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Bk II:466-495 Callisto turned into a bear.
The great Thunderer's wife had known about all this for a long time and had held back her severe punishment until the proper time. Now there was no reason to wait. The girl had given birth to a boy, Arcas, and that in itself enraged Juno. When she turned her angry eyes and mind to thought of him she cried out, "Nothing more was needed, you adulteress, than your fertility, and your marking the insult to me by giving birth, making public my Jupiter's crime. You'll not carry this off safely. Now, insolent girl, I will take that shape away from you, that pleased you and my husband so much!" At this she clutched her in front by the hair of her forehead and pulled her face forwards onto the ground. Callisto stretched out her arms for mercy: those arms began to bristle with coarse black hairs: her hands arched over and changed into curved claws to serve as feet: and her face, that Jupiter had once praised, was disfigured by gaping jaws: and so that her prayers and words of entreaty might not attract him her power of speech was taken from her. An angry, threatening growl, harsh and terrifying, came from her throat. Still her former feelings remained intact though she was now a bear. She showed her misery in continual groaning, raising such hands as she had left to the starry sky, feeling, though she could not speak it, Jupiter's indifference. Ah, how often she wandered near the house and fields that had once been her home, not daring to sleep in the lonely woods! Ah, how often she was driven among the rocks by the baying hounds, and the huntress fled in fear from the hunters! Often she hid at the sight of wild beasts forgetting what she was, and though a bear she shuddered at the sight of other bears on the mountains and feared the wolves though her father Lycaon ran with them.
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