Sending a blocking force under General Michele Carascosa to stall Neipperg, Murat took the main body of his army to engage Bianchi near Tolentino. His plan was thwarted on April 29 when a unit of Hungarian hussars captured the town. Recognizing what Murat was trying to accomplish, Bianchi began to delay the battle.
Establishing a strong defensive line anchored on the Tower of San Catervo, Rancia Castle, the Church of Maestà, and Saint Joseph, Bianchi awaited Murat's attack. With time running out, Murat was forced to make to first move on May 2. His force numbered 25,588 men, 4,790 horses and 58 guns; the Austrians had 11,938 men, 1,452 horses and 28 guns.
Opening fire on Bianchi's position with artillery, Murat was achieved a minor element of surprise. Attacking near Sforzacosta, his men briefly captured Bianchi necessitating his rescue by Austrian hussars. Concentrating his army near Pollenza, Murat repeatedly attacked the Austrian positions near Rancia Castle.
The fighting raged throughout the day and did not die out until after midnight. Though his men failed to take and hold the castle, Murat's troops had gotten the better of the day's fight. As the sun rose on May 3, a heavy fog delayed action until around 7:00 AM. Pressing forward, the Neapolitans finally captured the castle and the Cantagallo hills, as well as forced the Austrians back into the Chienti Valley. Seeking to exploit this momentum, Murat pushed forward two divisions on his right flank. Anticipating a counterattack by the Austrian cavalry, these divisions advanced in square formation.
But as they neared the enemy lines, no cavalry emerged and the Austrian infantry unleashed a devastating barrage of musket fire on the Neapolitans, tearing through the massed squares. Beaten, the two divisions began falling back. This setback was made worse by the failure of a supporting attack on the left.