The Memoirs of General Philip H. Sheridan, Vol. II., Part 4
P. H. Sheridan

Produced by David Widger



Part 4

By Philip Henry Sheridan



While occupying the ground between Clifton and Berryville, referred
to in the last chapter of the preceding volume, I felt the need of an
efficient body of scouts to collect information regarding the enemy,
for the defective intelligence-establishment with which I started out
from Harper's Ferry early in August had not proved satisfactory. I
therefore began to organize my scouts on a system which I hoped would
give better results than bad the method hitherto pursued in the
department, which was to employ on this service doubtful citizens and
Confederate deserters. If these should turn out untrustworthy, the
mischief they might do us gave me grave apprehension, and I finally
concluded that those of our own soldiers who should volunteer for the
delicate and hazardous duty would be the most valuable material, and
decided that they should have a battalion organization and be
commanded by an officer, Major H. K. Young, of the First Rhode Island
Infantry. These men were disguised in Confederate uniforms whenever
necessary, were paid from the Secret-Service Fund in proportion to
the value of the intelligence they furnished, which often stood us in
good stead in checking the forays of Gilmore, Mosby, and other
irregulars. Beneficial results came from the plan in many other ways
too, and particularly so when in a few days two of my scouts put me
in the way of getting news conveyed from Winchester. They had
learned that just outside of my lines, near Millwood, there was
living an old colored man, who had a permit from the Confederate
commander to go into Winchester and return three times a week, for
the purpose of selling vegetables to the inhabitants. The scouts had
sounded this man, and, finding him both loyal and shrewd, suggested
that he might be made useful to us within the enemy's lines; and the
proposal struck me as feasible, provided there could be found in
Winchester some reliable person who would be willing to co-operate
and correspond with me. I asked General Crook, who was acquainted
with many of the Union people of Winchester, if he knew of such a
person, and he recommended a Miss Rebecca Wright, a young lady whom
he had met there before the battle of Kernstown, who, he said, was a
member of the Society of Friends and the teacher of a small private
school. He knew she was faithful and loyal to the Government, and
thought she might be willing to render us assistance, but he could
not be certain of this, for on account of her well known loyalty she
was under constant surveillance. I hesitated at first, but finally
deciding to try it, despatched the two scouts to the old negro's
cabin, and they brought him to my headquarters late that night. I
was soon convinced of the negro's fidelity, and asking him if he was
acquainted with Miss Rebecca Wright, of Winchester, he replied that
he knew her well. There upon I told him what I wished to do, and
after a little persuasion he agreed to carry a letter to her on his
next marketing trip. My message was prepared by writing it on tissue
paper, which was then compressed into a small pellet, and protected
by wrapping it in tin-foil so that it could be safely carried in the
man's mouth. The probability, of his being searched when he came to
the Confederate picketline was not remote, and in such event he was
to swallow the pellet. The letter appealed to Miss Wright's loyalty
and patriotism, and requested her to furnish me with information
regarding the strength and condition of Early's army. The night
before the negro started one of the scouts placed the odd-looking
communication in his hands, with renewed injunctions as to secrecy
and promptitude. Early the next morning it was delivered to Miss
Wright, with an intimation that a letter of importance was enclosed
in the tin-foil, the negro telling her at the same time that she
might expect him to call for a message in reply before his return
home. At first Miss Wright began to open the pellet nervously, but
when told to be careful, and to preserve the foil as a wrapping for
her answer, she proceeded slowly and carefully, and when the note
appeared intact the messenger retired, remarking again that in the
evening he would come for an answer.

On reading my communication Miss Wright was much startled by the
perils it involved, and hesitatingly consulted her mother, but her
devoted loyalty soon silenced every other consideration, and the
brave girl resolved to comply with my request, notwithstanding it
might jeopardize her life. The evening before a convalescent
Confederate officer had visited her mother's house, and in
conversation about the war had disclosed the fact that Kershaw's
division of infantry and Cutshaw's battalion of artillery had started
to rejoin General Lee. At the time Miss Wright heard this she
attached little if any importance to it, but now she perceived the
value of the intelligence, and, as her first venture, determined to
send it to me at once, which she did with a promise that in the
future she would with great pleasure continue to transmit information
by the negro messenger.

"SEPTEMBER 15, 1864.

"I learn from Major-General Crook that you are a loyal lady, and
still love the old flag. Can you inform me of the position of
Early's forces, the number of divisions in his army, and the strength
of any or all of them, and his probable or reported intentions? Have
any more troops arrived from Richmond, or are any more coming, or
reported to be coming?

"You can trust the bearer."

"I am, very respectfully, your most obedient servant,

"P. H. SHERIDAN, Major-General Commanding."

"SEPTEMBER 16, 1864.

"I have no communication whatever with the rebels, but will tell you
what I know. The division of General Kershaw, and Cutshaw's
artillery, twelve guns and men, General Anderson commanding, have
been sent away, and no more are expected, as they cannot be spared
from Richmond. I do not know how the troops are situated, but the
force is much smaller than represented. I will take pleasure
hereafter in learning all I can of their strength and position, and
the bearer may call again.

"Very respectfully yours,"

Miss Wright's answer proved of more value to me than she anticipated,
for it not only quieted the conflicting reports concerning Anderson's
corps, but was most important in showing positively that Kershaw was
gone, and this circumstance led, three days later, to the battle of
the Opequon, or Winchester as it has been unofficially called. Word
to the effect that some of Early's troops were under orders to return
to Petersburg, and would start back at the first favorable
opportunity, had been communicated to me already from many sources,
but we had not been able to ascertain the date for their departure.
Now that they had actually started, I decided to wait before offering
battle until Kershaw had gone so far as to preclude his return,
feeling confident that my prudence would be justified by the improved
chances of victory; and then, besides, Mr. Stanton kept reminding me
that positive success was necessary to counteract the political
dissatisfaction existing in some of the Northern States. This course
was advised and approved by General Grant, but even with his powerful
backing it was difficult to resist the persistent pressure of those
whose judgment, warped by their interests in the Baltimore and Ohio
railroad, was often confused and misled by stories of scouts (sent
out from Washington), averring that Kershaw and Fitzhugh Lee had
returned to Petersburg, Breckenridge to southwestern Virginia, and at
one time even maintaining that Early's whole army was east of the
Blue Ridge, and its commander himself at Gordonsville.

During the inactivity prevailing in my army for the ten days
preceding Miss Wright's communication the infantry was quiet, with
the exception of Getty's division, which made a reconnoissance to the
Opequon, and developed a heavy force of the enemy at Edwards's
Corners. The cavalry, however, was employed a good deal in this
interval skirmishing heavily at times to maintain a space about six
miles in width between the hostile lines, for I wished to control
this ground so that when I was released from the instructions of
August 12, I could move my men into position for attack without the
knowledge of Early. The most noteworthy of these mounted encounters
was that of McIntosh's brigade, which captured the Eighth South
Carolina at Abraham's Creek September 13.

It was the evening of the 16th of September that I received from Miss
Wright the positive information that Kershaw was in march toward
Front Royal on his way by Chester Gap to Richmond. Concluding that
this was my opportunity, I at once resolved to throw my whole force
into Newtown the next day, but a despatch from General Grant
directing me to meet him at Charlestown, whither he was coming to
consult with me, caused me to defer action until after I should see
him. In our resulting interview at Charlestown, I went over the
situation very thoroughly, and pointed out with so much confidence
the chances of a complete victory should I throw my army across the
Valley pike near Newtown that he fell in with the plan at once,
authorized me to resume the offensive, and to attack Early as soon as
I deemed it most propitious to do so; and although before leaving
City Point he had outlined certain operations for my army, yet he
neither discussed nor disclosed his plans, my knowledge of the
situation striking him as being so much more accurate than his own.

[Extract from "Grant's Memoirs," page 328.]

"....Before starting I had drawn up a plan of campaign for Sheridan,
which I had brought with me; but seeing that he was so clear and so
positive in his views, and so confident of success, I said nothing
about this, and did not take it out of my pocket...."

