The First Battle of Lincoln, 1141

1141 Battle of Lincoln from Historia Anglorum

I have written previously about the 1217 Battle of Lincoln, but did you know that was the Second Battle of Lincoln? The First Battle of Lincoln occurred during the period known as The Anarchy, the conflict for the throne fought between King Stephen and Empress Matilda.

Early in 1141, news reached King Stephen that Ranulf de Gernons, the disgruntled Earl of Chester, had captured Lincoln Castle. Disappointed in his aspirations to Carlisle and Cumberland after they were given to Prince Henry of Scotland, Ranulf had turned his sights on Lincoln Castle, which had once been held by his mother, Lucy of Bolingbroke, Countess of Chester. Countess Lucy had died around 1138, leaving her Lincolnshire lands to her son by her second marriage, William de Roumare, Ranulf’s half-brother. Her lands elsewhere had been left to Ranulf de Gernons, who was the son of her third marriage, to Ranulf le Meschin, Earl of Chester.

It seems that in late 1140 Ranulf and his brother had contrived to gain possession of Lincoln Castle by subterfuge. As the story goes, the two brothers waited until the castle garrison had gone hunting before sending their wives to visit the castellan’s wife.  A short while after, Earl Ranulf appeared at the castle gates, wearing no armour and with only three attendants, supposedly to collect his wife and sister-in-law. Once allowed inside, he and his men overpowered the small number of men-at-arms left to guard the castle and opened the gates to his brother. The half-brothers took control of the castle and, with it, the city of Lincoln.

The citizens of Lincoln appealed to the king, who had promptly arrived outside the castle walls by 6 January 1141 and began his siege. Earl Ranulf somehow escaped from the castle and returned to his lands in Chester in order to raise more troops. He also took the opportunity to appeal to his father-in-law for aid. Ranulf’s father-in-law was, Robert, Earl of Gloucester, the illegitimate son of Henry I and brother of Empress Matilda. A very capable soldier, Earl Robert commanded Matilda’s military forces and his daughter, Maud of Gloucester – Ranulf’s wife – was still trapped inside Lincoln Castle. If the need to rescue his daughter was not enough motivation to persuade Robert to intercede at Lincoln, Ranulf also promised to switch his allegiance, and his considerable resources, to Empress Matilda. Robert marched to Lincoln, meeting up with his son-in-law along the way. The earls’ forces arrived on the outskirts of Lincoln on 1 February, crossed the Fossdyke and the River Witham and arrayed for battle.  Their rapid approach caught Stephen unawares. Outnumbered, Stephen was advised to withdraw his forces, until he could muster enough men to make an even fight of it.

King Stephen

Stephen, perhaps remembering the destruction of his father’s reputation after his flight from Antioch, refused to withdraw. He would stand and fight. The next morning, 2 February 1141, before battle was joined, King Stephen attended a solemn mass in the cathedral; according to Henry of Huntingdon, who claimed Bishop Alexander of Lincoln as his patron and may well have been present, the service was replete with ill omens:

‘But when, following custom, he offered a candle fit for a king and was putting it into Bishop Alexander’s hands, it broke into pieces. This was a warning to the king that he would be crushed. In the bishop’s presence, too, the pyx above the altar, which contained the Lord’s Body, fell, its chain having snapped off. This was a sign of the king’s downfall.’

Henry of Huntingdon, The History of the English People 1000-1154

After mass, the king led his forces through Lincoln’s West Gate, deploying them either on the slope leading down to the Fossdyke or possibly at the bottom of the slope, on Carrholme. King Stephen formed his army into three divisions, with mounted troops on each flank and the infantry in the centre. On the right flank were the forces of Waleran de Meulan, William de Warenne, Simon de Senlis, Gilbert of Hertford, Alan of Richmond and Hugh Bigod, Earl of Norfolk. The left was commanded by William of Aumale and William of Ypres, Stephen’s trusted mercenary captain, who led a force of Flemish and Breton troops. The centre comprised the shire levy, which included citizens of Lincoln, and Stephen’s own men-at-arms, fighting on foot around the royal standard.

The opposing army also deployed in three divisions, with ‘the disinherited’, those deprived of their lands by King Stephen, on the left. The infantry, comprising of Earl Ranulf’s Cheshire tenants and other levies, and dismounted knights were in the centre under Earl Ranulf himself. The cavalry, under the command of Earl Robert of Gloucester formed the right flank. The Welsh mercenaries, ‘ill armed but full of spirits’ were arrayed on the wings of the army. Before the battle, Earl Ranulf addressed his father-in-law and fellow barons, saying,

Robert of Gloucester and his wife, Mabel

‘Receive my hearty thanks, most puissant earl, and you, my noble fellow-soldiers, for that you are prepared to risk your lives in testimony of your devotion to me. But since it is through me you are called to encounter this peril, it is fitting that I should myself bear the brunt of it, and be foremost in the attack on this faithless king, who has broken the peace to which he is pledged. While I, therefore, animated by my own valour, and the remembrance of the king’s perfidy, throw myself on the king’s troops … I have a strong presage that we shall put the king’s troops to the rout, trample under foot his nobles, and strike himself with the sword.’

