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Watch the Lady

A Novel

About The Book

From “a brilliant new player in the court of royal fiction” (People), comes the mesmerizing story of Lady Penelope Devereux—the daring young beauty in the Tudor court, who inspired Sir Philip Sidney’s famous sonnets even while she plotted against Queen Elizabeth.

Penelope Devereux arrives at Queen Elizabeth’s court where she and her brother, the Earl of Essex, are drawn into the aging Queen’s favor. Young and naïve, Penelope, though promised elsewhere, falls in love with Philip Sidney who pours his heartbreak into the now classic sonnet series Astrophil and Stella. But Penelope is soon married off to a man who loathes her. Never fainthearted, she chooses her moment and strikes a deal with her husband: after she gives birth to two sons, she will be free to live as she chooses, with whom she chooses. But she is to discover that the course of true love is never smooth.

Meanwhile Robert Cecil, ever loyal to Elizabeth, has his eye on Penelope and her brother. Although it seems the Earl of Essex can do no wrong in the eyes of the Queen, as his influence grows, so his enemies gather. Penelope must draw on all her political savvy to save her brother from his own ballooning ambition and Cecil’s trap, while daring to plan for an event it is treason even to think about.

Unfolding over the course of two decades and told from the perspectives of Penelope and her greatest enemy, the devious politician Cecil, Watch the Lady chronicles the last gasps of Elizabeth’s reign, and the deadly scramble for power in a dying dynasty.


Watch the Lady January 1581 Whitehall
When she had first been fitted for the dress she would wear to be received by the Queen, it had seemed an infinitely beautiful thing, but there in the long gallery at Whitehall it had transformed into something wrong—too plain, too Puritan.

The countess was listing instructions as they walked. “Stay on your knee until she indicates you may rise; do not stare; do not speak unless she asks it of you.”

Penelope wanted to stop and listen to the singing, which she could hear faintly coming from the chapel where the choir were practicing. They had worshipped there on the previous day after their journey and Penelope had felt the music burrow deep inside her, expanding until she could no longer tell where she began or ended. She had never heard such a choir. Forty voices—she counted them—each singing a different part, yet marrying as if they were one. That must be the sound of heaven, because nothing on earth can draw itself tight about your heart like that until you might gasp for the sheer joy of it. The Earl and Countess of Huntingdon did not allow music in their chapel; they said it distracted from private contemplation and communion with the Lord.

“Don’t dawdle so, Penelope.” The countess’s hand was clamped on her wrist, so tightly she feared it would leave a bruise.

They walked swiftly past the line of portraits, too fast for Penelope to see if she could find her family amongst them, the countess barking at the dawdlers to step aside. The women’s gowns were cut in a way Penelope had never encountered, waspish pointed stomachers embroidered with flowers and birds, skirts flaring out so wide two could not pass in a corridor without negotiation. Some wore gossamer structures curving up behind their heads, like the wings of dragonflies. She wanted to take a closer look to see how they were fashioned, whether it was wire that held them up, or magic. The countess favored plain garb and the dark-green velvet gown Penelope wore was testament to that. Finely tailored though it was, it had nothing of the splendor of those other dresses, and even the crimson satin sleeves, a delight only hours ago, failed to make it seem less drab. “The Lord does not appreciate excessive luxury,” her guardian liked to say.

Penelope yearned in that moment for a flowered stomacher, dragonfly wings and a jeweled, feather fan, rather than a prayer book, hanging from her girdle.

“Do not acknowledge anyone unless invited to do so; your uncles will be there; your stepfather”—she said “stepfather” with a scowl of disapproval; Penelope had noticed long ago that her guardian rarely called Leicester “Brother” and wondered why—“your Knollys grandmother, various of your cousins, but you will not look at them. It must be as if the Queen is the only soul in the chamber.” She stopped then and looked Penelope up and down, removing a thread from her shoulder and adjusting her wrong-shaped cap. “And whatever you do, don’t mention your mother.”

Penelope missed her mother. She would not have had her in such a plain dress. She would have stopped awhile to listen to the music. She imagined her beautiful mother, Lettice Knollys, the Countess of Leicester, beside her in the place of her guardian. She would have lent her a set of jewels and pearl-tipped pins to decorate her hair. But Lettice was not even to be mentioned at court—as if she didn’t exist.

Penelope felt the anger spread through her on her mother’s behalf—her whole family’s behalf—and could hear her say, as if it were only yesterday and not five years ago when news came of her father’s death, “That woman killed your father.” She remembered her bewilderment, for her father had been in Ireland in charge of the English army when he died of the flux. Penelope had come to understand, fitting all the pieces together, that by “that woman” her mother had meant the Queen.