The interview over, I returned to my army to arrange for its movement
toward Newtown, but while busy with these preparations, a report came
to me from General Averell which showed that Early was moving with
two divisions of infantry toward Martinsburg. This considerably
altered the state of affairs, and I now decided to change my plan and
attack at once the two divisions remaining about Winchester and
Stephenson's depot, and later, the two sent to Martinsburg; the
disjointed state of the enemy giving me an opportunity to take him in
detail, unless the Martinsburg column should be returned by forced

While General Early was in the telegraph office at Martinsburg on the
morning of the 18th, he learned of Grant's visit to me; and
anticipating activity by reason of this circumstance, he promptly
proceeded to withdraw so as to get the two divisions within
supporting distance of Ramseur's, which lay across the Berryville
pike about two miles east of Winchester, between Abraham's Creek and
Red Bud Run, so by the night of the 18th Wharton's division, under
Breckenridge, was at Stephenson's depot, Rodes near there, and
Gordon's at Bunker Hill. At daylight of the 19th these positions of
the Confederate infantry still obtained, with the cavalry of Lomax,
Jackson, and Johnson on the right of Ramseur, while to the left and
rear of the enemy's general line was Fitzhugh Lee, covering from
Stephenson's depot west across the Valley pike to Applepie Ridge.

My army moved at 3 o'clock that morning. The plan was for Torbert to
advance with Merritt's division of cavalry from Summit Point, carry
the crossings of the Opequon at Stevens's and Lock's fords, and form
a junction near Stephenson's depot, with Averell, who was to move
south from Darksville by the Valley pike. Meanwhile, Wilson was to
strike up the Berryville pike, carry the Berryville crossing of the
Opequon, charge through the gorge or canyon on the road west of the
stream, and occupy the open ground at the head of this defile.
Wilson's attack was to be supported by the Sixth and Nineteenth
corps, which were ordered to the Berryville crossing, and as the
cavalry gained the open ground beyond the gorge, the two infantry
corps, under command of General Wright, were expected to press on
after and occupy Wilson's ground, who was then to shift to the south
bank of Abraham's Creek and cover my left; Crook's two divisions,
having to march from Summit Point, were to follow the Sixth and
Nineteenth corps to the Opcquon, and should they arrive before the
action began, they were to be held in reserve till the proper moment
came, and then, as a turning-column, be thrown over toward the Valley
pike, south of Winchester.

McIntosh's brigade of Wilson's division drove the enemy's pickets
away from the Berryville crossing at dawn, and Wilson following
rapidly through the gorge with the rest of the division, debouched
from its western extremity with such suddenness as to capture a
small earthwork in front of General Ramseur's main line; and
not-withstanding the Confederate infantry, on recovering from its
astonishment, tried hard to dislodge them, Wilson's troopers
obstinately held the work till the Sixth Corps came up. I followed
Wilson to select the ground on which to form the infantry. The Sixth
Corps began to arrive about 8 o'clock, and taking up the line Wilson
had been holding, just beyond the head of the narrow ravine, the
cavalry was transferred to the south side of Abraham's Creek.

The Confederate line lay along some elevated ground about two miles
east of Winchester, and extended from Abraham's Creek north across
the Berryville pike, the left being hidden in the heavy timber on Red
Bud Run. Between this line and mine, especially on my right, clumps
of woods and patches of underbrush occurred here and there, but the
undulating ground consisted mainly of open fields, many of which were
covered with standing corn that had already ripened.

Much time was lost in getting all of the Sixth and Nineteenth corps
through the narrow defile, Grover's division being greatly delayed
there by a train of ammunition wagons, and it was not until late in
the forenoon that the troops intended for the attack could be got
into line ready to advance. General Early was not slow to avail
himself of the advantages thus offered him, and my chances of
striking him in detail were growing less every moment, for Gordon and
Rodes were hurrying their divisions from Stephenson's depot
--across-country on a line that would place Gordon in the woods south
of Red Bud Run, and bring Rodes into the interval between Gordon and

When the two corps had all got through the canyon they were formed
with Getty's division of the Sixth to the left of the Berryville
pike, Rickett's division to the right of the pike, and Russell's
division in reserve in rear of the other two. Grover's division of
the Nineteenth Corps came next on the right of Rickett's, with Dwight
to its rear in reserve, while Crook was to begin massing near the
Opequon crossing about the time Wright and Emory were ready to

Just before noon the line of Getty, Ricketts, and Grover moved
forward, and as we advanced, the Confederates, covered by some heavy
woods on their right, slight underbrush and corn-fields along their
Centre, and a large body of timber on their left along the Red Bud,
opened fire from their whole front. We gained considerable ground at
first, especially on our left but the desperate resistance which the
right met with demonstrated that the time we had unavoidably lost in
the morning had been of incalculable value to Early, for it was
evident that he had been enabled already to so far concentrate his
troops as to have the different divisions of his army in a connected
line of battle, in good shape to resist.

Getty and Ricketts made some progress toward Winchester in connection
with Wilson's cavalry, which was beyond the Senseny road on Getty's
left, and as they were pressing back Ramseur's infantry and Lomax's
cavalry Grover attacked from the right with decided effect. Grover
in a few minutes broke up Evans's brigade of Gordon's division, but
his pursuit of Evans destroyed the continuity of my general line, and
increased an interval that had already been made by the deflection of
Ricketts to the left, in obedience to instructions that had been
given him to guide his division on the Berryville pike. As the line
pressed forward, Ricketts observed this widening interval and
endeavored to fill it with the small brigade of Colonel Keifer, but
at this juncture both Gordon and Rodes struck the weak spot where the
right of the Sixth Corps and the left of the Nineteenth should have
been in conjunction, and succeeded in checking my advance by driving
back a part of Ricketts's division, and the most of Grover's. As
these troops were retiring I ordered Russell's reserve division to be
put into action, and just as the flank of the enemy's troops in
pursuit of Grover was presented, Upton's brigade, led in person by
both Russell and Upton, struck it in a charge so vigorous as to drive
the Confederates back in turn to their original ground.

The success of Russell enabled me to re-establish the right of my
line some little distance in advance of the position from which it
started in the morning, and behind Russell's division (now commanded
by Upton) the broken regiments of Ricketts's division were rallied.
Dwight's division was then brought up on the right, and Grover's men
formed behind it.

The charge of Russell was most opportune, but it cost many men in
killed and wounded. Among the former was the courageous Russell
himself; killed by a piece of shell that passed through his heart,
although he had previously been struck by a bullet in the left
breast, which wound, from its nature, must have proved mortal, yet of
which he had not spoken. Russell's death oppressed us all with
sadness, and me particularly. In the early days of my army life he
was my captain and friend, and I was deeply indebted to him, not only
for sound advice and good example, but for the inestimable service he
had just performed, and sealed with his life, so it may be inferred
how keenly I felt his loss.

As my lines were being rearranged, it was suggested to me to put
Crook into the battle, but so strongly had I set my heart on using
him to take possession of the Valley pike and cut off the enemy, that
I resisted this advice, hoping that the necessity for putting him in
would be obviated by the attack near Stephenson's depot that
Torbert's cavalry was to make, and from which I was momentarily
expecting to hear. No news of Torbert's progress came, however, so,
yielding at last, I directed Crook to take post on the right of the
Nineteenth Corps and, when the action was renewed, to push his
command forward as a turning-column in conjunction with Emory. After
some delay in the annoying defile, Crook got his men up, and posting
Colonel Thoburn's division on the prolongation of the Nineteenth
Corps, he formed Colonel Duval's division to the right of Thoburn.
Here I joined Crook, informing him that I had just got word that
Torbert was driving the enemy in confusion along the Martinsburg pike
toward Winchester; at the same time I directed him to attack the
moment all of Duval's men were in line. Wright was instructed to
advance in concert with Crook, by swinging Emory and the right of the
Sixth Corps to the left together in a half-wheel. Then leaving
Crook, I rode along the Sixth and Nineteenth corps, the open ground
over which they were passing affording a rare opportunity to witness
the precision with which the attack was taken up from right to left.
Crook's success began the moment he started to turn the enemy's left;
and assured by the fact that Torbert had stampeded the Confederate
cavalry and thrown Breckenridge's infantry into such disorder that it
could do little to prevent the envelopment of Gordon's left, Crook
pressed forward without even a halt.

Both Emory and Wright took up the fight as ordered, and as they did
so I sent word to Wilson, in the hope that he could partly perform
the work originally laid out for Crook, to push along the Senseny
road and, if possible, gain the valley pike south of Winchester. I
then returned toward my right flank, and as I reached the Nineteenth
Corps the enemy was contesting the ground in its front with great
obstinacy; but Emory's dogged persistence was at length rewarded with
success, just as Crook's command emerged from the morass of Red Bud
Run, and swept around Gordon, toward the right of Breckenridge, who,
with two of Wharton's brigades, was holding a line at right angles
with the Valley pike for the protection of the Confederate rear.
Early had ordered these two brigades back from Stephenson's depot in
the morning, purposing to protect with them his right flank and line
of retreat, but while they were en route to this end, he was obliged
to recall them to his left to meet Crook's attack.

