Charles, wrought up to the highest pitch of agony at the prospect of being compelled to abandon the splendid design of entering London in triumph, continued to expostulate and entreat the whole day. The Duke of Perth and some of the Irish officers, moved by his distress, gave way, and called on the other chiefs to yield; but they remained immovable, and the prince, seeing the case hopeless, at length gave up the contest, and, in deep dejection, assented to the retreat. But, as if he deemed the relinquishment of the march on the metropolis the ruin of the whole enterprise, he declared that henceforth he would summon no more councils—being accountable only to God and his father, he would not again either seek or accept their advice.

The next morning, the 6th of December, the retreat commenced; but the soldiers and the inferior officers little dreamed that it was a retreat. They imagined that they were going to fight the Duke of Cumberland, and marched out in high spirits. The morning was foggy, and for some time the delusion was kept up; but when the fog cleared away, and they perceived that they were retracing their former route, their disappointment and rage became excessive. The retreat was rapidly continued through Preston, and on to Lancaster, which they reached on the 13th. On the 18th Oglethorpe and Cumberland, accompanied by a mob of country squires and mounted farmers, attacked Lord George Murray's rear near Penrith; but the countrymen were speedily put to flight by a charge of the Glengarry clan, and Oglethorpe fell back to the main body. They came up again, however, in the evening near the village of Clifton, and Lord George perceived, by the fitful light of the moon, the enemy forming behind the stone walls, and lining every hedge, orchard, and outhouse. Just as the royal troops commenced their charge they were stopped by a cross-fire of the concealed Highlanders, and, whilst affected by this surprise, Lord George cried, "Claymore! claymore!" and rushing down upon them with the Macphersons of Cluny, attacked them sword in hand. Being supported by the Stuarts of Appin, they compelled the English to retreat.

Nevertheless, the whole army was dead beat and in the most deplorable condition when they entered Carlisle on the morning of the 19th. As the enemy did not appear, they rested that day and the following night, when they set forward again, leaving a fresh garrison. Cumberland was soon up before the walls, and they fired vigorously at him; but he sent off to Whitehaven and brought up six eighteen-pounders, with which, to their dismay, he began to play on their crumbling walls on the 29th. Next morning they hung out a white flag, and offered to capitulate; but Cumberland would hear of no terms except their surrendering on condition that they should not be put to the sword. At three o'clock in the afternoon both town and castle were surrendered, the garrison being shut up in the cathedral, and a guard set upon them. On the 3rd of January the Duke of Cumberland left the command to General Hawley, and hastened back to London, being summoned to defend the southern coast from a menaced landing of the French.

Meanwhile, the Highland army was continuing its retreat. On the 20th of December they left Carlisle, and crossed into Scotland by fording the Esk. On the 26th Lord George entered Glasgow, and Charles, with the other division, on the 27th. At Glasgow the prince and the army lay for seven days to rest, and to levy contributions of all kinds of articles of apparel for the soldiers. On the 3rd of January, 1746, the same day that Cumberland left Carlisle for London, Charles marched his army out of Glasgow, new clad and new shod, for Stirling. The next day he took up his quarters at the house of Bannockburn, and distributed his men through the neighbouring villages, Lord George Murray occupying Falkirk. Lords Strathallan and Drummond soon arrived from Perth with their united force, attended by both battering-guns and engines from France.

With this force, tempted by the battering train, Charles committed the error of wasting his strength on a siege of Stirling Castle, instead of preparing to annihilate the English troops, which were in rapid advance upon him.

