Soon after he arrived at Cawnpore, Havelock received news that Henry Lawrence, the British Resident in Awadh (referred to at the time as Oudh) had died, and that the Company forces were besieged and facing a defeat at Lucknow.

He fought against the rebel forces blocking his way, winning victories at Unnao (or Unao) and Bashiratganj (or Bashiratgunj), though at a high cost in casualties.

Another, larger, force under General Colin Campbell, the new Commander-in-Chief, India, gathered in Cawnpore to make a second relief of Lucknow.

While he led his main force to Lucknow, Campbell left a detachment of about 1,500 men under Brigadier Charles Ash Windham to hold Cawnpore, the vital bridge of boats across the Ganges, and the entrenchment constructed to protect it.

This was a body of troops in the service of the ruler of Gwalior, but which was recruited and organised on the same lines as the Bengal Presidency Army of the East India Company.

By 19 November, Tantya Tope's advance guard dominated all the routes west and north-west of Cawnpore, and had cut off all supplies to the city.

On 26 November, a rebel advance guard of 2,500 men, 500 cavalry and 6 heavy guns had reached a river, the Pandu Nadi, west of Cawnpore.

The rebels captured all the baggage and stores which had been left outside the entrenchments in a building on the road to Bithoor and were threatening the vital bridge of boats over the Ganges.

Fearing for the safety of the bridge and Cawnpore, Campbell left his infantry to protect the convoy and moved ahead with his cavalry and horse artillery.

Their right wing, which included the Gwalior Contingent, occupied an open plain with scattered lime kilns and brick mounds.

Campbell's artillery, which included many guns that were heavier than those possessed by the rebels, particularly the 24-pounders manned by the sailors of the Naval Brigade, was the decisive factor.

From this point on, increasing numbers of British reinforcements were to arrive in India and the rebellion was doomed to defeat, although Tantya Tope and other determined leaders continued to resist for more than a year.