King Edward in London had learned of Margaret's landing only two days after she arrived.

Although he had given many of his supporters and troops leave after the victory at Barnet, he is rapidly able to muster a substantial force at Windsor, just west of London.

It is difficult at first to determine Margaret's intentions, as the Lancastrians have sent out several feints, which suggest that they might be making directly for London, but Edward's army sets out for the West Country within a few days.

Margaret's army reaches Bath on April 30 on its way towards Wales.

She turns aside briefly to secure guns, reinforcements and money from the city of Bristol.

On the same day, King Edward reaches Cirencester.

On hearing that Margaret is at Bristol, he turns south to meet her army.

However, the Lancastrians make a feint towards Little Sodbury, about twelve miles (nineteen kilometers) northeast of Bristol.

Nearby is Sodbury Hill, an Iron Age hill fort which is an obvious strategic point for the Lancastrians to seize.

When Yorkist scouts reach the hill, there is a sharp fight in which they suffer heavy casualties.

Believing that the Lancastrians are about to offer battle, Edward temporarily halts his army while the stragglers catch up and the remainder can rest after their rapid march from Windsor.

However, the Lancastrians instead makes swift move north by night, passing within three miles (four point eight kilometers) of Edward's army.

They have gained the safety of Berkeley Castle by the morning of May 2 and have a head start of fifteen miles (twenty-four kilometers) over Edward.

King Edward realizes that the Lancastrians are seeking to cross the River Severn into Wales.

The nearest crossing point they can use is at the city of Gloucester.

He sends urgent messages to the Governor, Sir Richard Beauchamp, ordering him to bar the gates to Margaret and man the city's defenses.

When Margaret arrives in the morning of May 3, Beauchamp refuses Margaret's summons to let her army pass, and she realizes that there is insufficient time to storm the city before Edward's army arrives.

Instead, her army makes another forced march of ten miles (sixteen kilometers) to Tewkesbury, attempting to reach the next bridge at Upton-upon-Severn, seven miles (eleven kilometers) further on.

Edward meanwhile has marched no less than thirty-one miles (fifty kilometers), passing through Cheltenham (at this time little more than a village) in the late afternoon.

The day is very hot, and both the Lancastrians and Edward's pursuing army become exhausted.

The Lancastrians are forced to abandon some of their artillery, which is captured by Yorkist reinforcements following from Gloucester.

The Lancastrians take up a defensive position at daybreak on May 4 a mile south of the town of Tewkesbury.

To their rear are River Avon and the Severn.

Tewkesbury Abbey is just behind the Lancastrian center.

A farmhouse known as Gobes Hall marks the center of the Lancastrian position; nearby is "Margaret's camp", earthworks of uncertain age.

Queen Margaret is said to have spent the night at Gobes Hall, before hastily taking refuge on the day of battle in a religious house some distance from the battlefield.

The main strength of the Lancastrians' position is provided by the ground in front, which is broken up by hedges, woods, embankments and "evil lanes".

This is especially true on their right.

The Lancastrian army numbers approximately six thousand.

As is customary at this time, it is organized into three "battles".

The right battle is commanded by the Duke of Somerset.

A stream, the Colnbrook, flows through his position, making some of the ground difficult to traverse.

The Lancastrian center is commanded by Lord Wenlock.

Unlike the other principal Lancastrian commanders, Wenlock had deserted the Lancastrian cause after the First Battle of Saint Albans, only to revert to the Lancastrians when he was deprived of the Lieutenancy of Calais.

Prince Edward is present with the center.

At seventeen, Prince Edward is no stranger to battlefields, having been given by his mother the task of condemning to death Yorkist prisoners taken at the Second Battle of S. Albans, but he lacks experience of actual command.

The left battle is commanded by the Earl of Devon, another devoted Lancastrian.

His battle, and part of the center, occupies a low ridge known locally as the "Gastons".

A small river, the Swilgate, protects Devon's left flank, before curving behind the Lancastrian position to join the Avon.

The Yorkists number five thousand and are slightly outnumbered by the Lancastrians.

Like the Lancastrians, King Edward organizes his army into three battles.

Edward's vanguard is commanded by his youngest brother, Richard, Duke of Gloucester.

Although he is only eighteen years old, Richard is already an experienced commander and had led a division at the Battle of Barnet.

Edward himself commands the main battle, in which Clarence is also stationed.

Edward is twenty-nine years old, and at the height of his prowess as a soldier.

His lifelong friend and supporter, Lord Hastings, commands the rear.

He too is an experienced commander and like Richard, had accompanied Edward into exile in the Low Countries and had led a battle at Barnet.

Edward makes one other important tactical disposition.

To the left of his army is a thickly wooded park.

Concerned that hidden Lancastrians might attack from this quarter, he orders two hundred mounted spearmen to occupy part of the woods and prevent the Lancastrians making use of them, or act on their own initiative if they are not themselves attacked.

As they move towards the Lancastrian position, King Edward's army finds that the ground is so broken up by woods, ditches and embankments that it is difficult to attack in any sort of order.

However, the Yorkist archers and artillery shower the Lancastrians with arrows and shot.

The Yorkists certainly have more guns than their enemies, and they are apparently better served.

Either to escape the cannonade and volleys of archery or because he sees an opportunity to outflank King Edward's isolated battle, the Duke of Somerset leads at least part of his men via some of the "evil lanes" to attack Edward's left flank.

Although taken by surprise, Edward's men resist stoutly, beating back Somerset's attack among the hedges and banks.

At the vital moment, the two hundred spearmen Edward had earlier posted in the woods far out on the left attack Somerset from his own right flank and rear, as Gloucester's battle also joins in the fighting.

Somerset's battle is routed, and his surviving army tries to escape across the Severn.

Most are cut down as they flee.

The long meadow astride the Colnbrook leading down to the river is known to this day as "Bloody Meadow".

Somerset gallops up to Wenlock, commanding the center, and demands to know why Wenlock has failed to support him.

According to legend (recounted in Edward Hall's chronicle, written several years afterwards though from firsthand accounts), he did not wait for an answer but dashed out Wenlock's brains with a battleaxe before seeking sanctuary in the Abbey.

As its morale collapses, the rest of the Lancastrian army tries to flee, but the Swilgate becomes a deadly barrier.

Many who succeed in crossing it converge on a mill south of the town of Tewkesbury and a weir in the town itself, where there are crossings over the Avon.

Here too, many drown or are killed by their pursuers.

Among the leading Lancastrians who die on the field are Somerset's younger brother John Beaufort, Marquess of Dorset, and the Earl of Devon.

The Prince of Wales is found in a grove by some of Clarence's men.

Despite pleading for his life to Clarence, who had sworn allegiance to him in France barely a year before, he is summarily executed.