The Duke of Cumberland, being called southward, had got General Hawley appointed to the command of the army sent after the Young Pretender. Wade was become too old and dilatory, but Hawley was much fitter for a hangman than a general. Horace Walpole says he was called "the Lord Chief Justice," because, like Jeffreys, he had a passion for executions; that when the surgeons solicited the body of a deserter, which was dangling before Hawley's windows, for dissection, he would only consent on condition that he had the skeleton to ornament the guard room. Hearing of his approach, Charles drew in his forces from Falkirk under Lord George, left a few hundred men to blockade Stirling, and concentrated his army on the renowned field of Bannockburn. On the 16th of January Charles, expecting Hawley, drew up his forces, but no enemy appeared. The next day, still perceiving no Hawley, he advanced to Pleanmuir, two miles east of Bannockburn, and on the way to Torwood. No enemy yet appearing, the prince determined to advance and find him out. Hawley was so confident of dispersing the Highland rabble at any moment that he chose, that he had neglected every military precaution, had fixed no outposts, and was away at Callander House, at some distance from the field, comfortably taking luncheon with Lady Kilmarnock, whose husband was in the rebel army, and who was exerting all her powers of pleasing to detain the foolish general as long as possible. At length, when the rebels had come up so near that there was only Falkirk Moor between the armies, Hawley, roused by fresh messengers, came galloping up without his hat, and in the utmost confusion. In the middle of this rugged and uneven moor, covered with heath, rose a considerable ridge, and it appeared to be a race between the two enemies which should gain the advantage of the summit. On the one side galloped the English cavalry, on the other sped the Highlanders, straining for this important height; but the fleet-footed Gael won the ground from the English horse, and Hawley's horse halted a little below them. Neither of the armies had any artillery, for the Highlanders had left theirs behind in their rapid advance, and Hawley's had stuck fast in the bog. So far they were equal; but the prince, by taking a side route, had thrown the wind in the teeth of the English, and a storm of rain began with confounding violence to beat in their faces. The English cavalry remained, as it had galloped up, in front, commanded, since the death of Gardiner, by Colonel Ligonier, and the infantry formed, like the Highlanders, in two lines, the right commanded by General Huske, and the left by Hawley. Behind, as a reserve, stood the Glasgow regiment and the Argyll militia. The order being given, the cavalry under Ligonier charged the Macdonalds, who coolly waited till the English horse was within ten yards of them, when they poured such a murderous volley into them as dropped a frightful number from their saddles, and threw the whole line into confusion. The Frasers immediately poured an equally galling cross-fire into the startled line, and the two dragoon regiments which had fled at Coltbridge and Prestonpans waited no longer, but wheeling round, galloped from the field at their best speed. The Macdonalds, seeing the effect of their fire, in spite of Lord George Murray's endeavours to keep them in order, rushed forward, loading their pieces as they ran, and fell upon Hawley's two columns of infantry. Having discharged their pieces, they ran in upon the English with their targets and broadswords. The left soon gave way, and Hawley, who had got involved in the crowd of flying horse, had been swept with them down the hill, and thus had no means of keeping them to their colours. On the right of the royal army, however, the infantry stood firm, and as the Highlanders could not cross the ravine to come to close quarters with sword and target, they inflicted severe slaughter upon them; and Cobham's cavalry rallying, soon came to their aid and protected their flank, and increased the effect on the Highlanders, many of whom began to run, imagining that the day was lost. Charles, from his elevated position observing this extraordinary state of things, advanced at the head of his second line, and checked the advance of the English right, and, after some sharp fighting, compelled them to a retreat. But in this case it was only a retreat, not a flight. These regiments retired, with drums beating and colours flying, in perfect order. A pursuit of cavalry might still have been made, but the retreat of the English was so prompt, that the Highlanders suspected a stratagem; and it was only when their scouts brought them word that they had evacuated Falkirk that they understood their full success (January 18, 1746).

The battle of Falkirk, which in itself appeared so brilliant an affair for Prince Charles, was really one of his most serious disasters. The Highlanders, according to their regular custom when loaded with plunder, went off in great numbers to their homes with their booty. His chief officers became furious against each other in discussing their respective merits in the battle. Lord George Murray, who had himself behaved most bravely in the field, complained that Lord John Drummond had not exerted himself, or pursuit might have been made and the royal army been utterly annihilated. This spirit of discontent was greatly aggravated by the siege of the castle of Stirling. Old General Blakeney, who commanded the garrison, declared he would hold out to the last man, in spite of the terrible threats of Lord George Murray if he did not surrender. The Highlanders grew disgusted with work so contrary to their habits; and, indeed, the French engineer, the so-called Marquis de Mirabelle, was so utterly ignorant of his profession, that the batteries which he constructed were commanded by the castle, and the men were so much exposed that they were in danger of being destroyed before they took the fortress. Accordingly, on the 24th of January they struck to a man, and refused to go any more into the trenches.