Penelope usually prided herself on her courage but she felt it dissolving, like a pearl in vinegar, as the door to the Queen’s privy chamber loomed near.

“Listen to me, Penelope. The Queen’s goddaughter you may be, but she will not want some flighty girl in her household, however well born. You must pay attention. We shall wait inside the door. Do not approach until she beckons. Address her as ‘Your Majesty,’ even if others don’t—it shows respect. If she asks about your pastimes, tell her you are fond of reading the gospels and no mention of card games.” She must have been thinking of the pack of cards she had confiscated from Penelope and her younger sister, Dorothy, and flung on the fire. Penelope wished Dorothy was with her but the countess had deemed that she was to stay behind. “And did I say not to mention your mother?”

“Yes, my lady.” The anger opened up in her again and she quelled it by turning her thoughts to her father’s very last wish for her, which had her betrothed to Philip Sidney, whom she hoped might be behind that door. She tried to conjure up a picture of him in her mind but she had set eyes on him only the once, and that had been six years ago. He seemed to barely notice her then, but why would a proud youth already of age, whose uncle was the Earl of Leicester, notice a girl not yet thirteen, even if she were the Queen’s kin? His face, she remembered, was finely carved, with a straight nose beneath an open brow and the faintest scattering of smallpox scars that somehow conspired to make him all the more interesting, as if he had lived and had experiences she couldn’t even imagine.

Her father’s other wish had been to hand the care of his daughters to his kinsman, the Earl of Huntingdon, a wish apparently sanctioned by the Queen that could not be broken. When she had begged her mother for an explanation, Lettice had opened her palms upwards and shaken her head, saying, “It was your father’s will. I have no say in it. Besides, it is a good opportunity for you girls; the Huntingdons have great influence with the Queen.” There was a crack in her voice. Penelope had had to accept that there were some things she might never fully understand. She glanced down at her plain skirts, feeling suddenly at a complete loss.

“Penelope, your daydreaming will be your downfall.” The countess pinched the back of her hand sharply, just as the great doors swung open.

They moved forward together, waiting just inside. The Queen was dressed from head to toe in gold, and Leicester was standing beside her with a proprietorial hand on the back of her chair. Penelope dropped her gaze but couldn’t help flicking her eyes over the Queen’s maids, who were scattered about all dressed in white like a host of angels. She hated that green velvet then, imagining the satisfaction of ripping it from top to bottom, and set her gaze on a knot in the floorboards that was like an eye staring back at her.

After what seemed an age the Queen said, “Ah, Lady Huntingdon. Let’s take a closer look at your ward.” A countess gave her a shove forward. She fixed her eyes on the Queen’s hands, thinking it a safe place for them to rest. The beauty of them surprised her; they did not seem the hands of a woman nearing her fiftieth year—an age that seemed incomprehensibly distant to Penelope. Finally reaching the point, a few feet from the Queen’s skirts, where the countess had instructed her was the correct place, she dropped onto her knees, still looking at those hands. That close, she was able to see properly the rings that decorated her fingers: a vast ruby, which must have been the one she was to kiss—if the opportunity arose—a square cut diamond with an enamelwork shank, and, surprisingly, a large domed toadstone, ugly beside its more majestic fellows. She thought toadstones were protection from poison but couldn’t remember for certain.

“Closer,” the Queen said, and Penelope shuffled forward awkwardly on her knees, watching as those long fingers reached out to tilt her chin up.

Her breast was festooned with pearls and her face was spread thickly with white lead paste, which had crept into the lines about her eyes and mouth. She smiled then, briefly revealing a row of teeth the color of mutton.

“Lady Penelope Devereux,” she said, running a pair of hooded brown eyes over her, squinting slightly as if her sight was poor. “How old are you?”

“I am eighteen, Your Majesty.” Penelope could barely get the words out above a whisper.

“Not so young, then.” The Queen looked serious, as if she was trying to make some kind of calculation in her head. “We hear you can sing. Is it true?”

“I am told I have a serviceable voice, Your Majesty.” She could feel the room lean in to listen, as if what she had to say was of great import.

“It wouldn’t matter if you could or not, given your countenance,” was the Queen’s reply. Then she leaned in close enough for Penelope to smell the musk on her—a memory sprang into her mind of her mother rubbing musk over her neck and onto the insides of her wrists on evenings when guests were coming to sup—“You shall spread envy amongst our maids with that face, and if your voice is even half as lovely, all hell shall be let loose.” Though she cupped her hand close to Penelope’s ear, it was only the pretense of discretion for the curious gathering of angelic maids could easily hear. The Queen seemed amused.