To confront Torbert, Patton's brigade of infantry and some of
Fitzhugh Lee's cavalry had been left back by Breckenridge, but, with
Averell on the west side of the Valley pike and Merritt on the east,
Torbert began to drive this opposing force toward Winchester the
moment he struck it near Stephenson's depot, keeping it on the go
till it reached the position held by Breckenridge, where it
endeavored to make a stand.

The ground which Breckenridge was holding was open, and offered an
opportunity such as seldom had been presented during the war for a,
mounted attack, and Torbert was not slow to take advantage of it.
The instant Merritt's division could be formed for the charge, it
went at Breckenridge's infantry and Fitzhugh Lee's cavalry with such
momentum as to break the Confederate left, just as Averell was
passing around it. Merritt's brigades, led by Custer, Lowell, and
Devin, met from the start with pronounced success, and with sabre or
pistol in hand literally rode down a battery of five guns and took
about 1,200 prisoners. Almost simultaneously with this cavalry
charge, Crook struck Breckenridge's right and Gordon's left, forcing
these divisions to give way, and as they retired, Wright, in a
vigorous attack, quickly broke Rodes up and pressed Ramseur so hard
that the whole Confederate army fell back, contracting its lines
within some breastworks which had been thrown up at a former period
of the war, immediately in front of Winchester.

Here Early tried hard to stem the tide, but soon Torbert's cavalry
began passing around his left flank, and as Crook, Emory, and Wright
attacked in front, panic took possession of the enemy, his troops,
now fugitives and stragglers, seeking escape into and through

When this second break occurred, the Sixth and Nineteenth corps were
moved over toward the Millwood pike to help Wilson on the left, but
the day was so far spent that they could render him no assistance,
and Ramseur's division, which had maintained some organization, was
in such tolerable shape as to check him. Meanwhile Torbert passed
around to the west of Winchester to join Wilson, but was unable to do
so till after dark. Crook's command pursued the enemy through the
town to Mill Greek, I going along.

Just after entering the town, Crook and I met, in the main street,
three young girls, who gave us the most hearty reception. One of
these young women was a Miss Griffith, the other two Miss Jennie and
Miss Susie Meredith. During the day they had been watching the
battle from the roof of the Meredith residence, with tears and
lamentations, they said, in the morning when misfortune appeared to
have overtaken the Union troops, but with unbounded exultation when,
later, the, tide set in against the Confederates. Our presence was,
to them, an assurance of victory, and their delight being
irrepressible, they indulged in the most unguarded manifestations and
expressions. When cautioned by Crook, who knew them well, and
reminded that the valley had hitherto been a race-course--one day in
the possession of friends, and the next of enemies--and warned of the
dangers they were incurring by such demonstrations, they assured him
that they had no further fears of that kind now, adding that Early's
army was so demoralized by the defeat it had just sustained that it
would never be in condition to enter Winchester again. As soon as we
had succeeded in calming the excited girls a little I expressed a
desire to find some place where I could write a telegram to General
Grant informing him of the result of the battle, and General Crook
conducted me to the home of Miss Wright, where I met for the first
time the woman who had contributed so much to our success, and on a
desk in her school-room wrote the despatch announcing that we had
sent Early's army whirling up the valley.

My losses in the battle of the Opequon were heavy, amounting to about
4,500 killed, wounded, and missing. Among the killed was General
Russell, commanding a division, and the wounded included Generals
Upton, McIntosh and Chapman, and Colonels Duval and Sharpe. The
Confederate loss in killed, wounded, and prisoners about equaled
mine, General Rodes being of the killed, while Generals Fitzhugh Lee
and York were severely wounded.

We captured five pieces of artillery and nine battle-flags. The
restoration of the lower valley--from the Potomac to Strasburg--to
the control of the Union forces caused great rejoicing in the North,
and relieved the Administration from further solicitude for the
safety of the Maryland and Pennsylvania borders. The President's
appreciation of the victory was expressed in a despatch so like Mr.
Lincoln that I give a facsimile of it to the reader:

[In the handwriting of President Lincoln]
"WASHINGTON, Sep. 20, 1864


"Have just heard of your great victory. God bless you all, officers
and men. Strongly inclined to come up and see you.


This he supplemented by promoting me to the grade of
brigadier-general in the regular army, and assigning me to the
permanent command of the Middle Military Department, and following that
came warm congratulations from Mr. Stanton and from Generals Grant,
Sherman, and Meade.

The battle was not fought out on the plan in accordance with which
marching orders were issued to my troops, for I then hoped to take
Early in detail, and with Crook's force cut off his retreat. I
adhered to this purpose during the early part of the contest, but was
obliged to abandon the idea because of unavoidable delays by which I
was prevented from getting the Sixth and Nineteenth corps through the
narrow defile and into position early enough to destroy Ramseur while
still isolated. So much delay had not been anticipated, and this
loss of time was taken advantage of by the enemy to recall the troops
diverted to Bunker Hill and Martinsburg on the 17th, thus enabling
him to bring them all to the support of Ramseur before I could strike
with effect. My idea was to attack Ramseur and Wharton,
successively, at a very early hour and before they could get succor,
but I was not in condition to do it till nearly noon, by which time
Gordon and Rodes had been enabled to get upon the ground at a point
from which, as I advanced, they enfiladed my right flank, and gave it
such a repulse that to re-form this part of my line I was obliged to
recall the left from some of the ground it had gained. It was during
this reorganization of my lines that I changed my plan as to Crook,
and moved him from my left to my right. This I did with great
reluctance, for I hoped to destroy Early's army entirely if Crook
continued on his original line of march toward the Valley pike, south
of Winchester; and although the ultimate results did, in a measure
vindicate the change, yet I have always thought that by adhering to
the original plan we might have captured the bulk of Early's army.



The night of the 19th of September I gave orders for following Early
up the valley next morning--the pursuit to begin at daybreak--and in
obedience to these directions Torbert moved Averell out on the Back
road leading to Cedar Creek, and Merritt up the Valley pike toward
Strasburg, while Wilson was directed on Front Royal by way of
Stevensburg. Merritt's division was followed by the infantry,
Emory's and Wright's columns marching abreast in the open country to
the right and left of the pike, and Crook's immediately behind them.
The enemy having kept up his retreat at night, presented no
opposition whatever until the cavalry discovered him posted at
Fisher's Hill, on the first defensive line where he could hope to
make any serious resistance. No effort was made to dislodge him, and
later in the day, after Wright and Emory came up, Torbert shifted
Merritt over toward the Back road till he rejoined Averell. As
Merritt moved to the right, the Sixth and Nineteenth corps crossed
Cedar Creek and took up the ground the cavalry was vacating, Wright
posting his own corps to the west of the Valley pike overlooking
Strasburg, and Emory's on his left so as to extend almost to the road
leading from Strasburg to Front Royal. Crook, as he came up the same
evening, went into position in some heavy timber on the north bank of
Cedar Creek.

A reconnoissance made pending these movements convinced me that the
enemy's position at Fisher's Hill was so strong that a direct assault
would entail unnecessary destruction of life, and, besides, be of
doubtful result. At the point where Early's troops were in position,
between the Massanutten range and Little North Mountain, the valley
is only about three and a half miles wide. All along the precipitous
bluff which overhangs Tumbling Run on the south side, a heavy line of
earthworks had been constructed when Early retreated to this point in
August, and these were now being strengthened so as to make them
almost impregnable; in fact, so secure did Early consider himself
that, for convenience, his ammunition chests were taken from the
caissons and placed behind the breastworks. Wharton, now in command
of Breckenridge's division--its late commander having gone to
southwest Virginia--held the right of this line, with Gordon next
him; Pegram, commanding Ramseur's old division, joined Gordon.
Ramseur with Rodes's division, was on Pegram's left, while Lomax's
cavalry, now serving as foot-troops, extended the line to the Back
road. Fitzhugh Lee being wounded, his cavalry, under General
Wickham, was sent to Milford to prevent Fisher's Hill from being
turned through the Luray Valley.

