Callisto was the daughter of Lycaon (Λυκάων), the early king of Arcadia. One writer claimed she was the daughter of Nycteus (Νυκεύς), or of Ceteus, but normally it was Lycaon who was named as her father.

Callisto was a companion of Artemis, and wanted to remain a virgin like her goddess. At that time, Callisto was Artemis' favorite companion and huntress.

However, Zeus saw and fell in love with the goddess. Despite her wish to remain a virgin, Zeus ravished her. Callisto could not fight off the mighty god. It was usually said that Zeus had assumed the form of the goddess Artemis (or sometimes in the form of Apollo, Artemis' brother), in the hope of hiding his infidelity from his jealous consort, Hera, when he raped the maiden Callisto. So Callisto fell pregnant.

There are many versions of what had happened after Zeus had seduced Callisto. The Roman writer named Ovid had given the fullest and most coherent account.

Callisto was distraught of what had happened to her. At first she tried to avoid her goddess and her companions. Later, she rejoined Artemis, and had managed to hide her condition for almost nine months.

One day, while out hunting, Artemis decided to bathe in the brook at the grove. Artemis invited all her companions to join her in the gentle stream. Reluctantly, Callisto removed her tunic, revealing her pregnancy. Artemis outraged at the sight, ordered the innocent huntress to leave. Callisto fled from her goddess. In the forest, she gave birth to a son, who was named Arcas (Ἀρκάς).

Hera knew that Callisto was carrying Zeus' unborn child, decided to punish the poor huntress by transforming her into a bear.

Fifteen years later, Arcas had grown to become a great hunter like his mother. Arcas was hunting in the forest with his companions when he had encountered the bear. Callisto immediately recognized her son, but Arcas did not recognize her mother in the form in the bear. At first, Arcas was frightened by the bear, as well as puzzled over the bear's strange behavior. When Callisto approached her son with intention of embracing him, Arcas thought the bear was about to attack him. Arcas would have killed his mother with his spear, when it dawned on her that he didn't recognize her in this form. Callisto fled from her son.

Arcas and his companions immediately set out on the chase for the unfortunate bear. Arcas managed to trap the bear and would have hurled his javelin at his mother, had Zeus not intervened. Zeus deflected the deadly spear. The god send a whirlwind that spirited the mother and son into the heaven, where Zeus placed them in the night sky as the constellations of the "Great Bear" (Arctos in Greek; the modern name is Ursa Major) and the "Bear-warden" (Arctophylax in Greek; the modern name is Boötes (Wagon-driver)).

This had greatly offended Hera, because her husband had given her rival and his offspring such high honor. Hera went to the Titans Oceanus and Tethys, her foster-parents, asking that the constellations shall never bathe in Oceanus' water. Oceanus agreed. So the constellation of the Great Bear never set with the other stars.

According to Hesiod in The Astronomy, Artemis discovered Callisto while they bathed together, in very much the same way as the tale was told by Ovid. Here, it was Artemis who had turned Callisto into a bear, when she saw the huntress was pregnant. Callisto had given birth to Arcas while still in the form of a bear. A goatherd found the infant, and gave Arcas to Lycaon, Callisto's father. Like in Ovid's version, Arcas was out bear hunting, which he had unknowingly pursued his mother. Before he could kill his mother, Zeus rescued her and placed her in the sky as the stars.

Also according to Apollodorus, it was Zeus who had turned Callisto into a bear, in order to hide his infidelity from his wife Hera. Hera had persuaded Artemis to shoot down Callisto, or Artemis had killed Callisto, because the unfortunate maiden had failed to keep her virginity. Callisto was killed, shortly after she gave birth to Arcas. The nymph Maia raised Zeus' son; it was Maia who named the son of Callisto as Arcas. Maia was the daughter of Atlas and mother of the messenger god Hermes. Zeus placed Callisto in the heaven as the constellation of the Great Bear.

As for Arcas, his fate was different. His grandfather Lycaon wanted to test the omniscience of the god, when Zeus came to visit the king in Lycaeum. Lycaon murdered Arcas and had tried to serve the boy's flesh to Zeus. Zeus punished Lycaon by turning king into a wolf. Zeus placed his son Arcas in the sky near his mother (Great Bear), as the constellation called Bear-warden (Boötes). According to Apollodorus, Arcas became king of Arcadia, a region that was named after him. He married Leaneira, the daughter of Amyclas, and had two sons: Elatus and Apheidas.

Ovid's version of the tale was slightly different about Lycaon to Hesiod. It was not Arcas, whom he killed, but some unnamed hostage of Lycaon (in Apollodorus' version, it was Lycaon's equally impious fifty sons who had killed some unknown child). When the impious king served human flesh before Zeus, the god used his thunderbolts to destroy Lycaon's home (and killed in all of Lycaon's sons (except the youngest Nyctimus) in Apollodorus' version). Lycaon fled to the woods nearby, where Zeus changed him into a wolf.

From several different sources (including Ovid's), it was said that Zeus had brought the great flood to destroy mankind, because of Lycaon's crime.

Hyginus give several different versions of who had transformed Callisto. Hyginus give the same detail as from Hesiod and Ovid, of how Artemis found out about Callisto's pregnancy, while bathing. As I said earlier, Ovid say that Artemis had only banished Callisto from her sight, while Hesiod say that it was Artemis who had transformed Callisto into a bear.

Hyginus then claimed that he had another source that added a slight twist to Hesiod's version. When they were bathing, Artemis questioned her huntress how she became pregnant. Since Zeus had raped her while he was in the form of Artemis, Callisto blamed the goddess for her condition. Callisto's reply and accusation angered and humiliated Artemis, so the goddess transformed the girl into a bear. Again it was Zeus who placed mother and son in the heaven as constellations.

In still another version, Hygninus say that it was Hera had turned her into a bear, and Artemis who had unwittingly killed Callisto. When Artemis recognized whom she had killed, it was Artemis who had put her in heaven as stars.

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