Boethius was one of the key figures in the survival of classical learning and its transmission to later times. Living at the end of the classical period, and playing an important role in the last stages of Roman imperial civilisation in the west, he used his knowledge of Greek and Latin and his familiarity with philosophy and poetry to write a series of important works which were designed to make ancient learning accessible for his own contemporaries. These became crucial texts, on philosophy, music, arithmetic and logic, for later centuries, down to the end of the Middle Ages and beyond. The Consolation of Philosophy, written in exile around 525, possibly in prison and under sentence of death at the end of his life after a rupture with the Gothic king of Italy, is the most famous and influential of these texts. Written in dialogue form and interweaving prose and poetry, it was translated into English in Anglo-Saxon times, reputedly by King Alfred, and later by Chaucer and Queen Elizabeth I among others, and into Old High German, French and other languages; it was a key source for literary authors in many medieval languages; and it became an important educational text, used to instruct successive generations of students and scholars in the art of poetry and rhetoric, and in astronomy, natural history, classical legend and history, and the Latin language. The key period for this explosion of interest and influence is the three centuries from the discovery of the work in 790 by Alcuin, an Anglo-Saxon scholar belonging to the circle of Charlemagne, to the end of the eleventh century. Though the outlines of this explosion are known the main evidence is still buried in thousands of annotations and glosses written in the margins and between the lines of scores of manuscripts of the Consolation. These convey contemporary explanations (and misunderstandings) of a vast range of allusions in the text, from Sirens to Socrates and actresses to astronomy. Scholars have known of the existence of these glosses or scholia for over a century, and several have at various times set out to collect the material and make it available to others in accessible form, but all have failed or abandoned the task on discovering the scale of the challenge and the difficulty of organising the masses of material. As a result, many people refer to this material in general terms, and some cite comments from individual manuscripts, but no-one knows what is really there. The long-established notion that what the manuscripts contain are essentially lots of different copies of just two commentaries, one by Remigius of Auxerre and another by someone known only as 'The Anonymous of St Gall', is clearly wrong. We are probably looking at the contributions of many unknown commentators working in France, Germany, England, Wales and Ireland, over the ninth to eleventh centuries. What we aim to do is build a picture of this range of knowledge and understanding and interests at a time of rapid cultural change. Malcolm Godden and Rohini Jayatilaka have been working on this material since 2002, as part of their Alfredian Boethius project. For the present project, they and Rosalind Love aim to develop this work and make the material fully accessible to everyone interested in it. Our aim is to decipher and transcribe all those annotations and glosses, to edit and translate them, and then to analyse what they tell us about the understanding of classical culture, natural history, astronomy etc. In the period, and to trace the ways in which this kind of material, and Boethius's own ideas, percolated into other kinds of literature and into the general understanding of the past and of the physical world in the period. Our primary target is a full edited compilation of the whole corpus, recording or collating all distinct glosses and variations amongst them, apart from mere differences of spelling and word-order.