the two countries to attack England. Henry responded in 1539 by ordering the construction of fortifications along the most vulnerable parts of the coast, through an instruction called a "device". The immediate threat passed, but resurfaced in 1544, with France threatening an invasion across the Channel, backed by her allies in Scotland. Henry therefore issued another device in 1544 to further improve the country's defences, particularly along the south coast. The town of Yarmouth on the Isle of Wight may have been attacked by the French in 1543; if so, this raid probably encouraged the construction of a castle there as part of the second wave of Device Forts. The fort functioned alongside the existing defences in the Solent and protected the main crossing from the west side of the island to the mainland. Yarmouth Castle was a square artillery fort built around a central courtyard with an angular, "arrow-head" bastion protecting the landward side. It was initially equipped with three cannons and culverins, and twelve smaller guns, firing from a line of embrasures along the seaward side of the castle. It was garrisoned by a small team of soldiers, consisting of a master gunner, a porter and 17 soldiers, commanded by Richard Udall, the castle's first captain. Udall lived in the castle, but the soldiers resided in the local town. The castle was constructed by George Mills under the direction of Richard Worsley, the Captain of the Island, on land belonging to the Crown, possibly on the site of a church destroyed during the events of 1543. Henry had dissolved the monasteries in England a few years before, and stone from the local Quarr Abbey was probably reused in the construction of the castle. It was finished by 1547, when Mills was paid £1,000 for his work and to discharge the soldiers who had been guarding the site during the project. Initial use When the Roman Catholic Queen Mary I succeeded to the throne there were changes in the leadership on the Isle of Wight and the castle. Worsley was dismissed in favour of a Roman Catholic appointee in 1553 and Udall was executed in 1555 for his role in the Dudley conspiracy to overthrow the Queen. When the Protestant Elizabeth I came to the throne in 1558, however, peace was made with France and military attention shifted towards the Spanish threat to England. Elizabeth reappointed Worsley to his