When Hafiz Rehmat Khan refused Nawab Najib ad Daula advice of paying off the debt owed to Awadh on the grounds that the British had in effect done little to deserve the payment which they now demanded it led to the First Rohilla war which ended in the Annexation of the Kingdom of Rohilkhand.

The close of the First Rohilla War saw a guerilla campaign in which the Rohilla nation led by the former Nawab of Rohilkhand, Faizullah Khan successfully managed to gain concessions from the British and in 1774 saw Faizullah Khan installed as Nawab of Rampur with the support of the British East India Company.

Ghulam Muhammad was forced by the common people to begin a campaign of liberation of the former territories of Rohilkhand that were now under the Awadh and the British.

The Nazim of Bareilly was notified of the impending attack by Awadh, and a British Force under Robert Appercromby reached there and waited for re-enforcements.

The Nawab of Awadh, who was less willing to see a war through with the Rohilla's stalled and would reach the scene of the engagement a day after the main battle had taken place.

The Rohilla's completely overwhelmed and smashed through the right wing of the British Infantry.Nawab Ghulam Muhammad Khan began to beat the drums of victory, however General Appercromby held his ground and maintained the centre eventually managing to get another cavalry charge through.

Appercromby who had served in the American War of Independence and the Third Anglo-Mysore War, was impressed by the Rohilla's and their bravery on the battle field, he is quoted as having said that:"More Determined and cool bravery in an enemy I have never experienced"Abu Talib, who accompanied Asaf ad Daula on the day after the war had been fought said: "Owing to the inactivity of some English officers and the intrepidity of the Ruhelas (Rohillas), the British were on the point of defeat, but the General, who occupied the centre, notwithstanding the dispersion in the right wing, held his ground and kept up the incessant cannon fires".Abu Talib believed that if the Rohilla Army had got to Barielly earlier they would have taken the city by surprise and would have been able to use the supplies from the city to muster more troops in the form of mercenary Sikhs along with ammunitions and guns from the stores to put up a farce fight against Awadh.