|Previous: Battle of Kii Province|
|Concurrent: Battle of Shikoku|
|Next: Incident at Honnoji|
|Siege of Ueda|
|Conflict: Warring States Period|
|Place: Ueda Castle, Shinano Province|
|Outcome: Oda-Tokugawa victory|
In 1577, Nobunaga Oda and Lady No stole victory from the Uesugi Army, and by the day's end, Kenshin Uesugi lay dead in the waters of Tedorigawa. The greatest remaining threat to the Oda clan was Katsuyori Takeda, lord of Kai. Nobunaga called on his allies, the Tokugawa and Hojo clans, to create a formidable new army. Before long, he had defeated the Takeda as well. Katsuyori fled, seeking refuge with Masayuki Sanada at Ueda Castle, rather than flee to Nobushige Oyamada, who had defected already. There he welcomed remnants from the defeated Uesugi Army into what was left of his own and waited, for the Oda were again closing in to attack.
Nobunaga Oda and over 100,000 Oda troops surrounded the castle, facing 35,000 Takeda, Uesugi, and Sanada troops. He ordered the total elimination of the Takeda clan, and his forces marched out to attack the castle walls. However, Lord Masayuki lured the Oda into traps, trapping Lord Nobukimi Anayama into the castle by shutting the gates behind him, isolating him. Noritsuna Yazawa charged Nobukimi, hoping to kill him. Ieyasu Tokugawa sent Tadatsugu Sakai to rescue him, for if the defected Takeda officers (Nobukimi, Yoshimasa Kiso, or Nobushige Oyamada) were to be killed, the Oda's other allies would lose morale. Nobushige Oyamada headed to open the front gates of the castle, escorted by Nobunaga Oda, who was leading the siege directly, and defeated Masanobu Kosaka, who attempted to attack Nobushige and slay the traitor. The front gates opened, and the Oda charged in. Nobukimi Anayama was routed by Yoritsuna Yazawa, a loyal Takeda commander, who was in turn killed. Lord Ujimasa Hojo withdrew to "put down a revolt in Odawara", although he cowered in fear. Takahiro Kitajo and Kanetsugu Naoe, the Uesugi commanders, marched on the Southwest Garrison to flank the Oda. However, Takahiro was slain and Kagekatsu Uesugi and Kanetsugu were wounded, and fled from the battle. The Hojo re-appeared in support of the Takeda, for Ujimasa felt that if the Takeda were to fall, they would be next. Kotaro Fuma, in charge of the reinforcements, was slain, and the Hojo Army destroyed. The Oda troops stormed the main keep, and slew Katsuyori Takeda, and Masayuki Sanada surrendered. This ended the Takeda clan, as the last of the Takeda generals and clansmen were slain.