In consequence of the enemy's being so well protected from a direct
assault, I resolved on the night of the 20th to use again a
turning-column against his left, as had been done on the 19th at the
Opequon. To this end I resolved to move Crook, unperceived if possible,
over to the eastern face of Little North Mountain, whence he could
strike the left and rear of the Confederate line, and as he broke it
up, I could support him by a left half-wheel of my whole line of
battle. The execution of this plan would require perfect secrecy,
however, for the enemy from his signal-station on Three Top could
plainly see every movement of our troops in daylight. Hence, to escape
such observation, I marched Crook during the night of the 20th into
some heavy timber north of Cedar Creek, where he lay concealed all day
the 21st. This same day Wright and Emory were moved up closer to the
Confederate works, and the Sixth Corps, after a severe fight, in which
Ricketts's and Getty were engaged, took up some high ground on the
right of the Manassas Gap railroad in plain view of the Confederate
works, and confronting a commanding point where much of Early's
artillery was massed. Soon after General Wright had established this
line I rode with him along it to the westward, and finding that the
enemy was still holding an elevated position further to our right, on
the north side of Tumbling Run, I directed this also to be occupied.
Wright soon carried the point, which gave us an unobstructed view of
the enemy's works and offered good ground for our artillery. It also
enabled me to move the whole of the Sixth Corps to the front till its
line was within about seven hundred yards of the enemy's works; the
Nineteenth Corps, on the morning of the 22d, covering the ground
vacated by the Sixth by moving to the front and extending to the right,
but still keeping its reserves on the railroad.

In the darkness of the night of the gist, Crook was brought across
Cedar Creek and hidden in a clump of timber behind Hupp's Hill till
daylight of the 22d, when, under cover of the intervening woods and
ravines, he was marched beyond the right of the Sixth Corps and again
concealed not far from the Back road. After Crook had got into this
last position, Ricketts's division was pushed out until it confronted
the left of the enemy's infantry, the rest of the Sixth Corps
extending from Ricketts's left to the Manassas Gap railroad, while
the Nineteenth Corps filled in the space between the left of the
Sixth and the North Fork of the Shenandoah.

When Ricketts moved out on this new line, in conjunction with
Averell's cavalry on his right, the enemy surmising, from information
secured from his signal-station, no doubt, that my attack was to be
made from Ricketts's front, prepared for it there, but no such
intention ever existed. Ricketts was pushed forward only that he
might readily join Crook's turning-column as it swung into the
enemy's rear. To ensure success, all that I needed now was enough
daylight to complete my arrangements, the secrecy of movement imposed
by the situation consuming many valuable hours.

While Ricketts was occupying the enemy's attention, Crook, again
moving unobserved into the dense timber on the eastern face of Little
North Mountain, conducted his command south in two parallel columns
until he gained the rear of the enemy's works, when, marching his
divisions by the left flank, he led them in an easterly direction
down the mountain-side. As he emerged from the timber near the base
of the mountain, the Confederates discovered him, of course, and
opened with their batteries, but it was too late--they having few
troops at hand to confront the turning-column. Loudly cheering,
Crook's men quickly crossed the broken stretch in rear of the enemy's
left, producing confusion and consternation at every step.

About a mile from the mountain's base Crook's left was joined by
Ricketts, who in proper time had begun to swing his division into the
action, and the two commands moved along in rear of the works so
rapidly that, with but slight resistance, the Confederates abandoned
the guns massed near the centre. The swinging movement of Ricketts
was taken up successively from right to left throughout my line, and
in a few minutes the enemy was thoroughly routed, the action, though
brief, being none the less decisive. Lomax's dismounted cavalry gave
way first, but was shortly followed by all the Confederate infantry
in an indescribable panic, precipitated doubtless by fears of being
caught and captured in the pocket formed by Tumbling Run and the
North Fork of the Shenandoah River. The stampede was complete, the
enemy leaving the field without semblance of organization, abandoning
nearly all his artillery and such other property as was in the works,
and the rout extending through the fields and over the roads toward
Woodstock, Wright and Emory in hot pursuit.

Midway between Fisher's Hill and Woodstock there is some high ground,
where at night-fall a small squad endeavored to stay us with two
pieces of artillery, but this attempt at resistance proved fruitless,
and, notwithstanding the darkness, the guns were soon captured. The
chase was then taken up by Devin's brigade as soon as it could be
passed to the front, and continued till after daylight the next
morning, but the delays incident to a night pursuit made it
impossible for Devin to do more than pick up stragglers.

Our success was very great, yet I had anticipated results still more
pregnant. Indeed, I had high hopes of capturing almost the whole of
Early's army before it reached New Market, and with this object in
view, during the manoeuvres of the 21st I had sent Torbert up the
Luray Valley with Wilson's division and two of Merritt's brigades, in
the expectation that he would drive Wickham out of the Luray Pass by
Early's right, and by crossing the Massanutten Mountain near New
Market, gain his rear. Torbert started in good season, and after
some slight skirmishing at Gooney Run, got as far as Milford, but
failed to dislodge Wickham. In fact, he made little or no attempt to
force Wickham from his position, and with only a feeble effort
withdrew. I heard nothing at all from Torbert during the 22d, and
supposing that everything was progressing favorably, I was astonished
and chagrined on the morning of the 23d, at Woodstock, to receive the
intelligence that he had fallen back to Front Royal and Buckton ford.
My disappointment was extreme, but there was now no help for the
situation save to renew and emphasize Torbert's orders, and this was
done at once, notwithstanding that I thought, the delay, had so much
diminished the chances of his getting in the rear of Early as to make
such a result a very remote possibility, unless, indeed, far greater
zeal was displayed than had been in the first attempt to penetrate
the Luray Valley.

The battle of Fisher's Hill was, in a measure, a part of the battle
of the Opequon; that is to say, it was an incident of the pursuit
resulting from that action. In many ways, however, it was much more
satisfactory, and particularly so because the plan arranged on the
evening of the 20th was carried out to the very letter by Generals
Wright, Crook, and Emory, not only in all their preliminary
manoeuvres, but also during the fight itself. The only drawback was
with the cavalry, and to this day I have been unable to account
satisfactorily for Torbert's failure. No doubt, Wickham's position
near Milford was a strong one, but Torbert ought to have made a
fight. Had he been defeated in this, his withdrawal then to await
the result at Fisher's Hill would have been justified, but it does
not appear that he made any serious effort of all to dislodge the
Confederate cavalry: his impotent attempt not only chagrined me very
much, but occasioned much unfavorable comment throughout the army.

We reached Woodstock early on the morning of the 23d, and halted
there some little time to let the troops recover their organization,
which had been broken in the night march they had just made. When
the commands had closed up we pushed on toward Edinburg, in the hope
of making more captures at Narrow Passage Creek; but the
Confederates, too fleet for us, got away; so General Wright halted
the infantry not far from Edinburg, till rations could be brought the
men. Meanwhile I, having remained at Woodstock, sent Dedin's brigade
to press the enemy under every favorable opportunity, and if possible
prevent him from halting long enough to reorganize. Notwithstanding
Devin's efforts the Confederates managed to assemble a considerable
force to resist him, and being too weak for the rearguard, he awaited
the arrival of Averell, who, I had informed him, would be hurried to
the front with all possible despatch, for I thought that Averell must
be close at hand. It turned out, however, that he was not near by at
all, and, moreover, that without good reason he had refrained from
taking any part whatever in pursuing the enemy in the flight from
Fisher's Hill; and in fact had gone into camp and left to the
infantry the work of pursuit.

It was nearly noon when Averell came up, and a great deal of precious
time had been lost. We had some hot words, but hoping that he would
retrieve the mistake of the night before, I directed him to proceed
to the front at once, and in conjunction with Devin close with the
enemy. He reached Devin's command about 3 o'clock in the afternoon,
just as this officer was pushing the Confederates so energetically
that they were abandoning Mount Jackson, yet Averell utterly failed
to accomplish anything. Indeed, his indifferent attack was not at
all worthy the excellent soldiers he commanded, and when I learned
that it was his intention to withdraw from the enemy's front, and
this, too, on the indefinite report of a signal-officer that a
"brigade or division" of Confederates was turning his right flank,
and that he had not seriously attempted to verify the information, I
sent him this order:

"Woodstock, Va., Sept. 23, 1864


"Your report and report of signal-officer received. I do not want
you to let the enemy bluff you or your command, and I want you to
distinctly understand this note. I do not advise rashness, but I do
desire resolution and actual fighting, with necessary casualties,
before you retire. There must now be no backing or filling by you
without a superior force of the enemy actually engaging you.

"Major-General Commanding."

