Now, after these things happened, Pistis came and appeared over the matter of chaos, which was cast off like an aborted fetus, since there was no spirit in it. For all of that is a boundless darkness and water of unfathomable depth. And when Pistis saw what came into being from her deficiency, she was disturbed. And the disturbance appeared as something frightful, and it fled to her in the chaos. She turned to it and breathed into its face in the abyss, which is beneath all of the heavens. Now, when Pistis Sophia wanted to cause the thing that had no spirit to be formed into a likeness and rule over matter and over all its powers, a ruler first appeared out of the waters, lionlike in appearance, androgynous, with great authority within himself but ignorant of whence he came into being. When Pistis Sophia saw him moving in the depth of the waters, she said to him, “Youth, pass over here,” which is interpreted as “Yaldabaoth.” Since that day, the first principle of the word that referred to the gods and angels and people has appeared. And the gods and angels and people constitute that which came into being by means of the word. Moreover, the ruler Yaldabaoth is ignorant of the power of Pistis. He did not see her face, but he saw in the water the likeness that spoke with him. And from that voice he called himself Yaldabaoth. But the perfect ones call him Ariael because he was like a lion. And after he came to possess authority over matter, Pistis Sophia withdrew up to her light.

Their chief is blind. Because of his power and his ignorance and his arrogance he said, with his power, “I am god; there is no other but me.” When he said this, he sinned against all. This speech rose up to incorruptibility. Then there was a voice that came forth from incorruptibility, saying, “You are wrong, Samael,” that is, god of the blind. His thoughts became blind. And having expelled his power—that is, the blasphemy he had spoken—he pursued it down to chaos and the abyss, his mother, at the instigation of Pistis Sophia. She established each of his offspring in conformity with its power, after the pattern of the realms that are above, for by starting from the invisible world the visible world was invented. As incorruptibility looked down into the region of the waters, her image appeared in the waters, and the authorities of the darkness became enamored of her. But they could not lay hold of that image which had appeared to them in the waters, because of their weakness, since beings that merely have soul cannot lay hold of those that have spirit. For they were from below, while it was from above.

Now, as for that angel, I cannot speak of his power. His appearance is like fine gold and his raiment is like snow. No, truly, my mouth cannot bear to speak of his power and the appearance of his face. But I said, “Sir, teach me about these authorities. How did they come into being? By what genesis, and out of what material, and who created them and their power?” The great angel Eleleth, understanding, spoke to me: “Incorruptibility inhabits limitless realms. Sophia, who is called Pistis,wanted to create something, alone, without her partner, and what she created was celestial. “A veil exists between the world above and the realms below, and shadow came into being beneath the veil. That shadow became matter, and that shadow was projected apart. And what she had created came to be in matter, like an aborted fetus. It assumed a shape molded out of shadow, and became an arrogant beast resembling a lion. It was androgynous, as I have already said, because it derived from matter. “Opening his eyes he saw a vast quantity of endless matter, and he turned arrogant, saying, ‘I am god, and there is no one but me.’ “When he said this, he sinned against all. And a voice came from above the realm of absolute power, saying, ‘You are wrong, Samael,’ that is, god of the blind. “And he said, ‘If any other thing exists before me, let it become visible to me!’ Immediately Sophia pointed her finger and introduced light into matter, and she pursued it down to the region of chaos. And she returned up to her light. Once again darkness returned to matter. “This ruler, by being androgynous, made himself a vast realm, an endless precinct. And he contemplated creating offspring for himself, and created seven offspring, androgynous like their parent. “And he said to his offspring, ‘I am the god of all.’ “Zoe the daughter of Pistis Sophia shouted, saying to him, ‘You are wrong, Sakla’ (for which the alternate name is Yaldabaoth). She breathed into his face, and her breath became a fiery angel for her; and that angel bound Yaldabaoth and cast him down into Tartaros, at the bottom of the abyss. “Now, when his offspring Sabaoth saw the strength of that angel, he repented and condemned his father and his mother matter. “He loathed her, but he sang songs of praise up to Sophia and her daughter Zoe. And Sophia and Zoe found him and put him in charge of the seventh heaven, below the veil between above and below. And he is called ‘god of the forces, Sabaoth,’ since he is up above the forces of chaos, for Sophia placed him there. “Now, when these events had come to pass, he made himself a huge four-faced chariot of cherubim and harps and lyres and an infinity of angels to act as ministers. “Sophia took her daughter Zoe and had her sit at his right to teach him about the things that exist in the eighth heaven, and the angel of wrath she placed at his left. Since that day, his right has been called life, and the left has signified the unrighteousness of the realm of absolute power above. It was before your time that they came into being. “Now, when Yaldabaoth saw him in this great splendor and at this height, he envied him, and the envy became something androgynous, and this was the origin of envy. And envy engendered death, and death engendered his offspring and gave each of them charge of its heaven. All the heavens of chaos became full of their multitudes. “But it was by the will of the father of all that they all came into being, after the pattern of all the things above, so that the sum of chaos might be attained.

