I loked about, and sawe a craggy roche
Farre in the west, neare to the element; 
And as I dyd then unto it approche,
Upon the toppe I sawe refulgent
The royall tower of Morall Document,
Made of fine copper, with turrettes fayre and hye,
Which against Phebus shone so marveylously;

That for the very perfect bryghtnes,
What of the tower and of the cleare sunne,
I coulde nothyng beholde the goodliness
Of that palaice whereas Doctrine did wonee;
Tyll at the last, with mysty wyndes donne,
The radiant bryghtnes of golden Phebus
Auster gan cover with clowde tenebrus. 

Then to the tower I drewe nere and nere,
And often mused of the great hyghnes
Of the craggy rocke, whiche quadrant did appeare;
But the fayre tower so much of ryches
Was all about sexangled doubtles,
Gargeyled with greyhounds and with many lyons,
Made of fyne golde, with divers sundry dragons.

The little 'turretts' with ymages of golde
About was set, whiche with the wynde aye moved.
With propre vices that I did well beholde,
About the towers in sundry wyse they hoved,
Wyth goodly pypes in their mouthes ituned,
That with the wynde they pyped a daunce,
Iclipped Amour de la hault plesaunce.

The toure was great, of marvelous wyndes,
To whyche there was no way to passe but one,
Into the toure for to have an intres;
A grece there was, ychesyled all of stone
Out of the rocke, on whiche men dyd gone
Up to the toure; an in lykewise dyd I,
Wyth bothe the grayhoundes in my company:

Tyll that I that I came to a ryall gate,
Where I sawe stondynge the goodly portres,
Whiche axed me from whence I came a-late?
To whome I gan in every thynge expresse
All myne adventure, chaunce, and busynesse,
And eke my name I tolde her every dell.
When she herde this, she lyked me ryght well.

Her name, she sayd, was called Countenaunce:
Into the 'base' courte she dyd me then lede,
Where was a fountayne depred of pleasance,
A noble sprynge, a ryall conduytehede,
Made of fyne golde enameled with reed,
And on the toppe foure dragons blewe, and stoute
Thys dulcet water in foure partyes dyd spout.

Of whyche there flowed foure ryvers ryght clere,
Sweter than Nylus or Ganges was theyr odoure,
Tygrys or Eufrates unto them no pere.
I dyd than taste the aromatyke lycoure,
Fragraunt of fume, swete as any floure,
And in my mouthe it had a marveylous cent 
Of divers spyces; I knewe not what it ment.

And after thys father forth me brought
Dame Countenaunce into a goodly hall:
Of jasper stones it was wonderly wrought,
The wyndowes cleare, depured all of crystall,
And in the roufe on hye over all
Of golde was made a ryght crafty vyne; 
Instede of grapes the rubies there did shyne.

The flore was paved with berall clarified,
With pillers made of stones precious,
Like a place of pleasure so gayely glorified,
It might be called a palaice glorious,
So muche delectable and solacious.
The hall was hanged, hye and circuler,
With cloth of arras in the rychest maner.

That treated well of a ful noble story,
Of the doubty waye to the tower perillous;
Howe a noble knyght should wynne the victory
Of many a serpente foule and odious:
***