused by her fear; air from the consolidation of her grief; while fire, producing death and corruption, was inherent in all these elements, even as they teach that ignorance also lay concealed in these three passions.

5. Having thus formed the world, he (the Demiurge) also created the earthy [part of] man, not taking him from this dry earth, but from an invisible substance consisting of fusible and fluid matter, and then afterwards, as they define the process, breathed into him the animal part of his nature. It was this latter which was created after his image and likeness. The material part, indeed, was very near to God, so far as the image went, but not of the same substance with him. The animal, on the other hand, was so in respect to likeness; and hence his substance was called the spirit of life, because it took its rise from a spiritual outflowing. After all this, he was, they say, enveloped all round with a covering of skin; and by this they mean the outward sensitive flesh.

6. But they further affirm that the Demiurge himself was ignorant of that offspring of his mother Achamoth, which she brought forth as a consequence of her contemplation of those angels who waited on the Saviour, and which was, like herself, of a spiritual nature. She took advantage of this ignorance to deposit it (her production) in him without his knowledge, in order that, being by his instrumentality infused into that animal soul proceeding from himself, and being thus carried as in a womb in this material body, while it gradually increased in strength, might in course of time become fitted for the reception of perfect rationality. ^[2733] Thus it came to pass, then, according to them, that, without any knowledge on the part of the Demiurge, the man formed by his inspiration was at the same time, through an unspeakable providence, rendered a spiritual man by the simultaneous inspiration received from Sophia. For, as he was ignorant of his mother, so neither did he recognise her offspring. This [offspring] they also declare to be the Ecclesia, an emblem of the Ecclesia which is above. This, then, is the kind of man whom they conceive of: he has his animal soul from the Demiurge, his body from the earth, his fleshy part from matter, and his spiritual man from the mother Achamoth.