A little laugh fluttered up in Penelope; she liked the compliment, more than she should have, and enjoyed the Queen’s little game that put her at the center of something she didn’t quite comprehend. Certainly the countess did not approve of that laugh.

The Queen then took both Penelope’s hands in her own. “I fancy I shall take you under my wing, Penelope Devereux. You seem to have a sense of humor and look at these glum girls about me.” She swept her arm to indicate the angel maids and it was true; when Penelope looked again, they seemed, despite their splendid clothes, as dull as Latin verbs. “Besides, I don’t doubt you need some proper mothering.”

Penelope noticed the Queen’s hand wander up absently towards Leicester’s, resting on the back of her chair, and how their fingers intertwined. It was such a very intimate and easy gesture, which to Penelope seemed an indication of ownership—ownership over her own mother’s husband. She felt the flare of anger once more. “I think you will thrive away from the countess’s auspices. She takes pride in raising obedient girls but I can see you have spirit. It seems a shame to dim such brightness.” Penelope heard the countess inhale sharply—that spirit was the very thing she had spent the last years trying to knock out of her.

By “mothering,” Penelope asked herself, had the Queen meant that it was the countess lacking on that front or her own (unmentionable) mother?

“Sit,” the Queen said then, patting a stool beside her. “Do you play cards?”

“I love to play,” she answered, adding, without thinking, “It gives me a thrill to risk a wager,” which provoked a loud guffaw from the Queen.

Penelope watched her relatives (all but the countess, whose gaze remained stony) swapping looks of approval with each other, seeming satisfied with her performance. “You have only one opportunity to create a first impression,” her mother had said. “Be yourself, my sweet. The Queen may loathe me but I was in her favor long enough to know what it is she likes in a girl, and it is not the tedious piety the countess has tried her best to hammer into you. And, sweetness, once you are admitted, it will benefit us all. God knows I need eyes and ears amongst the Queen’s women, and”—she had taken her daughter’s hand then and placed a kiss on its back—“you shall be those eyes and ears. I have no influence these days, no say even in the destinies of my own children.”

Just then Leicester had walked in. “What witch’s brew are you two beauties cooking up?”

“Penelope is to be received by the Queen tomorrow—but I presume you are aware of that.” Penelope thought she detected an edge of bitterness in those last words but she had been so long away from her mother it was difficult to tell. “I was instructing her on correct behavior.” Then she turned to Penelope. “You will love it at court, my sweet. All life is there. You have the temperament to shine brightly in that firmament, and the beauty. But let me warn you: don’t ever show weakness or fear—the Queen loathes a faintheart. Isn’t that right, dearest?”

“Indeed, it is.” Leicester had stooped then to stroke Lettice’s swollen belly and drop a lingering kiss on her lips. “Has this little fellow been kicking you to distraction?”

“He has,” replied Lettice with a smile. “He is every bit as active as his father.”

Leicester had taken her mother’s hand then, weaving his fingers through hers in exactly the manner he held the Queen’s hand now.

Penelope was well aware that the Queen had been angered beyond reason at her favorite’s secret marriage to Lettice—the countess’s servants had whispered of little else for months in the wake of it. But seeing that small yet intimate gesture replicated gave her a sense that the true situation was far beyond her comprehension. She wondered if she would be required to report back to Lettice on things concerning her stepfather and the Queen, if that’s what she had meant by “eyes and ears.”

The Queen asked for cards to be brought and chatted merrily, pointing people out and remarking on them—“He is my chamberlain, he will see to your needs,” and “That curmudgeon there is mother of the maids.” As she shuffled the pack Penelope scanned the chamber, seeking out Sidney, but there were so many young gallants, all of them garbed in a dazzling array of finery, it was impossible to identify which might be the one her father had promised was hers.

Reaching up to her frizz of copper hair, the Queen unhooked a vast pearl drop, set about with colored stones, and, placing it upon the table, said, “What is your wager, Penelope Devereux?”

Penelope’s belly tightened into a knot, for she had nothing to offer save a lace handkerchief of her mother’s that was tucked into her sleeve; but that was hardly a fair wager in the face of such a jewel. The Queen must have been aware the Devereux coffers were empty. Slowly she pulled the handkerchief out, letting it drift to the table beside the pearl.

“It is pretty; the lacework is fine.” The Queen picked it up, inspecting it minutely under a magnifying glass. “You must know that an embroiderer’s hand is as distinctive as a scribe’s.”

Penelope did not know such a thing, not until then, when she realized the Queen meant she recognized the handkerchief to be her disgraced mother’s work. “I do, Your Majesty,” she replied, holding her breath.

