Philip von Artaveld, with his whole army, on the Wednesday evening preceding the battle, was encamped in a handsome position, tolerably strong, between a ditch and grove, and with so good a hedge in front that they could not easily be attacked. It was between the hill and town of Rosebecque where the king was quartered. That same evening Philip gave a magnificent supper to his captains at his quarters; for he had wherewithal to do so, as his provisions followed him. When the supper was over, he addressed them in these words: “My fair gentlemen, you are my companions in this expedition, and I hope to-morrow we shall have something to do; for the King of France, who is impatient to meet and fight with us, is quartered at Rosebecque. I therefore beg of you to be loyal, and not alarmed at any thing you shall see or hear; for we are combating in a just cause, to preserve the franchises of Flanders, and for our right. Admonish your men to behave well, and draw them up in such manner that, by this means and our courage, we may obtain the victory. To-morrow, through God’s grace, we shall not find any lord to combat with us, or any who will dare take the field, unless he mean to remain there; and we shall gain greater honor than if we could have depended on the support of the English; for, if they had been with us, they alone would have gained all the reputation. The flower of the French nobility is with the king, for he has not left one behind: order, therefore, your men not to grant quarter to any one, but to kill all who fall in their way. By this means we shall remain in peace; for I will and command, under pain of death, that no prisoners be made, except it be the King of France. With regard to the king, I wish to support him, as he is but a child, and ought to be forgiven; for he knows not what he does, and acts according as he is instructed: we will carry him to Ghent, and teach him Flemish: but as for dukes, earls, and other men at arms, kill them all. The common people of France will never be angry with us for so doing; for they wish, as I am well assured, that not one should ever return to France, and it shall be so.”

When these Flemish captains had retired, and all gone to their quarters to repose, the night being far advanced, those upon guard fancied they heard a great noise toward the Mont d’Or. Some of them were sent to see what it could be, and if the French were making any preparations to attack them in the night. On their return they reported that they had been as far as the place whence the noise came, but that they had discovered nothing. This noise, however, was still heard, and it seemed to some of them that their enemies were on the mount about a league distant.

Philip arose, and, wrapping himself in a gown, took a battle-axe, and went out of his tent to listen to this noise. It seemed to him as if there were a great tournament. He directly returned to his tent, and ordered his trumpet to be sounded to awaken the army. As soon as the sound of the trumpet was heard, it was known to be his. Those of the guard in front of the camp armed themselves, and sent some of their companions to Philip to know what he wished to have done, as he was thus early arming himself. On their arrival, he wanted to send them to the part whence the noise had come, to find out what it could be; but they reported that that had already been done, and that there was no cause found for it. Philip was much astonished; and they were greatly blamed, that, having heard a noise toward the enemy’s quarters, they had remained quiet. “Ha,” said they to Philip, “in truth we did hear a noise toward the Mont d’Or, and we sent to know what it could be; but those who had been ordered thither reported that there was nothing to be found or seen. Not having seen any positive appearance of a movement of the enemy, we were unwilling to alarm the army lest we should be blamed for it.” This speech of the guard somewhat appeased Philip; but in his own mind he marvelled much what it could be. Some said it was the devils of hell running and dancing about the place where the battle was to be, for the abundance of prey they expected.

Neither Philip von Artaveld nor the Flemings were quite at their ease after this alarm. They were suspicious of having been betrayed and surprised. They armed themselves leisurely with whatever they had, made large fires in their quarters, and breakfasted comfortably, for they had victuals in abundance. About an hour before day, Philip said, “I think it right that we march into the plain, and draw up our men; because, should the French advance to attack us, we ought not to be unprepared, nor in disorder, but properly drawn up like men, knowing well what we are to do.” All obeyed this order, and, quitting their quarters, marched to the heath beyond the grove. There was in front a wide ditch newly made, and in their rear quantities of brambles, junipers, and shrubs. They drew up at their leisure in this strong position, and formed one large battalion, thick and strong. By the reports from the constables they were about fifty thousand, all chosen men, who valued not their lives. Among them were about sixty English archers, who, having stolen away from their companions at Calais, to gain greater pay from Philip, had left behind them their armor in their quarters.

Every thing being arranged, each man took to his arms. The horses, baggage, women, and varlets were dismissed; but Philip von Artaveld had his page mounted on a superb courser, worth five hundred florins, which he had ordered to attend him, to display his state, and to mount if a pursuit of the French should happen, in order that he might enforce the commands which he had given to kill all. It was with this intention that Philip had posted him by his side. Philip had likewise from the town of Ghent about nine thousand men, well armed, whom he placed near his person; for he had greater confidence in them than any of the others: they therefore, with Philip at their head with banners displayed, were in front; and those from Alost and Grammont were next; then the men from Courtray, Bruges, Damme, Sluys, and the Franconate. They were armed, for the greater part, with bludgeons, iron caps, jerkins, and with gloves of iron-work. Each man had a staff with an iron point, and bound round with iron. The different townsmen wore liveries and arms, to distinguish them from one another. Some had jackets of blue and yellow, others wore a welt of black on a red jacket, others chevroned with white on a blue coat, others green and blue, others lozenged with black and white, others quartered red and white, others all blue. Each carried the banners of their trades. They had also large knives hanging down from their girdles. In this state they remained, quietly waiting for day, which soon came.