Some little time after this note went to Averell, word was brought me
that he had already carried out the programme indicated when
forwarding the report of the expected turning of his right, and that
he had actually withdrawn and gone into camp near Hawkinsburg. I
then decided to relieve him from the command of his division, which I
did, ordering him to Wheeling, Colonel William H. Powell being
assigned to succeed him.

The removal of Averell was but the culmination of a series of events
extending back to the time I assumed command of the Middle Military
Division. At the outset, General Grant, fearing discord on account
of Averell's ranking Torbert, authorized me to relieve the former
officer, but I hoped that if any trouble of this sort arose, it could
be allayed, or at least repressed, during the campaign against Early,
since the different commands would often have to act separately.
After that, the dispersion of my army by the return of the Sixth
Corps and Torbert's cavalry to the Army of the Potomac would take
place, I thought, and this would restore matters to their normal
condition; but Averell's dissatisfaction began to show itself
immediately after his arrival at Martinsburg, on the 14th of August,
and, except when he was conducting some independent expedition, had
been manifested on all occasions since. I therefore thought that the
interest of the service would be subserved by removing one whose
growing indifference might render the best-laid plans inoperative.

"HARRISONBURG, VA., SEPT. 25, 1864 11:30 P. M.
"LIEUT-GENERAL GRANT, Comd'g, City Point, Va.

"I have relieved Averell from his command. Instead of following the
enemy when he was broken at Fisher's Hill (so there was not a cavalry
organization left), he went into camp and let me pursue the enemy for
a distance of fifteen miles, with infantry, during the night.

"P. H. SHERIDAN, Major-General."

The failure of Averell to press the enemy the evening of the 23d gave
Early time to collect his scattered forces and take up a position on
the east side of the North Fork of the Shenandoah, his left resting
on the west side of that stream at Rude's Hill, a commanding point
about two miles south of Mt. Jackson. Along this line he had
constructed some slight works during the night, and at daylight on
the 24th, I moved the Sixth and Nineteenth corps through Mt. Jackson
to attack him, sending Powell's division to pass around his left
flank, toward Timberville, and Devin's brigade across the North Fork,
to move along the base of Peaked Ridge and attack his right. The
country was entirely open, and none of these manoeuvres could be
executed without being observed, so as soon as my advance began, the
enemy rapidly retreated in line of battle up the valley through New
Market, closely followed by Wright and Emory, their artillery on the
pike and their columns on its right and left. Both sides moved with
celerity, the Confederates stimulated by the desire to escape, and
our men animated by the prospect of wholly destroying Early's army.
The stern-chase continued for about thirteen miles, our infantry
often coming within range, yet whenever we began to deploy, the
Confederates increased the distance between us by resorting to a
double quick, evading battle with admirable tact. While all this was
going on, the open country permitted us a rare and brilliant sight,
the bright sun gleaming from the arms and trappings of the thousands
of pursuers and pursued.

Near New Market, as a last effort to hold the enemy, I pushed Devin's
cavalry--comprising about five hundred men--with two guns right up on
Early's lines, in the hope that the tempting opportunity given him to
capture the guns would stay his retreat long enough to let my
infantry deploy within range, but he refused the bait, and after
momentarily checking Devin he continued on with little loss and in
pretty good order.

All hope of Torbert's appearing in rear of the Confederates vanished
as they passed beyond New Market. Some six miles south of this place
Early left the Valley Pike and took the road to Keezletown, a move
due in a measure to Powell's march by way of Timberville toward
Lacy's Springs, but mainly caused by the fact that the Keezletown
road ran immediately along the base of Peaked Mountain--a rugged
ridge affording protection to Early's right flank--and led in a
direction facilitating his junction with Kershaw, who had been
ordered back to him from Culpeper the day after the battle of the
Opequon. The chase was kept up on the Keezeltown road till darkness
overtook us, when my weary troops were permitted to go into camp; and
as soon as the enemy discovered by our fires that the pursuit had
stopped, he also bivouacked some five miles farther south toward Port

The next morning Early was joined by Lomax's cavalry from
Harrisonburg, Wickham's and Payne's brigades of cavalry also uniting
with him from the Luray Valley. His whole army then fell back to the
mouth of Brown's Gap to await Kershaw's division and Cutshaw's
artillery, now on their return.

By the morning of the 25th the main body of the enemy had disappeared
entirely from my front, and the capture of some small, squads of
Confederates in the neighboring hills furnished us the only incidents
of the day. Among the prisoners was a tall and fine looking officer,
much worn with hunger and fatigue. The moment I saw him I recognized
him as a former comrade, George W. Carr, with whom I had served in
Washington Territory. He was in those days a lieutenant in the Ninth
Infantry, and was one of the officers who superintended the execution
of the nine Indians at the Cascades of the Columbia in 1856. Carr
was very much emaciated, and greatly discouraged by the turn events
had recently taken. For old acquaintance sake I gave him plenty to
eat, and kept him in comfort at my headquarters until the next batch
of prisoners was sent to the rear, when he went with them. He had
resigned from the regular army at the commencement of hostilities,
and, full of high anticipation, cast his lot with the Confederacy,
but when he fell into our hands, his bright dreams having been
dispelled by the harsh realities of war, he appeared to think that
for him there was no future.

Picking up prisoners here and there, my troops resumed their march
directly south on the Valley pike, and when the Sixth and Nineteenth
corps reached Harrisonburg, they went into camp, Powell in the
meanwhile pushing on to Mt. Crawford, and Crook taking up a position
in our rear at the junction of the Keezletown road and the Valley
pike. Late in the afternoon Torbert's cavalry came in from New
Market arriving at that place many hours later than it had been

The succeeding day I sent Merritt to Port Republic to occupy the
enemy's attention, while Torbert, with Wilson's division and the
regular brigade, was ordered to Staunton, whence he was to proceed to
Waynesboro' and blow up the railroad bridge. Having done this,
Torbert, as he returned, was to drive off whatever cattle he could
find, destroy all forage and breadstuffs, and burn the mills. He
took possession of Waynesboro' in due time, but had succeeded in only
partially demolishing the railroad bridge when, attacked by Pegram's
division of infantry and Wickham's cavalry, he was compelled to fall
back to Staunton. From the latter place he retired to Bridgewater,
and Spring Hill, on the way, however, fully executing his
instructions regarding the destruction of supplies.

While Torbert was on this expedition, Merritt had occupied Port
Republic, but he happened to get there the very day that Kershaw's
division was marching from Swift Run Gap to join Early. By accident
Kershaw ran into Merritt shortly after the latter had gained the
village. Kershaw's four infantry brigades attacked at once, and
Merrit, forced out of Port Republic, fell back toward Cross Keys; and
in anticipation that the Confederates could be coaxed to that point,
I ordered the infantry there, but Torbert's attack at Wavnesboro' had
alarmed Early, and in consequence he drew all his forces in toward
Rock-fish Gap. This enabled me to re-establish Merritt at Port
Republic, send the Sixth and Nineteenth corps to the neighborhood of
Mt. Crawford to await the return of Torbert, and to post Crook at
Harrisonburg; these dispositions practically obtained till the 6th of
October, I holding a line across the valley from Port Republic along
North River by Mt. Crawford to the Back road near the mouth of Briery
Branch Gap.

It was during this period, about dusk on the evening of October 3,
that between Harrisonburg and Dayton my engineer officer, Lieutenant
John R. Meigs, was murdered within my lines. He had gone out with
two topographical assistants to plot the country, and late in the
evening, while riding along the public road on his return to camp, he
overtook three men dressed in our uniform. From their dress, and
also because the party was immediately behind our lines and within a
mile and a half of my headquarters, Meigs and his assistants
naturally thought that they were joining friends, and wholly
unsuspicious of anything to the contrary, rode on with the three men
some little distance; but their perfidy was abruptly discovered by
their suddenly turning upon Meigs with a call for his surrender. It
has been claimed that, refusing to submit, he fired on the
treacherous party, but the statement is not true, for one of the
topographers escaped--the other was captured--and reported a few
minutes later at my headquarters that Meigs was killed without
resistance of any kind whatever, and without even the chance to give
himself up. This man was so cool, and related all the circumstances
of the occurrence with such exactness, as to prove the truthfulness
of his statement. The fact that the murder had been committed inside
our lines was evidence that the perpetrators of the crime, having
their homes in the vicinity, had been clandestinely visiting them,
and been secretly harbored by some of the neighboring residents.
Determining to teach a lesson to these abettors of the foul deed--a
lesson they would never forget--I ordered all the houses within an
area of five miles to be burned. General Custer, who had succeeded
to the command of the Third Cavalry division (General Wilson having
been detailed as chief of cavalry to Sherman's army), was charged
with this duty, and the next morning proceeded to put the order into
execution. The prescribed area included the little village of
Dayton, but when a few houses in the immediate neighborhood of the
scene of the murder had been burned, Custer was directed to cease his
desolating work, but to fetch away all the able-bodied males as