The Queen raised a single painted brow. “A fair wager, it is. Best of three.”

Penelope let out a silent exhalation and waited for the Queen to pick a card from those on the table and discard another. She did the same and they took it in turns until the Queen tapped the table calling, “Vada,” indicating a show of hands, displaying a run of fives. Penelope could feel the room press about them, watching the newcomer undergoing her test. She had heard it said that the Queen was not fond of losing and was glad to find that her own skill was no match for her opponent, for she knew it would have been hard to curb her competitive spirit in the name of tact. So it was an authentic defeat when the Queen revealed a second winning hand and scooped up the wagers with a laugh, saying, “We shall need to sharpen your game, my girl.”

“I fear Your Majesty’s skills will always be sharp enough to scratch me.”

This provoked another burst of laughter from the Queen.

“You could do with a little adornment,” she said, taking the pearl and clipping it into Penelope’s hair. “I will send my tailor to the countess’s rooms to fit you for a dress.”

“I do not know how to thank you enough, Your Majesty.” Penelope was imaging the fabrics she would choose, thinking of flying on gossamer wings, when an elderly man with a long face and a silver beard approached.

“Burghley,” the Queen said, “do you know Lady Penelope Devereux?”

So this is Burghley, thought Penelope, looking at the man she knew to be the Queen’s Chief High Treasurer, the most powerful man in the land, next to Leicester. He was also her brother’s guardian.

“I have not yet had the pleasure,” he said, taking her hand briefly. “But I know your brother well enough. He is happily settled up at Cambridge these days. You are close, I believe?’

“We are, my lord. I long to be reunited with him.” She was thinking of how many months it had been since she had seen her beloved Essex.

“We shall invite him to court for the tilt,” said the Queen. “Now where is your own boy, Burghley?”

“He is here, madam.” A boy moved forward. He must have been about Penelope’s age but was smaller by far than her in stature, with one shoulder substantially higher than the other and a bulbous body set upon legs so thin it was a miracle they could hold him up. He reminded her, with his odd bird-boy shape, of a painting of the devil she once saw in a forbidden book, and she felt a twinge of the old fear that image had planted in her.

Where the father’s face was long, the boy’s was longer to the brink of ugliness, with a great domed forehead and his hair sticking up above it like bristles on a hearth brush. Both men were clad head to toe in black, each with a stiff snowy ruff; but in spite of their plainness there was a luxury about them that didn’t pass Penelope by.

The odd boy gawped her way and she, finding sympathy for one cursed with such a crooked form, smiled at him. He didn’t return it, but continued gawping and blushing hotly. His father gave him a tap on the shoulder, which seemed to jolt him from his trance. He dropped sharply onto his knees before the Queen, fixing his eyes on her shoes.

“Getting on here at Whitehall, Cecil?” said the Queen. “Your father showing you the ropes?” Turning to Penelope, she added, “Cecil arrived at court just a few days ago, didn’t you, boy?”

Cecil mumbled out a response, but Penelope was not listening for she had just spotted, beyond him, with a tightening about her heart, the face that was inscribed on her memory.

About The Author

Photograph © JP Masclet

Elizabeth Fremantle is the author of four Tudor novels: Queen’s Gambit (soon to be the major motion picture, Firebrand, starring Alicia Vikander and Jude Law), Sisters of Treason, Watch the Lady, and The Girl in the Glass Tower. As EC Fremantle she has written two gripping historical thrillers: The Poison Bed and The Honey and the Sting. Her contemporary short story, ‘That Kind of Girl,’ was shortlisted for the Bridport Prize in 2021. She has worked for Elle and Vogue in Paris and London and contributed to many publications including Vanity Fair, The Sunday Times (London), the Financial Times, and The Wall Street Journal. She lives in London.

Product Details

  • Publisher: Simon & Schuster (June 9, 2015)
  • Length: 560 pages
  • ISBN13: 9781476703121

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Raves and Reviews

"This is a superbly written novel . . . Fremantle is surely a major new voice in historical fiction and this book is the answer to the question about what Hilary Mantel fans should read while waiting for the final part of her trilogy."

– The Bookseller

“Intrigue, romance, and treachery abound in Fremantle’s debut novel . . . . This compulsively readable fictional biography of the ultimate survivor is infused with the type of meticulous attention to historical detailing that discerning fans of Alison Weir and Philippa Gregory have come to expect in the Tudor canon.”

– Booklist

“Fremantle manages to combine pacey storytelling with superb background…terrifically entertaining.”

– The Sunday Times

“The research and historical detail are impeccable.. and fans will enjoy this evocation of Elizabeth’s tumultuous court”

– The Times

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