Henry of Huntingdon, The History of the English People 1000-1154

Earl Robert of Gloucester responded to Ranulf and addressed the army:

‘It is fitting that you should have the honour of the first blow, both on account of your high rank and your exceeding valour… The king has inhumanely usurped the crown, faithless to the fealty which he swore to my sister, and by the disorder he has occasioned caused the slaughter of many thousands; and by the example he has set of an illegal distribution of lands, has destroyed the rights of property… There is one thing, however, brave nobles and soldiers all, which I wish to impress on your minds. There is no possibility of retreat over the marches which you which you have just crossed with difficulty. Here, therefore, you must either conquer or die, for there is no hope of safety in flight. The only course that remains is, to open a way to the city with your swords. If my mind conjectures truly, as flee you cannot, by God’s help you will this day triumph… You. Victorious, will see the citizens of Lincoln, who stand in array nearest their walls, give way before the impetuosity of your attack and, with faint hearts, seek the shelter of their houses…

There is Alan of Brittany in arms against us, nay against God himself; a man so execrable, so polluted with every sort of wickedness that his equal in crime cannot be found… Then, we have opposed to us the Earl of Mellent [Meulan], crafty, perfidious; whose heart is naturally imbued with dishonesty, his tongue with fraud, his bearing with cowardice … slow in advance, quick in retreat, the last in fight, the first in flight. Next, we have against Earl Hugh, who not only makes light of his breach of fealty against the empress, but has perjured himself most blatantly a second time; affirming that King Henry conferred the crown on Stephen, and that the king’s daughter abdicated in his favour. Then we have the Earl of Albemarle [Aumale], a man singularly consistent in his wicked courses, prompt to embark in them, incapable of relinquishing them; from whom his wife was compelled to become a fugitive, on account of his intolerable filthiness. The earl also marches against us, who carried off the countess just named; a most flagrant adulterer, and a most eminent bawd, a slave to Bacchus and no friend to Mars; redolent of wine, indolent in war. With him comes Simon, earl of Northampton, who never acts but talks, who never gives but promises, who thinks that when he has said a thing he has done it, when he has promised he has performed… So of the rest of Stephen’s nobles: they are like the king; practised in robbery, rapacious for plunder, steeped in blood and all alike tainted with perjury… If you are of one mind in executing the divine judgement, swear to advance, execrate retreat, and in token of it, unanimously raise your hands to heaven.’

Henry of Huntingdon, The History of the English People 1000-1154
West Gate of Lincoln Castle, leading out to the most likely location of the 1141 battle

Earl Robert’s speech spared no criticism of King Stephen’s noble commanders. By process of elimination, we can surmise the Earl William de Warenne is the unnamed earl who carried of the wife of the earl of Aumale and is dismissed as a drunkard womaniser who was ‘indolent in war’. Though Warenne had had little success in conflict, this harangue is somewhat of an exaggeration; Earl Warenne, at this time, was still relatively young, being no more than 21 years and probably only recently married. He had managed to achieve quite a reputation in a very short time if Robert of Gloucester was referring to him.

Henry of Huntingdon reports speeches from both sides, exhorting the men to battle and insulting the opposing commanders. As his voice ‘was not clear’ Baldwin fitz Gilbert was deputed to speak for King Stephen:

‘All ye who are now about to engage in battle must consider three things: first, the justice of your cause; secondly, the number of your force; and thirdly, its bravery: the justice of your cause that you may not peril your souls; the number of your force that it may not be overwhelmed by the enemy; its valour, lest, trusting to numbers, cowardice should occasion defeat. The justice of your cause consists inn this, that we maintain, at the peril of our lives, our allegiance to the king, before God, against those of his subjects who are perjured to him. In numbers we are not inferior in cavalry, stronger in infantry. As to the valour of so many barons, so many earls, and of our soldiers long trained to war, what words can do it justice? Our most valiant king will alone stand in place of a host. Your sovereign, the anointed of the Lord, will be in the midst of you; to him, then, to whom you have sworn fealty, keep your oaths in the sight of God, persuaded that he will grant you his aid according as you faithfully and steadfastly fight for your king, as true men against the perjured, as loyal men against traitors…’

Henry of Huntingdon, The History of the English People 1000-1154

Baldwin fitz Gilbert’s speech goes on to describe Earl Robert of Gloucester as having ‘the mouth of a lion and the heart of a hare,’ saying he is ‘loud in talk, but dull in action.’ Earl Ranulf of Chester is described as ‘a man of reckless audacity, ready for a plot, not to be depended on in carrying it out, rash in battle, careless of danger; with designs beyond his powers aiming at impossibilities…’ The speech is just as scathing for the rest of the rebel army, announcing, ‘For the other nobles and knights, they are traitors and turncoats, and I would that there were more of them, for the more there are the less are they to be feared.’ The harangue ends with the exhortation, ‘Lift up your hearts, and stretch out your hands, soldiers, exultingly, to take the prey which God himself offers to you.’1