While we lay in camp at Harrisonburg it became necessary to decide
whether or not I would advance to Brown's Gap, and, after driving the
enemy from there, follow him through the Blue Ridge into eastern
Virginia. Indeed, this question began to cause me solicitude as soon
as I knew Early had escaped me at New Market, for I felt certain that
I should be urged to pursue the Confederates toward Charlottesville
and Gordonsville, and be expected to operate on that line against
Richmond. For many reasons I was much opposed to such a plan, but
mainly because its execution would involve the opening of the Orange
and Alexandria railroad. To protect this road against the raids of
the numerous guerrilla bands that infested the region through which
it passed, and to keep it in operation, would require a large force
of infantry, and would also greatly reduce my cavalry; besides, I
should be obliged to leave a force in the valley strong enough to
give security to the line of the upper Potomac and the Baltimore and
Ohio railroad, and this alone would probably take the whole of
Crook's command, leaving me a wholly inadequate number of fighting
men to prosecute a campaign against the city of Richmond. Then, too,
I was in doubt whether the besiegers could hold the entire army at
Petersburg; and in case they could not, a number of troops sufficient
to crush me might be detached by Lee, moved rapidly by rail, and,
after overwhelming me, be quickly returned to confront General Meade.
I was satisfied, moreover, that my transportation could not supply me
further than Harrisonburg, and if in penetrating the Blue Ridge I met
with protracted resistance, a lack of supplies might compel me to
abandon the attempt at a most inopportune time.

I therefore advised that the Valley campaign be terminated north of
Staunton, and I be permitted to return, carrying out on the way my
original instructions for desolating the Shenandoah country so as to
make it untenable for permanent occupation by the Confederates. I
proposed to detach the bulk of my army when this work of destruction
was completed, and send it by way of the Baltimore and Ohio railroad
through Washington to the Petersburg line, believing that I could
move it more rapidly by that route than by any other. I was
confident that if a movement of this character could be made with
celerity it would culminate in the capture of Richmond and possibly
of General Lee's army, and I was in hopes that General Grant would
take the same view of the matter; but just at this time he was so
pressed by the Government and by public-opinion at the North, that he
advocated the wholly different conception of driving Early into
eastern Virginia, and adhered to this plan with some tenacity.
Considerable correspondence regarding the subject took place between
us, throughout which I stoutly maintained that we should not risk, by
what I held to be a false move, all that my army had gained. I being
on the ground, General Grant left to me the final decision of the
question, and I solved the first step by determining to withdraw down
the valley at least as far as Strasburg, which movement was begun on
the 6th of October.

The cavalry as it retired was stretched across the country from the
Blue Ridge to the eastern slope of the Alleghanies, with orders to
drive off all stock and destroy all supplies as it moved northward.
The infantry preceded the cavalry, passing down the Valley pike, and
as we marched along the many columns of smoke from burning stacks,
and mills filled with grain, indicated that the adjacent country was
fast losing the features which hitherto had made it a great magazine
of stores for the Confederate armies.

During the 6th and 7th of October, the enemy's horse followed us up,
though at a respectful distance. This cavalry was now under command
of General T. W. Rosser, who on October 5 had joined Early with an
additional brigade from Richmond. As we proceeded the Confederates
gained confidence, probably on account of the reputation with which
its new commander had been heralded, and on the third day's march had
the temerity to annoy my rear guard considerably. Tired of these
annoyances, I concluded to open the enemy's eyes in earnest, so that
night I told Torbert I expected him either to give Rosser a drubbing
next morning or get whipped himself, and that the infantry would be
halted until the affair was over; I also informed him that I proposed
to ride out to Round Top Mountain to see the fight. When I decided
to have Rosser chastised, Merritt was encamped at the foot of Round
Top, an elevation just north of Tom's Brook, and Custer some six
miles farther north and west, near Tumbling Run. In the night Custer
was ordered to retrace his steps before daylight by the Back road,
which is parallel to and about three miles from the Valley pike, and
attack the enemy at Tom's Brook crossing, while Merritt's
instructions were to assail him on the Valley pike in concert with
Custer. About 7 in the morning, Custer's division encountered Rosser
himself with three brigades, and while the stirring sounds of the
resulting artillery duel were reverberating through the valley
Merritt moved briskly to the front and fell upon Generals Lomax and
Johnson on the Valley pike. Merritt, by extending his right, quickly
established connection with Custer, and the two divisions moved
forward together under Torbert's direction, with a determination to
inflict on the enemy the sharp and summary punishment his rashness
had invited.

The engagement soon became general across the valley, both sides
fighting mainly mounted. For about two hours the contending lines
struggled with each other along Tom's Brook, the charges and counter
charges at many points being plainly visible from the summit of Round
Top, where I had my headquarters for the time.

The open country permitting a sabre fight, both sides seemed bent on
using that arm. In the centre the Confederates maintained their
position with much stubbornness, and for a time seemed to have
recovered their former spirit, but at last they began to give way on
both flanks, and as these receded, Merritt and Custer went at the
wavering ranks in a charge along the whole front. The result was a
general smash-up of the entire Confederate line, the retreat quickly
degenerating into a rout the like of which was never before seen.
For twenty-six miles this wild stampede kept up, with our troopers
close at the enemy's heels; and the ludicrous incidents of the chase
never ceased to be amusing topics around the camp-fires of Merritt
and Custer. In the fight and pursuit Torbert took eleven pieces of
artillery, with their caissons, all the wagons and ambulances the
enemy had on the ground, and three hundred prisoners. Some of
Rosser's troopers fled to the mountains by way of Columbia Furnace,
and some up the Valley pike and into the Massamitten Range,
apparently not discovering that the chase had been discontinued till
south of Mount Jackson they rallied on Early's infantry.

After this catastrophe, Early reported to General Lee that his
cavalry was so badly demoralized that it should be dismounted; and
the citizens of the valley, intensely disgusted with the boasting and
swaggering that had characterized the arrival of the "Laurel Brigade"
in that section, baptized the action (known to us as Tom's Brook) the
"Woodstock Races," and never tired of poking fun at General Rosser
about his precipitate and inglorious flight. (When Rosser arrived
from Richmond with his brigade he was proclaimed as the savior of the
Valley, and his men came all bedecked with laurel branches.)

On the 10th my army, resuming its retrograde movement, crossed to the
north side of Cedar Creek. The work of repairing the Manassas Gap
branch of the Orange and Alexandria railroad had been begun some days
before, out from Washington, and, anticipating that it would be in
readiness to transport troops by the time they could reach Piedmont,
I directed the Sixth Corps to continue its march toward Front Royal,
expecting to return to the Army of the Potomac by that line. By the
12th, however, my views regarding the reconstruction of this railroad
began to prevail, and the work on it was discontinued. The Sixth
Corps, therefore, abandoned that route, and moved toward Ashby's Gap
with the purpose of marching direct to Washington, but on the 13th I
recalled it to Cedar Creek, in consequence of the arrival of the
enemy's infantry at Fisher's Hill, and the receipt, the night before,
of the following despatch, which again opened the question of an
advance on Gordonsville and Charlottesville:

"WASHINGTON, October 12, 1864, 12 M.


"Lieutenant-General Grant wishes a position taken far enough south to
serve as a base for further operations upon Gordonsville and
Charlottesville. It must be strongly fortified and provisioned.
Some point in the vicinity of Manassas Gap would seem best suited for
all purposes. Colonel Alexander, of the Engineers, will be sent to
consult with you as soon as you connect with General Augur.

"H. W. HALLECK, Major-General."

As it was well known in Washington that the views expressed in the
above despatch were counter to my convictions, I was the next day
required by the following telegram from Secretary Stanton to repair
to that city:

"WASHINGTON, October 13, 1864.

(through General Augur)

"If you can come here, a consultation on several points is extremely
desirable. I propose to visit General Grant, and would like to see
you first.

"Secretary of War."

