A number of years passed. Indra's teacher Brihaspati thought of finding a way out for Indra's troubles. He went with the gods to Brahma, who went to Vishnu, A way was found out of it. The sea of milk was to be churned. It was a very difficult job. Therefore the friendship of the demons and get their assistance was required. Mandara Mountain was a churning rod and Vasuki, the king of the serpents, as a rope.
When the sea will be churned ambrosia will be produced. The gods must drink it and become immortal. It will then be possible for gods to defeat the demons. When the sea is churned, Lakshmi who has disappeared will appear again. Her grace will be bestowed.The clever Brihaspati managed to strike a friendship with the demons who agreed in the hope of getting ambrosia and wealth. After initial difficulties posed by the sinking of mount Mandara into the milky sea which was set right by Lord Vishnu who took the form of a tortoise and hoisted it on his back, the churning started.
First, Kalakuta, a dreadful poison was produced which Lord Shiva drank much to the relief of the gods and demons. Due to Vishnu's continued encouragement, gods and demons continued churning the sea. Then a horse by name Uchaishravas, Kalpavriksha had the power to grant what is wished, and Kamdhenu and other celestial articles took shape. When the sea continued to be churned the Apsara were born.