Since that day, the heaven has been consolidated along with its earth by means of Sophia, the daughter of Yaldabaoth, who is beneath them all. After the heavens and their powers and all of their government set themselves aright, the chief creator exalted himself and was glorified by the whole army of angels. And all the gods and their angels gave him praise and glory. And he rejoiced in his heart, and he boasted continually, saying to them, “I do not need anything. I am god and there is no other god but me.” But when he said these things, he sinned against all of the immortal imperishable ones, and they kept their eyes on him. Moreover, when Pistis saw the impiety of the chief ruler, she was angry. Without being seen, she said, “You’re wrong, Samael,” that is, “blind god.” “An enlightened, immortal human exists before you and will appear within your fashioned bodies. The human will trample upon you as potter’s clay is trampled. And you will go with those who are yours down to your mother, the abyss. For in the consummation of your works, all of the deficiency that appeared in the truth will be dissolved. It will cease, and it will be like something that never existed.” After Pistis said these things, she revealed the likeness of her greatness in the waters. And so she withdrew up to her light.

After the nature of the immortals was completed out of the infinite one, then a likeness called Sophia flowed out of Pistis, with the wish that something should come into being like the light that first existed. Immediately her wish appeared as a heavenly likeness with an incomprehensible greatness. This came between the immortals and those who came into being after them, like what is above. It was a veil separating people from the things above. Now, the eternal realm of truth has no shadow within it because the immeasurable light is everywhere within it. Outside it, however, is a shadow, and it was called darkness. From it appeared a power over the darkness. And the powers that came into being afterward called the shadow the limitless chaos. From it every kind of deity was brought forth, one after another, along with the whole place. Consequently, the shadow too is subsequent to what was in the beginning. The shadow appeared in the abyss, which is derived from Pistis, whom we have mentioned. The shadow perceived that there was one stronger than it. It was jealous, and when it became self-impregnated, it immediately bore envy. Since that day the principle of envy has appeared in all of the aeons and their worlds. But envy was found to be an aborted fetus without any spirit in it. It became like the shadows in a great watery substance. Then the bitter wrath that came into being from the shadow was cast into a region of chaos. Since that day a watery substance has appeared. What was enclosed in the shadow flowed forth, appearing in chaos. Just as all the useless afterbirth of one who bears a little child falls, likewise the matter that came into being from the shadow was cast aside. Matter did not come out of chaos, but it was in chaos, existing in a part of it.

When Sabaoth, the son of Yaldabaoth, heard the voice of Pistis, he worshiped her. He condemned his father and mother on account of the word of Pistis. He glorified her because she informed them of an immortal human and the light of the human. Then Pistis Sophia stretched forth her finger and poured upon him light from her light for a condemnation of his father. When Sabaoth received light, he received great authority against all of the powers of chaos. Since that day he has been called “the lord of the powers.” He hated his father, the darkness, and his mother, the abyss. He loathed his sister, the thought of the chief creator, the one who moves to and fro over the water. On account of his light, all of the authorities of chaos were jealous of him. And when they were disturbed, they made a great war in the seven heavens. Then when Pistis Sophia saw the war, she sent seven archangels from her light to Sabaoth. They snatched him away up to the seventh heaven. They took their stand before him as servants. Furthermore, she sent him three other archangels and established the kingdom for him above everyone so that he might dwell above the twelve gods of chaos. When Sabaoth received the place of rest because of his repentance, Pistis also gave him her daughter, Zoe, with great authority, so that she might inform him about everything that exists in the eighth heaven. And since he had authority, he first created a dwelling place for himself. It is huge, magnificent, seven times as great as all those that exist in the seven heavens. Then in front of his dwelling place he created a great throne on a chariot with four faces, called cherubim. And the cherubim throne has eight shapes on each side of the four corners—forms of lions and bulls and humans and eagles—so that all of the forms total sixty-four forms. And seven archangels stand before him. He is the eighth, having authority. All of the forms total seventy-two. For from this chariot the seventy-two gods took shape; they took shape so that they might rule over the seventy-two languages of the nations. And by that throne he created other dragon-shaped angels called seraphim, who glorify him continually.

Now, Sophia, who is the wisdom of afterthought and who constitutes an eternal realm, conceived of a thought from herself, with the conception of the invisible spirit and foreknowledge. She wanted to bring forth something like herself, without the consent of the spirit, who had not given approval, without her partner and without his consideration. The male did not give approval. She did not find her partner, and she considered this without the spirit’s consent and without the knowledge of her partner. Nonetheless, she gave birth. And because of the invincible power within her, her thought was not an idle thought. Something came out of her that was imperfect and different in appearance from her, for she had produced it without her partner. It did not resemble its mother and was misshapen. When Sophia saw what her desire had produced, it changed into the figure of a snake with the face of a lion. Its eyes were like flashing bolts of lightning. She cast it away from her, outside that realm so that none of the immortals would see it. She had produced it ignorantly. She surrounded it with a bright cloud and put a throne in the middle of the cloud so that no one would see it except the holy spirit, who is called the mother of the living. She named her offspring Yaldabaoth.