On 1 June 1858 Jayajirao led his forces to Morar to fight a rebel army led by Tatya Tope, Rani Lakshmibai and Rao Sahib. This army had 7,000 infantry, 4,000 cavalry and 12 guns while he had only 1,500 cavalry, his bodyguard of 600 men and 8 guns. He waited for their attack which came at 7 o'clock in the morning; in this attack the rebel cavalry took the guns and most of the Gwalior forces except the bodyguard went over to the rebels. The Maharaja and the remainder fled without stopping until they reached Agra.