I got all ready to comply with the terms of Secretary Stanton's
despatch, but in the meantime the enemy appeared in my front in
force, with infantry and cavalry, and attacked Colonel Thoburn, who
had been pushed out toward Strasburg from Crook's command, and also
Custer's division of cavalry on the Back road. As afterward
appeared, this attack was made in the belief that all of my troops
but Crook's had gone to Petersburg. From this demonstration there
ensued near Hupp's Hill a bitter skirmish between Kershaw and
Thoburn, and the latter was finally compelled to withdraw to the
north bank of Cedar Creek. Custer gained better results, however, on
the Back road, with his usual dash driving the enemy's cavalry away
from his front, Merritt's division then joining him and remaining on
the right.

The day's events pointing to a probability that the enemy intended to
resume the offensive, to anticipate such a contingency I ordered the
Sixth Corps to return from its march toward Ashby's Gap. It reached
me by noon of the 14th, and went into position to the right and rear
of the Nineteenth Corps, which held a line along the north bank of
Cedar Creek, west of the Valley pike. Crook was posted on the left
of the Nineteenth Corps and east of the Valley pike, with Thoburn's
division advanced to a round hill, which commanded the junction of
Cedar Creek and the Shenandoah River, while Torbert retained both
Merritt and Custer on the right of the Sixth Corps, and at the
same time covered with Powell the roads toward Front Royal. My
head-quarters were at the Belle Grove House, which was to the west of
the pike and in rear of the Nineteenth Corps. It was my intention to
attack the enemy as soon as the Sixth Corps reached me, but General
Early having learned from his demonstration that I had not detached as
largely as his previous information had led him to believe, on the
night of the 13th withdrew to Fisher's Hill; so, concluding that he
could not do us serious hurt from there, I changed my mind as to
attacking, deciding to defer such action till I could get to
Washington, and come to some definite understanding about my future

To carry out this idea, on the evening of the 15th I ordered all of
the cavalry under General Torbert to accompany me to Front Royal,
again intending to push it thence through Chester Gap to the Virginia
Central railroad at Charlottesville, to destroy the bridge over the
Rivanna River, while I passed through Manassas Gap to Rectortown, and
thence by rail to Washington. On my arrival with the cavalry near
Front Royal on the 16th, I halted at the house of Mrs. Richards, on
the north bank of the river, and there received the following
despatch and inclosure from General Wright, who had been left in
command at Cedar Creek:

"October 16, 1864.


"I enclose you despatch which explains itself. If the enemy should
be strongly reenforced in cavalry, he might, by turning our right,
give us a great deal of trouble. I shall hold on here until the
enemy's movements are developed, and shall only fear an attack on my
right, which I shall make every preparation for guarding against and

"Very respectfully, your obedient servant,

"H. G. WRIGHT, Major-General Commanding.
"Commanding Middle Military Division."


"Be ready to move as soon as my forces join you, and we will crush

"LONGSTREET, Lieutenant-General."

The message from Longstreet had been taken down as it was being
flagged from the Confederate signal-station on Three Top Mountain,
and afterward translated by our signal officers, who knew the
Confederate signal code. I first thought it a ruse, and hardly worth
attention, but on reflection deemed it best to be on the safe side,
so I abandoned the cavalry raid toward Charlottesville, in order to
give General Wright the, entire strength of the army, for it did not
seem wise to reduce his numbers while reinforcement for the enemy
might be near, and especially when such pregnant messages were
reaching Early from one of the ablest of the Confederate generals.
Therefore I sent the following note to General Wright:

"Front Royal, October 16, 1864.

"GENERAL: The cavalry is all ordered back to you; make your position
strong. If Longstreet's despatch is true, he is under the impression
that we have largely detached. I will go over to Augur, and may get
additional news. Close in Colonel Powell, who will be at this point.
If the enemy should make an advance, I know you will defeat him.
Look well to your ground and be well prepared. Get up everything
that can be spared. I will bring up all I can, and will be up on
Tuesday, if not sooner.

"P. H. SHERIDAN, Major-General.

"Commanding Sixth Army Corps."

At 5 o'clock on the evening of the 16th I telegraphed General Halleck
from Rectortown, giving him the information which had come to me from
Wright, asking if anything corroborative of it had been received from
General Grant, and also saying that I would like to see Halleck; the
telegram ending with the question: "Is it best for me to go to see
you?" Next morning I sent back to Wright all the cavalry except one
regiment, which escorted me through Manassas Gap to the terminus of
the railroad from Washington. I had with me Lieutenant-Colonel James
W. Forsyth, chief-of-staff, and three of my aides, Major George A.
Forsyth, Captain Joseph O'Keefe, and Captain Michael V. Sheridan. I
rode my black horse, Rienzi, and the others their own respective

Before leaving Cedar Creek I had fixed the route of my return to be
by rail from Washington to Martinsburg, and thence by horseback to
Winchester and Cedar Creek, and had ordered three hundred cavalry to
Martinsburg to escort me from that point to the front. At Rectortown
I met General Augur, who had brought a force out from Washington to
reconstruct and protect the line of railroad, and through him
received the following reply from General Halleck:

"WASHINGTON, D.C., October 16 1864

"Rectortown, Va.

General Grant says that Longstreet brought with him no troops from
Richmond, but I have very little confidence in the information
collected at his headquarters. If you can leave your command with
safety, come to Washington, as I wish to give you the views of the
authorities here.

"H. W. HALLECK, Major-General, Chief-of-Staff."

In consequence of the Longstreet despatch, I felt a concern about my
absence which I could hardly repress, but after duly considering what
Halleck said, and believing that Longstreet could not unite with
Early before I got back, and that even if he did Wright would be able
to cope with them both, I and my staff, with our horses, took the
cars for Washington, where we arrived on the morning of the 17th at
about 8 o'clock. I proceeded at an early hour to the War Department,
and as soon as I met Secretary Stanton, asked him for a special train
to be ready at 12 o'clock to take me to Martinsburg, saying that in
view of existing conditions I must get back to my army as quickly as
possible. He at once gave the order for the train, and then the
Secretary, Halleck, and I proceeded to hold a consultation in regard
to my operating east of the Blue Ridge. The upshot was that my views
against such a plan were practically agreed to, and two engineer
officers were designated to return with me for the purpose of
reporting on a defensive line in the valley that could be held while
the bulk of my troops were being detached to Petersburg. Colonel
Alexander and Colonel Thom both of the Engineer Corps, reported to
accompany me, and at 12 o'clock we took the train.

We arrived about dark at Martinsburg, and there found the escort of
three hundred men which I had ordered before leaving Cedar Creek. We
spent that night at Martinsburg, and early next morning mounted and
started up the Valley pike for Winchester, leaving Captain Sheridan
behind to conduct to the army the Commissioners whom the State of New
York had sent down to receive the vote of her troops in the coming
Presidential election. Colonel Alexander was a man of enormous
weight, and Colonel Thom correspondingly light, and as both were
unaccustomed to riding we had to go slowly, losing so much time, in
fact, that we did not reach Winchester till between 3 and 4 o'clock
in the afternoon, though the distance is but twenty-eight miles. As
soon as we arrived at Colonel Edwards's headquarters in the town,
where I intended stopping for the night, I sent a courier to the
front to bring me a report of the condition of affairs, and then took
Colonel Alexander out on the heights about Winchester, in order that
he might overlook the country, and make up his mind as to the utility
of fortifying there. By the time we had completed our survey it was
dark, and just as we reached Colonel Edwards's house on our return a
courier came in from Cedar Creek bringing word that everything was
all right, that the enemy was quiet at Fisher's Hill, and that a
brigade of Grover's division was to make a reconnoissance in the
morning, the 19th, so about 10 o'clock I went to bed greatly
relieved, and expecting to rejoin my headquarters at my leisure next

Toward 6 o'clock the morning of the 19th, the officer on picket duty
at Winchester came to my room, I being yet in bed, and reported
artillery firing from the direction of Cedar Creek. I asked him if
the firing was continuous or only desultory, to which he replied that
it was not a sustained fire, but rather irregular and fitful. I
remarked: "It's all right; Grover has gone out this morning to make a
reconnoissance, and he is merely feeling the enemy." I tried to go to
sleep again, but grew so restless that I could not, and soon got up
and dressed myself. A little later the picket officer came back and
reported that the firing, which could be distinctly heard from his
line on the heights outside of Winchester, was still going on. I
asked him if it sounded like a battle, and as he again said that it
did not, I still inferred that the cannonading was caused by Grover's
division banging away at the enemy simply to find out what he was up
to. However, I went down-stairs and requested that breakfast be
hurried up, and at the same time ordered the horses to be saddled and
in readiness, for I concluded to go to the front before any further
examinations were made in regard to the defensive line.

