As I walked of late by 'an' wood side,
To God for to meditate was my entent,
Where under a hawthorne I suddenlye spyed
A silly poore creature ragged and rent;
With bloody teares his face was besprent,
His fleshe and his color consumed away,
And his garments they were all mire, muckle, and clay.

This made me muse and much 'to' desire
To know what kind of man hee shold bee;
I stept to him straight, and did him require
His name and his secretts to shew unto mee.
His head he cast up, and wooful was hee.
'My name,' quoth he, 'is the cause of my care,
And makes me scorned and left here so bare.'

Then straightway he turnd him and prayd 'me' sit downe,
'And I will,' saithe he, 'declare my whole greefe.
My name is called Conscience:' — whereatt he did frowne,
He pined to repeate it and grinded his teethe.
''Thoughe now, silly wretche, I'm denyed all releef,'
'Yet' while I was young and tender of yeeres,
I was entertained with kinges and with peeres.

'There was none in the court that lived in such fame,
For with the kings councell 'I' sate in commission;
Dukes, earles, and barrons esteem'd of my name;
And how that I liv'd there needs no repetition.
I was ever holden in honest condition,
For howsoever the laes went in Westminster-hall,
When sentence was given, for me they wold call.

'No incomes at all the landlords wold take,
But on pore peny that was their fine,
And that they acknowledged to be for my sake.
The poore wold doe nothing without councell mine;
I ruled the world with the right line;
For nothing was passed betweene foe and friend,
But Conscience was called to bee at 'the' end.

'Noe bargaines nor merchandize merchants wold make,
But I was called a wittenesse therto;
Noe use for noe money, nor forfett wold take,
But I wold controule them if that they did soe;
'And' that makes me live now in great woe,
For then came in Pride, Sathan's disciple,
That is now entertained with all kind of people;

'He brought with him three, whose names, 'thus they call,'
That is Covetousnes, Lecherye, Usury, beside;
They never prevail'd till they had wrought my downe-fall.
Soe Pride was entertained, but Conscience descried.
And 'now ever since' abroad have I tryed
To have had entertainment with some one or other,
But I am rejected and scorned of my brother.

'Then went I to the Court, the gallants to winn,
But the porter kept me out of the gate.
To Bartlemew Spittle, to pray for my sinne,
They bade me goe packe; it was fitt for my state;
'Goe, goe, threed-bare Coscience, and seeke thee a mate!'
Good Lord, long preserve my king, prince, and queene,
With whom evermore I esteemed have been!

'Then went I to London, where once I did 'dwell,'
But they bade away with me when they knew my name;
'For he will undoe us to bye and to sell!'
They bade me goe pack me, and hye me for shame,
They lought at my raggs, and there had good game;
'This is old threed-bare Conscience that dwelt with Saint Peter:'
But they wold not admitt me to be a chimney-sweeper.

'Not one wold receive me, the Lord 'he' doth know.
I, having but one poor pennye in my purse,
On an awle and some patches I did it bestow;
'For' I thought better cobble shooes than doe worse.
Straight then all the coblers began for to curse,
And by statute wold prove me a rogue and forlorne,
And whipp me out of towne to 'seeke' where I was borne.

'Then did I remember and call to my minde,
The Court of Conscience where once I did sit,
Not doubting but there I some favor shold find,
For my name and the place agreed soe fit.
But there of my purpose I fayled a whit,
For 'thoughe' the judge us'd my name in everye 'commission,'
The lawyers with their quillets wold get 'my' dismission.

'Then Westminster-hall was noe place for me;
Good Lord! how the lawyers began to assemble;
And fearfull they were lest there I shold bee!
The silly poore clarkes began for to tremble;
I showed them my cause, and did not dissemble.
Soe they gave me some money my charges to beare,
But swore me on a booke I must never come there.

'Next the Merchants said, 'Counterfeite, get thee away,
Dost thou remember how wee thee fond?
We banisht thee the country beyond the salt sea,
And sett thee on shore in the Newfound land,
And there thou and wee most friendly shook hand;
And we were right glad when thou didst refuse us,
For when we wold reape profitt here thou woldst accuse us.'

'Then had I noe way but for to goe on
To Gentlemens houses of an ancyent name,
Declaring my greeffes; and there I made moane,
'Telling' how their forefathers held me in fame,
And at letting their farmes how always I came.
They sayd, 'Fye upon thee; we may thee curse!
'Theire' leases continue, and we fare the worse.'

'And then I was forced a begging to goe
To husbandmens houses, who greeved right sore,
And sware that their landlords had plagued them so,
That they were not able to keepe open doore,
Nor nothing had left to give to the poore.
Therefore to this wood I doe me repayre
With hepps and hawes; that is my best fare.

'Yet within this same desert some comfort I have
Of Mercy, of Pittye, and of Almes-deeds,
Who have vowed to company me to my grave.
Wee are 'all' put to silence, and live upon weeds,
'And hence such cold house-keeping proceeds;'
Our banishment is its utter decay,
The which the riche glutton will answer one day.'

'Why then,' I said to him, 'methinks it were best
To goe to the Clergie; for dailye they preach
Eche man to love you above all the rest;
Of Mercye and Pittie, and Almes 'deeds' they teach.'
'O,' said he, 'no matter of a pin what they preach,
For their wives and their children soe hange them upon,
That whosoever gives almes they will give none.'

Then laid he him down, and turned him away,
And prayd me to goe and leave him to rest.
I told him, I haplie might yet see the day
For him and his fellowes to live with the best.
'First,' said he, 'banish Pride, then all England were blest;
For then those wold love us that now sell their land,
And then good 'house-keeping wold revive' out of hand.'