[Sidenote: _Tit. Liuius._] His armie conteined the number of sixtéene thousand and foure hundred soldiers and men of warre of his owne purueiance, beside others. The duke of Clarence had in his retinue a hundred lances, and thrée hundred archers: and beside him, there were thrée earles, which had two hundred and fortie lances, and seauentéene hundred and twentie archers. The duke of Glocester foure hundred and seauentie lances, and fouretéene hundred and ten archers. The earles of March, Marshall, Warwike, and Salisburie, each of them one hundred lances; and thrée hundred archers a péece. The earle of Huntington fortie lances, and six score archers. The earle of Suffolke thirtie lances, and fourescore and ten archers. Beside these, there were thirtéene lords, as Aburgauennie, Matreuers, Fitz Hugh, Clifford, Graie, Willoughbie, Talbot, Courtnie, Burchier, Roos, Louell, Ferrers of Chartlie, and Harington, the which had in their retinue the number of fiue hundred and six lances, and fiftéene hundred and fourescore archers. Also, there were in this armie thréescore and seauentéene knights, which had vnder them nine hundred and fortie fiue lances, and two thousand eight hundred and fiftie two archers; so that in all, there were fiue and twentie thousand, fiue hundred, and eight and twentie fighting men: of which number euerie fourth man was a lance. Beside the soldiers and men of warre, there were a thousand masons, carpenters, and other labourers. [Sidenote: The Normans flée to the walled townes.] [Sidenote: Touque castell beseiged by the Englishmen & taken.] [Sidenote: Amberuilliers castell taken.] The Normans hearing of the kings arriuall, were suddenlie striken with such feare, that they fled out of their houses, leauing the townes and villages, and with their wiues and children, bag and baggage, got them into the walled townes, preparing there to defend themselues, & with all spéed sent to the French king, requiring him to prouide for the defense and preseruation of his louing subjects. Héerevpon, the men of war were appointed to resort into the strong townes, to lie within the same in garrisons, to resist the power of the Englishmen, so that all the walled townes and castels in Normandie were furnished with men, munition, and vittels. The king of England, when he had resolued with his councell for his procéeding in his enterprises, laid siege vnto the castell of Touque. The duke of Glocester that led the fore ward, had the charge of that siege, the which by force of assaults, and other warlike meanes, brought to that point, that they within yéelded the place into his hands, the ninth daie of August. The earle of Salisburie, who led the battell, tooke the castell of Amberuilliers, the which was giuen to him by the king, and so this earle was the first that had anie territorie giuen him of the king in this new conquest. The king made at the winning of Touque eight and twentie knights, and left sir Robert Kirkelie capteine there.