Barbara Palmer, 1st Duchess of Cleveland, Countess of Castlemaine ( ; – 9 October 1709), was an English royal mistress of the Villiers family and perhaps the most notorious of the many mistresses of King Charles II of England, by whom she had five children, all of them acknowledged and subsequently ennobled. Barbara was the subject of many portraits, in particular by court painter Sir Peter Lely.

Barbara's first cousin, Elizabeth Villiers (later 1st Countess of Orkney 1657–1733), was the presumed mistress of King William III.

Barbara Palmer, 1st Duchess of Cleveland

Early life

Born into the Villiers family as Barbara Villiers, in the parish of St Margaret's, Westminster, Middlesex, she was the only child of William Villiers, 2nd Viscount Grandison, a half-nephew of the 1st Duke of Buckingham, and of his wife Mary Bayning, co-heiress of Paul Bayning, 1st Viscount Bayning. On 29 September 1643 her father died in the First English Civil War from a wound sustained on 26 July at the storming of Bristol, while leading a brigade of Cavaliers. He had spent his considerable fortune on horses and ammunition for a regiment he raised himself; his widow and daughter were left in straitened circumstances. Shortly after Grandison's death, Barbara's mother married secondly Charles Villiers, 2nd Earl of Anglesey, a cousin of her late husband.

Barbara Palmer, 1st Duchess of Cleveland

Upon the execution of King Charles I in 1649, the impoverished Villiers family secretly transferred its loyalty to his son, Charles, Prince of Wales. Every year on 29 May, the new King's birthday, young Barbara, along with her family, descended to the cellar of their home in total darkness and clandestinely drank to his health. At that time, Charles was living in The Hague, supported at first by his brother-in-law, Prince William II of Orange, and later by his nephew, William III of Orange.

Barbara Palmer, 1st Duchess of Cleveland

Marriage

Tall, voluptuous, with masses of brunette hair, slanting, heavy-lidded violet eyes, alabaster skin, and a sensuous, sulky mouth, Barbara Villiers was considered to be one of the most beautiful of the Royalist women, but her lack of fortune left her with reduced marriage prospects. Her first serious romance was with Philip Stanhope, 2nd Earl of Chesterfield, but he was searching for a rich wife; he wed Elizabeth Butler in 1660. On 14 April 1659 she married Roger Palmer (later 1st Earl of Castlemaine), a Roman Catholic, against his family's wishes; his father predicted that she would make him one of the most miserable men in the world. The Palmers had joined the ambitious group of supplicants who sailed for Brussels at the end of 1659. In 1660, Barbara became the king's mistress, and on 20 August 1660 was awarded two pennies seigniorage on every Troy pound of silver minted into coins. As a reward for her services, the King created her husband Baron Limerick and Earl of Castlemaine in 1661. These titles were given with the stipulation that they would only be passed down through Roger's heirs by Barbara, and thus served as a way for the king to indirectly secure an inheritance for his illegitimate children. The two officially separated in 1662, following the birth of her first son. It has been claimed that Roger Palmer did not father any of his wife's children.

Royal mistress

Lady Castlemaine's influence over the King waxed and waned throughout her tenure as royal mistress. At her height, her influence was so great that she has been referred to as "The Uncrowned Queen," and she was known to assert her influence with the King over the actual Queen, Catherine of Braganza. This initially began upon the Queen's landing at Portsmouth. Samuel Pepys reported that the customary bonfire outside Lady Castlemaine's house was left conspicuously unlit for the Queen's arrival. In point of fact, she planned to give birth to her and Charles' second child at Hampton Court Palace while the royal couple were honeymooning.

Of her six children, five were acknowledged by Charles as his. Charles did not believe he sired the youngest, but he was coerced into legally owning paternity by Lady Castlemaine: