Waller retired to a strong position on Lansdowne Hill, north-west of Bath while the main Royalist force moved north through Batheaston to Marshfield.

[2] Hopton's forces encountered Waller's position on Lansdowne Hill on 4 July and were unpleasantly surprised at its strength.

They withdrew 5 miles (8 km) north-east to Marshfield, while their rearguard repulsed an attempt by Waller's cavalry to pursue them.

[3][4][5] Early on 5 July 1643, Waller moved to the north end of Lansdowne Hill, where he built crude breastworks for his infantry,[3] and sent some of his cavalry against Hopton's outposts.

The Parliamentarians put to flight some badly led Royalist cavalry, and the alarm caused all of Hopton's army to form up and to begin advancing west until they came in sight of Waller's position.

During the night, they withdrew silently, leaving burning matches on the wall to deceive the Royalists that they still held the position.

A Cornish officer describing the battle wrote that Waller was "... the best shifter and chooser of ground when he was not Master of the field that ever I saw".