According to Henry of Huntingdon, the armies were mobilising before Baldwin fitz Gilbert’s speech ended. The rebels were the first to advance, ‘the shouts of the advancing enemy were heard, mingled with the blasts of their trumpets, and the trampling of the horses, making the ground to quake.’ The ranks of the ‘disinherited’ moved forward with swords drawn, rather than lowered lances, intent on close quarter combat. This left flank of the rebel army fell upon Stephen’s right flank, ‘in which were Earl Alan, the Earl of Mellent [Meulan], with Hugh, the Earl of East Anglia [Norfolk], and Earl Symon, and the Earl of Warenne, with so much impetuosity that it was routed in the twinkling of an eye, one part being slain, another taken prisoner and the third put to flight.’ Faced with the ferocity of the assault and the very real prospect of death, rather than being taken prisoner and held for ransom, the earls fled the field with the remnants of their men. It was every man for himself as Stephen’s right wing disintegrated in panic.2

The Lucy Tower, Lincoln Castle

The left wing of the royal army appeared to have greater success, at least initially. The men of William of Aumale, Earl of York and Stephen’s mercenary captain, William of Ypres, rode down the Earl of Chester’s Welsh mercenaries and sent them running, but ‘the followers of the Earl of Chester attacked this body of horse, and it was scattered in a moment like the rest.’3 Other sources suggest that William of Ypres and William of Aumale fled before coming to close quarters with the enemy.4 Either way, William of Ypres’ men were routed and he was in no position to support the king and so fled the field, no doubt aware that he would not be well-treated were he to be captured.

Stephen’s centre, the infantry, including the Lincolnshire levies and the king’s own men-at-arms, were left isolated and surrounded, but continued to fight. Stephen himself was prominent in the vicious hand-to-hand fighting that followed. Henry of Huntingdon vividly describes the desperate scene as ‘the battle raged terribly round this circle; helmets and swords gleamed as they clashed, and the fearful screams and shouts re-echoed from the neighbouring hill and city walls.’5 The rebel cavalry charged into the royal forces killing many, trampling others and capturing some. King Stephen was deep in the midst of the fighting:

‘No respite, no breathing time was allowed, except in the quarter in which the king himself had taken his stand, where the assailants recoiled from the unmatched force of his terrible arm. The Earl of Chester seeing this, and envious of the glory the king was gaining, threw himself upon him with the whole weight of his men-at-arms. Even then the king’s courage did not fail, but his heavy battle-axe gleamed like lightning, striking down some, bearing back others. At length it was shattered by repeated blows, then he drew his well-tried sword, with which he wrought wonders until that, too, was broken.’

Henry of Huntingdon, The History of the English People 1000-1154;

According to Orderic Vitalis and the Gesta Stephani, it was the king’s sword that broke first, before he was passed a battle-axe by one of the fighting citizens of Lincoln, in order to continue the fight. Whatever the order, the king’s weapons were now useless and the king ‘fell to the ground by a blow from a stone.’6 Stephen was stunned and a soldier named William de Cahaignes then rushed at him, seized him by his helmet and shouted, ‘Here! Here! I have taken the king!’7

Silver penny of Empress Matilda, from the oxford mint

The king’s forces being completely surrounded, flight was impossible. All were killed or taken prisoner, including Baldwin fitz Gilbert, the man who had given the rousing pre-battle speech to the men. In the immediate aftermath of the fighting, Lincoln was sacked, buildings set alight, valuables pillaged, and its citizens slaughtered by the victorious rebels.

Defeated, Stephen was first taken to Empress Matilda and then to imprisonment at Bristol Castle. A victorious Matilda was recognised as sovereign by the English people; the people of London being among the first to accept her.



1 Henry of Huntingdon, The History of the English People 1000-1154; 2 ibid; 3 ibid; 4 Gesta Stephani; 5 Henry of Huntingdon, The History of the English People 1000-1154; 6 J. Sharpe (trans.), The History of the Kings of England and of his Own Times by William Malmesbury; 7 Henry of Huntingdon, The History of the English People 1000-1154


Gesta Stephani; Henry of Huntingdon, The History of the English People 1000-1154; J. Sharpe (trans.), The History of the Kings of England and of his Own Times by William Malmesbury; Catherine Hanley, Matilda: Empress, Queen, Warrior; Orderici Vitalis, Historiae ecclesiasticae libri tredecem, translated by Auguste Le Prévost; Chronicles of the Reigns of Stephen, Henry II and Richard I; William Farrer and Charles Travis Clay, editors, Early Yorkshire Charters, Volume 8: The Honour of Warenne; Edmund King, King Stephen; Donald Matthew, King Stephen; Teresa Cole, the Anarchy: The Darkest Days of Medieval England; David Smurthwaite, The Complete Guide to the Battlefields of Britain; Matthew Lewis, Stephen and Matilda’s Civil War: Cousins of Anarchy.


Courtesy of Wikipedia except those of Lincoln Castle which are ©2020 Sharon Bennett Connolly


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Article: © Sharon Bennett Connolly 2020