The pioneers (the Rani of Jhansi, Tatya Tope, the Nawab of Banda, and Rao Sahib) fled again. They came to Gwalior and joined the Indian powers who currently held the city (Maharaja Scindia having fled to Agra from the front line at Morar). They proceeded onward to Gwalior planning to possess the key Gwalior Fort and the revolutionary powers involved the city without resistance. 

The dissidents broadcasted Nana Sahib as Peshwa of a restored Maratha territory with Rao Sahib as his lead representative (subedar) in Gwalior. The Rani was ineffective in attempting to convince the other agitator pioneers to plan to safeguard Gwalior against a British assault which she expected would come soon. General Rose's powers took Morar on 16 June and afterward made an effective assault on the city.