The Commonwealth forces of about 12,000 under hetman Stanisław Żółkiewski encountered the advance Russian force of 8,000 under Grigory Valuyev and attempted to attack it soon after dawn on 24 June, but Russians were able to fortify their positions at Tsaryovo-Zaymishche camp.
Stanisław Żółkiewski besieged Tsaryovo-Zaymishche and then led the rest of his army towards Mozhaysk, defeating the Russians at the Battle of Klushino.
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After that, Valuyev and Prince Fyodor Yeletsky were put in charge of a unit stationed in a village of Tsaryovo-Zaymishche and responsible for providing cover for the army of Dmitry Shuisky (located near Mozhaysk).