It rises at Tetbury in Gloucestershire and flows in a generally south-easterly direction, joining the Sherston Avon at Malmesbury in Wiltshire.

The river now turns in the southeasterly direction into a steep valley through Estcourt Park, where it is joined on the right by the Wormwell Brook, which has its origin at Westonbirt.

Passing through Shipton Wood the river forms a lake, created as part of the Estcourt Estate in the late 18th century.

[2] It then enters Wiltshire near the village of Brokenborough, flowing to the north of Malmesbury where it joins the Sherston Avon at the eastern edge of the town.

As is common amongst Cotswold streams, many watermills were established from early times for fulling wool and grinding corn.