Richard Neville, 16th Earl of Warwick, was the most powerful magnate in England and the man who had put Edward IV on the throne in 1461. Eight years later he was a man with a grievance. Edward had married Elizabeth Woodville without consulting him, elevated her relatives at the expense of Warwick's, and pursued a foreign policy Warwick disapproved of. In July 1469 Warwick had organised a rebellion that defeated a royal army at Edgcote and briefly imprisoned Edward at Olney. The two men had since publicly reconciled, but by early 1470 the earl was plotting again, this time aiming to put Edward's younger brother George, Duke of Clarence, on the throne in his place. The plot needed a spark, and the spark was a Lincolnshire local quarrel.

Sir Robert Welles, son of Richard Welles the 7th Baron, was a Lincolnshire knight whose family had fallen foul of the king over a property dispute. Warwick saw an opportunity. With Warwick's and Clarence's encouragement, Welles styled himself a 'great captain of the people' and on 4 March 1470 sent out summons to the surrounding estates calling every able man to arms against the king. Rumours spread, deliberately fed by Welles, that Edward was riding north to hang and draw the pardoned Edgcote rebels of the previous year. Panic recruited where eloquence could not. By 7 March, Edward was being told the rebels had gathered a hundred thousand men and were marching on Stamford. The real number was almost certainly far smaller, but it was substantial enough to take seriously. Warwick and Clarence sent the king letters of fulsome support, promising they were raising their own troops to come to his aid, and Edward, not yet suspecting them, issued commissions of array including Warwick's name to legitimise the muster.

When Edward heard the rebels and Warwick's force were both converging on Leicester rather than coming to him, the conspiracy became clear. He moved quickly. Lord Welles, Sir Robert's father, was already in Edward's custody, having surrendered earlier in hope of clemency. Edward sent his son a message: disband the army or your father dies. Sir Robert turned for Stamford to await Warwick. Edward closed with him faster than he expected. On 12 March the rebel army was drawn up beside the Great North Road near Empingham, north of Tickencote Warren in what is now Rutland. Edward arrayed his men in a battle line opposite them. Before sending in his troops, he had Lord Welles dragged out into the space between the two armies and beheaded. It was a calculated act of theatre. The watching rebels were meant to understand that the king was serious, that mercy had limits, and that their leader's father had paid the price already. They were also meant to be unnerved. They were.

The fight that followed was scarcely a battle. Edward's artillery loosed one volley. His advance began. The rebel front, untrained levies pushed forward by a captain whose father had just been killed before their eyes, did not hold. Men shed armour and surcoats as they ran, which one account suggests is where the name 'Losecoat' eventually came from, though contemporary documents call the place Hornfield after the adjacent parish. Sir Robert Welles and his foot commander Richard Warren were captured in the rout. Both were executed a week later on 19 March. Before his death Welles confessed his treason and named Warwick and Clarence as the partners and chief provokers of the rebellion. Documents recovered from the field proved the charges. Within weeks both Warwick and Clarence had fled to France, where Warwick made the alliance with the exiled Margaret of Anjou that would briefly restore Henry VI to the throne. The Wars of the Roses had several years left to run. They would not end well for Warwick, who was killed at Barnet in April 1471. The Bloody Oaks Quarry, where some of the dead were said to have been buried, is now a nature reserve owned by the Leicestershire and Rutland Wildlife Trust.