The Lombards, at the outlet of the passes of the Alps, offered a vigorous resistance; but when the second army had penetrated into Italy by Mount St.Bernard, Didier, threatened in his rear, retired precipitately, and, driven from position to position, was obliged to go and shut himself up in Pavia, the strongest place in his kingdom, whither Charlemagne, having received on the march the submission of the principal counts and nearly all the towns of Lombardy, came promptly to besiege him.
To place textually before the reader a fragment of an old chronicle will serve better than any modern description to show the impression of admiration and fear produced upon his contemporaries by Charlemagne, his person and his power.

At the close of this ninth century a monk of the abbey of St.Gall, in Switzerland, had collected, direct from the mouth of one of Charlemagne's warriors, Adalbert, numerous stories of his campaigns and his life.

These stories are full of fabulous legends, puerile anecdotes, distorted reminiscences, and chronological errors, and they are written sometimes with a credulity and exaggeration of language which raise a smile; but they reveal the state of men's minds and fancies within the circle of Charlemagne's influence and at the sight of him.
This monk gives a naive account of Charlemagne's arrival before Pavia and of the king of the Lombards' disquietude at his approach.

Didier had with him at that time one of Charlemagne's most famous comrades, Ogier the Dane, who fills a prominent place in the romances and epopoeas, relating to chivalry, of that age.

Ogier had quarrelled with his great chief and taken refuge with the king of the Lombards.