Godfrey III[a] (c. 997 – 1069), called the Bearded, was the eldest son of Gothelo I, Duke of Upper and Lower Lorraine.

Godfrey rebelled against his King and devastated land in Lower Lorraine, as well as the City of Verdun; which, though his by inheritance, Henry had not given him.

Baldwin V of Flanders joined Godfrey, while Henry gave Thierry, Bishop of Verdun, the eponymous county.

On 11 November 1048 at Thuin, Godfrey fell on Adalbert, his replacement in Upper Lorraine, and defeated him, killing him in battle.

In his subsequent campaigns to take the Moselle region, Godfrey met with stiff resistance from Gerard and was forced to renounce his claims and reconcile with the Bishop.

In this war, Godfrey captured Frederick of Luxembourg, Duke of Lower Lorraine, who had received that duchy, including Antwerp, from Henry III.

In January 1058, Leo de Benedicto Christiano threw open the city gates to him and Beatrice after the election of Pope Nicholas II.