“It is curious how little information we can get about Bareilly. It is said that all the way from Fareedpore till within a mile of the ruined cantonments, the country is as level and smooth as a bowling green. The result is, that the road is raised above the ground, in order that it may not be flooded in the rains. Outside the cantonments, there is a small stream flowing deviously in a deep bed, and the ground is intersected by nullahs, so as to be unfavourable for the movements of regular troops, in various places.” (Russell)

Bareilly itself did not offer itself to a strong defence. There was no fort, no walls or ditches encircling it. The town had one main street, approximately two miles in length, with lanes branching off to its sides. Beyond these streets came the suburbs. Large detached bungalows lined the roads, each in its own walled compound, and once, before the mutiny visited Bareilly, the gardens had boasted of trimmed lawns and an abundance of flowers. Everything had fallen into disrepair now, and what houses had escaped the ravages of plunder a year earlier sat now as crestfallen relics to better days. Beyond the town came the wide open plains, intersected with ravines and small streams. Only the Nattia Nadi, which covered Bareilly on the south side, could be seen as a potential obstacle, with its steep banks providing a natural defensive position against any oncoming army. However, none of the bridges crossing the river had been destroyed. Likely realising the defects of Bareilly as a defensive position, Khan Bahadur Khan decided he would take the fight out into the open plain instead.

4 May, 1858

“Do not attempt to meet the regular columns of the infidels, because they are superior to you in discipline and have more guns; but watch their movements; guard all the ghats on the rivers; intercept their communications; stop their supplies; cut up their piquets and daks; keep constantly hanging about their camps; give them no rest!” (Proclamation of Khan Bahadur Khan, circulated in Rohilkhand, 1858)

Obviously aware that Sir Colin Campbell was indeed on his doorstep and Brigadier Jones was advancing from Moradabad, Khan Bahadur Khan had two choices: in the first instant, he could pack up his army and flee towards Pilibhit, the road to which was still open, or he could give Sir Colin a roughing up before he left. If he wanted to keep face in front of his followers, among whom he now counted hundreds of wild Ghazis, leaving without a fight would never do, and he needed to strike a blow against the British if he intended to keep his name alive in Rohilkhand.
Towards dusk on May 4, he moved his army out of Bareilly and over the Nattia Nadi. His position was chosen with some care; he had the high ground of the river banks on which to place his guns, and he commanded the line by which the British would have to advance. This he covered first by his infantry and guarded both his flanks with cavalry. His second line was placed in the old cantonments closer to Bareilly itself and still kept the Philibit road under his control. He further held a force of infantry in reserve on the Bareilly side of the river, near the bridge. If the spies were correct, Khan Bahadur Khan had a force of no less than 55’000 men of all arms, a number that should have been able to stagger Sir Colin Campbell. That is, if Khan Bahadur Khan actually had 55’000 men.

Sir Colin Campbell had opened his Rohilkhand Campaign prepared. Gone were the days of badgering Calcutta for reinforcements, of watching weary men collapse after miserable marches in their heavy, unsuitable clothes, of raw recruits and inexperienced commanders. The men Sir Colin Campbell had taken with him from Lucknow and ordered from beyond knew their work, some of them all too well, and they knew the Commander in Chief.