On 8 October, the rebels launched an offensive to capture the town of Maarrat al-Nu'man, which holds a strategic position next to the M5 Highway, a key route which government reinforcements from Damascus would need to use in order to enter the battle in Aleppo.

[16] However, two military bases on the outskirts of Maarrat al-Nu'man remained under Army control and the rebels soon imposed a siege with continuous attacks in a bid to capture them.

In addition to its imposing position near a strategic spot along the south-north Damascus-Aleppo highway, Wadi Deif was also an important barracks with an armored regiment and a fuel depot believed to hold millions of liters in underground silos.

[18] On the same day, the FSA launched an attack on the Wadi Deif siege, which was being used to shell Maarrat al-Nu'man, just east of the town near the highway.

[19] On 14 October, government troops made attempts to block a new rebel attack on the military base with fighting raging in the nearby villages of Maarshurin and Hish.

[25] On 18 October, military fighter jets destroyed two residential buildings and a mosque, where many women and children, who had thought the danger had passed and returned to the town, were taking refuge.

[28] On 19 October, rebels announced they had removed part of a collection of mosaics from the city's museum in order to protect it from ongoing bombardment.

On 8 October a government jet dropped a bomb close to the building's entrance, shattering its doors and damaging some of the more fragile pieces.

Soldiers inside the base were relying on airdrops for resupply, however most were missing and falling into rebel areas or no man's land.

[31] By taking the base, the FSA would also be able to protect their flank and then advance on Jisr al-Shughour and block supply and reinforcement convoys coming in from Latakia for Aleppo.

[33] On 25 October, despite rebel attempts to stop their advance, the military armored column, sent to reinforce the base 10 days before, had arrived near Maarrat al-Nu'man.

[22] On 26 October, at 10:30am (local time), rebels, including the Islamist Al-Nusra Front, attacked government positions near the Wadi Dief base sparking 'fierce clashes' between the two sides.

[38] On 30 October, rebels clashed with Syrian Army troops south of the city, killing two soldiers and two members of Al-Nusra Front.

Insufficient coordination, supplies, and firepower combined with the intense army pressure and counter-attacks from air and ground make holding the city a "costly" for them.

[44][45] On 14 November, Syrian forces launched two air strikes on Maaret al-Numan while continuing their attempt to retake the town from the rebels, a battle which has been ongoing since 9 October.

The parallel military highway remained open, but was characterised as a very slow and inefficient supply line due to the roughness of the road.

[56] On 7 February, Time Magazine reported that a council of clerics, led by Jahbat al-Nusra, was marshaling supplies and organizing multiple rebel groups around Maarat al-Nu'man, including Suqour al-Sham and the FSA's Idlib Revolutionary Military Council, for a new offensive against the besieged Wadi Deif base.

The large government base of Wadi Deif houses an armored regiment and the rebels believe it also holds millions of liters of fuel in underground silos.

[57] On 10 February, intermittent clashes took place between government forces and fighters from several rebel battalions around Wadi al-Dayf and the Hamidiya army base.

[58] On 11 February, it was reported that armed fighters—allegedly from Jabhat al-Nusra—shot at and beheaded a statue of the blind poet and philosopher Al-Maʿarri, who was born in the city during the Abbasid era.

[59] On 7 March, a Syrian fighter-jet was downed by anti-aircraft machine-guns while it was bombarding the town of Heish and its surrounding area, in southern Reef Idlib, south of Ma'arat al-Nu'man city.

On 15 April, rebels attempted a counter-attack, although their front was reported to have been weakened in previous weeks due to infighting and the deployment of forces to other battles.

[2][63] An opposition activist claimed that shouts of people from Babulin were heard on a wireless communication device, calling for rebel fighters to help them, after government forces took control over the town.