This was followed by a memorial, signed by most of the chief officers, including Lord George Murray, Lochiel, Keppoch, Clanranald, and Simon Fraser, Master of Lovat. This was sent by Lord George to Charles, and represented that so many men were gone home, and more still going, in spite of all the endeavours of their chiefs, that if the siege were continued they saw nothing but absolute destruction to the whole army. The prince sent Sir Thomas Sheridan to remonstrate with the chiefs, but they would not give way, and Charles, it is said, sullenly acquiesced in the retreat.

It was time, if they were to avoid a battle. Cumberland was already on the march from Edinburgh. He quitted Holyrood on the 31st of January, and the insurgents only commenced their retreat the next morning, the 1st of February, after spiking their guns. With this force the prince continued his march towards Inverness, a fleet accompanying him along the coast with supplies and ammunition. On nearing Inverness, he found it rudely fortified by a ditch and palisade, and held by Lord Loudon with two thousand men. Charles took up his residence at Moray Castle, the seat of the chief of the Macintoshes. The chief was in the king's army with Lord Loudon, but Lady Macintosh espoused the cause of the prince zealously, raised the clan, and led them out as their commander, riding at their head with a man's bonnet on her head, and pistols at her saddle-bow. Charles, the next morning, the 17th of February, called together his men, and on the 18th marched on Inverness. Lord Loudon did not wait for his arrival, but got across the Moray Firth with his soldiers, and accompanied by the Lord-President Forbes, into Cromarty. He was hotly pursued by the Earl of Cromarty and several Highland regiments, and was compelled to retreat into Sutherland. Charles entered Inverness, and began to attack the British forts. Fort George surrendered in a few days, and in it they obtained sixteen pieces of cannon and a considerable stock of ammunition and provisions.

But, notwithstanding these partial advantages, and though the duke and his army were enduring all the severities of a Highland winter, exposed to the cutting east winds on that inclement coast, and compelled to keep quarters for some time, Cumberland was steadily seizing every opportunity to enclose the Highlanders in his toils. His ships cut off all supplies coming by sea. They captured two vessels sent from France to their aid, on board of one of which they took the brother of the Duke of Berwick. The Hazard, a sloop which the Highlanders had seized and sent several times to France, was now pursued by an English cruiser, and driven ashore on the coast of Sutherland: on board her were a hundred and fifty men and officers, and ten thousand pounds in gold, which the clan Mackay, headed by Lord Reay, got possession of. This last blow, in addition to other vessels sent out to succour him being compelled to return to France, reduced Charles to the utmost extremities. He had only five hundred louis-d'ors left in his chest, and he was obliged to pay his troops in meal, to their great suffering and discontent. Cumberland was, in fact, already conquering them by reducing them to mere feeble skeletons of men. The dry winds of March rendered the rivers fordable, and, as soon as it grew milder, he availed himself of this to coop the unhappy Highlanders up still more narrowly in their barren wilds, and stop all the passes into the Lowlands, by which they might obtain provisions. He himself lay at Aberdeen with strong outposts in all directions; Mordaunt at Old Meldrum, and Bland at Strathbogie. As soon as he received an abundance of provisions by a fleet of transports, along with Bligh's regiment, hearing that the Spey was fordable, on the 7th of April he issued orders to march, and the next day set forward himself from Aberdeen with Lord Kerr's dragoons and six regiments of foot, having the fleet still following along the shore with a gentle and fair wind. On reaching the Spey Lord John Drummond disputed their passage, having raised a battery to sweep the ford, and ranged his best marksmen along the shore. But the heavier artillery of the duke soon drove Lord John from the ground; he set fire to his barracks and huts, and left the ford open to the enemy, who soon got across. On Sunday, the 13th of April, the English advanced to Alves, and on the 14th reached Nairn. As the van, consisting of the Argyllshire men, some companies of Grenadiers, and Kingston's Light Horse, entered Nairn, the rear of Lord John Drummond had not quitted it, and there was skirmishing at the bridge. The Highlanders still retreated to a place called the Lochs of the Clans, about five miles beyond Nairn, where the prince came up with reinforcements, and, turning the flight, pursued the English back again to the main body of their army, which was encamped on the plain to the west of Nairn.