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Ungoledain (Sindarin for Spider-men) can be found in Ered Mithrin (in the Thornholt and at Kêr Bréin), in the Vales of Anduin (at Côs Braen and around Rhosgobel before they are driven away), and in the Morgul Vale (at and around Cadar Skûs).


The Ungoledain (sing. Ungoladan), or spider-men, are not unlike the Gauredain (wolf-men) or the Beornings. They are skin-changers, able to take the form of a spider. The Wizard Radagast once admitted that the skin-changing ability they possess originally came from him. The Beornings were the ones to whom the gift was originally given, but eventually one was captured and tortured until the secret was revealed, and thus did the Ungoledain and Gauredain come into being- and though the Ungoledain still change shape, the modern Gauredain have not been observed to do so.

Several Ungoledain villages are under the leadership of matrons such as Mengris Tásakh and Bratha Tasakh.

After the fall of Sauron, when Shelob began calling her scattered children to her, the Ungoledain also heard the call and followed. Some Ungoledain, like Mengris Tásakh and Felgúr, had their skin-changing taken away by Radagast and no longer heard Shelob's call.