Soon as those festivities came to an end, the brothers Sunda and Upasunda, desirous of the Sovereignty of the three worlds, took counsel and commanded their forces to be arranged. Obtaining the assent of their friends and relatives, of the elders of the Daitya race and of their ministers of state, and performing the preliminary rites of departure, the brothers set out with a large Daitya force clad in mail and armed with maces and axes and lances and clubs. Furious in war, the Daitya brothers, capable of going everywhere at will, ascended the skies and went to the region of the celestials. The celestials knowing they were coming and acquainted also with the boons granted unto them by the Supreme Deity left heaven and sought refuge in the region of Brahma.
Endued with fierce prowess, and INCAPABLE OF BEING SLAIN/DESTROYED, the Daitya heroes soon subjugated the region of Indra, and vanquishing the diverse tribes of Yakshas and Rakshasas and every creature ranging the skies, came away. Those mighty warriors next subjugated the Nagas of the nether region, and then the inmates of the ocean and then all the tribes of the Mlechchhas. Desirous next of subjugating the whole earth, those heroes of irresistible sway, summoning their soldiers, issued these cruel commands,
“The sages on earth with their libations and other food offered at grand sacrifices, increase the energy and strength of the Gods, as also their prosperity. Engaged in such acts, they are the enemies of the Asuras. All of us, therefore, mustering together should completely slaughter them off the face of the earth!”
Ordering their soldiers thus, they marched on entertaining such a cruel resolution. Having reach earth, the Asura brothers and the army set out in all directions. Those that were performing sacrifices and the Brahmanas that were assisting at those sacrifices, were instantly killed, whilst their soldiers threw into the water the sacrificial fires, extinguishing them. The rishis/munis/ascetics hurled many curses at the Asura brothers but were rendered abortive by the boons granted (by Brahma). When the Brahmanas saw that their curses produced not the slightest effect like shafts shot at stones they fled in all directions, forsaking their rites and vows. Even those Rishis on earth that were crowned with ascetic success, and had their passions under complete control and were wholly engrossed in meditation of the Deity, from fear of the Asura brothers, fled like snakes at the approach of an eagle.
The sacred asylums were all trodden down and broken. The sacrificial jars and vessels being broken, their (sacred) contents were scattered over the ground. The brothers continued to hunt the hidden ascetics and killing them at will upon finding them. Sacrifice and study ceased, as the good kings and Brahmanas were exterminated. The earth became utterly destitute of sacrifices and festivals. Bereft of the good and the holy, crime and untruth reigned, the Earth became listless, rains disappeared and desert-like conditions started forming everywhere.
The Sun and the Moon, the Planets and Stars, and Constellations, and the other dwellers in the firmament, witnessing these acts of Sunda and Upasunda, grieved deeply. Subjugating all the points of heaven by means of such cruel acts, the Asura brothers took up their abode in Kurukshetra, without a single rival.
Alarmed by the state of events, the celestial, rishins/ascetics and all the high-souled people possessing the attributes of tranquillity and self-restraint, went to the abode of the Grandsire. All of them prayed to the mighty Lord, represented unto him all the acts of Sunda and Upasunda, and begged him to find a way to end the reign of terror. The Grandsire, hearing everything they said, reflected for a moment and settled in his mind what he should do.
Resolving to compass the destruction of the Asura brothers, he summoned Viswakarma (the celestial architect). Seeing Viswakarma before him, the Grandsire possessed of supreme ascetic merit commanded him, saying,
“Create thou a damsel capable of captivating all hearts.”
Bowing down unto the Grandsire and receiving his command with reverence, the great artificer of the universe created a celestial maiden with careful attention. Viswakarma first collected all best of the best features from all the objects in the universe – living and non-living – the amount of one til (seasame seed) from each. He manifested these qualities and features into the body of the damsel he created. Indeed, the celestial maiden that he created was almost a mass of gems. And created with great care by Viswakarma, the damsel, in beauty, became unrivalled among the women of the three worlds. There was not even a minute part of her body which by its wealth of beauty could not attract the gaze of beholders.
And like unto the embodied Sri herself, that damsel of extraordinary beauty captivated the eyes and hearts of every creature. And because she had been created with portions of every gem taken in minute measures, the Grandsire bestowed upon her the name of Tilottama (“Til” is the Sanskrit word for sesame seed or a bit and “uttama” means better or higher). And as soon as he started it into life, the damsel bowed to Brahma and with joined palms said,
“Lord of every created thing, what task am I to accomplish and what have I been created for?”
The Grandsire answered, “Go, O Tilottama, unto the Asuras, Sunda and Upasunda. O amiable one, tempt them with thy captivating beauty. And, O damsel, conduct thyself there in such a way that the Asura brothers may, in consequence of the wealth of thy beauty, quarrel with each other as soon as they cast their eyes upon thee.”