We mounted our horses between half-past 8 and 9, and as we were
proceeding up the street which leads directly through Winchester,
from the Logan residence, where Edwards was quartered, to the Valley
pike, I noticed that there were many women at the windows and doors
of the houses, who kept shaking their skirts at us and who were
otherwise markedly insolent in their demeanor, but supposing this
conduct to be instigated by their well-known and perhaps natural
prejudices, I ascribed to it no unusual significance. On reaching
the edge of the town I halted a moment, and there heard quite
distinctly the sound of artillery firing in an unceasing roar.
Concluding from this that a battle was in progress, I now felt
confident that the women along the street had received intelligence
from the battle, field by the "grape-vine telegraph," and were in
raptures over some good news, while I as yet was utterly ignorant of
the actual situation. Moving on, I put my head down toward the
pommel of my saddle and listened intently, trying to locate and
interpret the sound, continuing in this position till we had crossed
Mill Creek, about half a mile from Winchester. The result of my
efforts in the interval was the conviction that the travel of the
sound was increasing too rapidly to be accounted for by my own rate
of motion, and that therefore my army must be falling back.

At Mill Creek my escort fell in behind, and we were going ahead at a
regular pace, when, just as we made the crest of the rise beyond the
stream, there burst upon our view the appalling spectacle of a
panic-stricken army-hundreds of slightly wounded men, throngs of others
unhurt but utterly demoralized, and baggage-wagons by the score, all
pressing to the rear in hopeless confusion, telling only too plainly
that a disaster had occurred at the front. On accosting some of the
fugitives, they assured me that the army was broken up, in full
retreat, and that all was lost; all this with a manner true to that
peculiar indifference that takes possession of panic-stricken men. I
was greatly disturbed by the, sight, but at once sent word to Colonel
Edwards commanding the brigade in Winchester, to stretch his troops
across the valley, near Mill Creek, and stop all fugitives, directing
also that the transportation be, passed through and parked on the north
side of the town.

As I continued at a walk a few hundred yards farther, thinking all
the time of Longstreet's telegram to Early, "Be ready when I join
you, and we will crush Sheridan," I was fixing in my mind what I
should do. My first thought was too stop the army in the suburbs of
Winchester as it came back, form a new line, and fight there; but as
the situation was more maturely considered a better conception
prevailed. I was sure the troops had confidence in me, for
heretofore we had been successful; and as at other times they had
seen me present at the slightest sign of trouble or distress, I felt
that I ought to try now to restore their broken ranks, or, failing in
that, to share their fate because of what they had done hitherto.

About this time Colonel Wood, my chief commissary, arrived from the
front and gave me fuller intelligence, reporting that everything was
gone, my headquarters captured, and the troops dispersed. When I
heard this I took two of my aides-de-camp, Major. George A. Forsyth
and Captain Joseph O'Keefe, and with twenty men from the escort
started for the front, at the same time directing Colonel James W.
Forsyth and Colonels Alexander and Thom to remain behind and do what
they could to stop the runaways.

For a short distance I traveled on the road, but soon found it so
blocked with wagons and wounded men that my progress was impeded, and
I was forced to take to the adjoining fields to make haste. When
most of the wagons and wounded were past I returned to the road,
which was thickly lined with unhurt men, who, having got far enough
to the rear to be out of danger, had halted, without any
organization, and begun cooking coffee, but when they saw me they
abandoned their coffee, threw up their hats, shouldered their
muskets, and as I passed along turned to follow with enthusiasm and
cheers. To acknowledge this exhibition of feeling I took off my hat,
and with Forsyth and O'Keefe rode some distance in advance of my
escort, while every mounted officer who saw me galloped out on either
side of the pike to tell the men at a distance that I had come back.
In this way the news was spread to the stragglers off the road, when
they, too, turned their faces to the front and marched toward the
enemy, changing in a moment from the depths of depression, to the
extreme of enthusiasm. I already knew that even in the ordinary
condition of mind enthusiasm is a potent element with soldiers, but
what I saw that day convinced me that if it can be excited from a
state of despondency its power is almost irresistible. I said
nothing except to remark as I rode among those on the road: "If I had
been, with you this morning this disaster would not have happened.
We must face the other way; we will go back and recover our camp."

My first halt was made just north of Newtown, where I met a chaplain
digging his heels into the sides of his jaded horse, and making for
the rear with all possible speed. I drew up for an instant, and
inquired of him how matters were going at the front. He replied,
"Everything is lost; but all will be right when you get there"; yet
notwithstanding this expression of confidence in me, the parson at
once resumed his breathless pace to the rear. At Newtown I was
obliged to make a circuit to the left, to get round the village. I
could not pass through it, the streets were so crowded, but meeting
on this detour Major McKinley, of Crook's staff, he spread the news
of my return through the motley throng there.

When nearing the Valley pike, just south of Newtown I saw about
three-fourths of a mile west of the pike a body of troops, which
proved to be Ricketts's and Wheaton's divisions of the Sixth Corps,
and then learned that the Nineteenth Corps had halted a little to the
right and rear of these; but I did not stop, desiring to get to the
extreme front. Continuing on parallel with the pike, about midway
between Newtown and Middletown I crossed to the west of it, and a
little later came up in rear of Getty's division of the Sixth Corps.
When I arrived, this division and the cavalry were the only troops in
the presence of and resisting the enemy; they were apparently acting
as a rear-guard at a point about three miles north of the line we
held at Cedar Creek when the battle began. General Torbert was the
first officer to meet me, saying as he rode up, "My God! I am glad
you've come." Getty's division, when I found it, was about a mile
north of Middletown, posted on the reverse slope of some slightly
rising ground, holding a barricade made with fence-rails, and
skirmishing slightly with the enemy's pickets. Jumping my horse over
the line of rails, I rode to the crest of the elevation, and there
taking off my hat, the men rose up from behind their barricade with
cheers of recognition. An officer of the Vermont brigade, Colonel A.
S. Tracy, rode out to the front, and joining me, informed me that
General Louis A. Grant was in command there, the regular division
commander, General Getty, having taken charge of the Sixth Corps in
place of Ricketts, wounded early in the action, while temporarily
commanding the corps. I then turned back to the rear of Getty's
division, and as I came behind it, a line of regimental flags rose up
out of the ground, as it seemed, to welcome me. They were mostly the
colors of Crook's troops, who had been stampeded and scattered in the
surprise of the morning. The color-bearers, having withstood the
panic, had formed behind the troops of Getty. The line with the
colors was largely composed of officers, among whom I recognized
Colonel R. B. Hayes, since president of the United States, one of the
brigade commanders. At the close of this incident I crossed the
little narrow valley, or depression, in rear of Getty's line, and
dismounting on the opposite crest, established that point as my
headquarters. In a few minutes some of my staff joined me, and the
first directions I gave were to have the Nineteenth Corps and the two
divisions of Wright's corps brought to the front, so they could be
formed on Getty's division, prolonged to the right; for I had already
decided to attack the enemy from that line as soon as I could get
matters in shape to take the offensive. Crook met me at this time,
and strongly favored my idea of attacking, but said, however, that
most of his troops were gone. General Wright came up a little later,
when I saw that he was wounded, a ball having grazed the point of his
chin so as to draw the blood plentifully.

Wright gave me a hurried account of the day's events, and when told
that we would fight the enemy on the line which Getty and the cavalry
were holding, and that he must go himself and send all his staff to
bring up the troops, he zealously fell in with the scheme; and it was
then that the Nineteenth Corps and two divisions of the Sixth were
ordered to the front from where they had been halted to the right and
rear of Getty.

After this conversation I rode to the east of the Valley pike and to
the left of Getty's division, to a point from which I could obtain a
good view of the front, in the mean time sending Major Forsyth to
communicate with Colonel Lowell (who occupied a position close in
toward the suburbs of Middletown and directly in front of Getty's
left) to learn whether he could hold on there. Lowell replied that
he could. I then ordered Custer's division back to the right flank,
and returning to the place where my headquarters had been established
I met near them Ricketts's division under General Keifer and General
Frank Wheaton's division, both marching to the front. When the men
of these divisions saw me they began cheering and took up the double
quick to the front, while I turned back toward Getty's line to point
out where these returning troops should be placed. Having done this,
I ordered General Wright to resume command of the Sixth Corps, and
Getty, who was temporarily in charge of it, to take command of his
own division. A little later the Nineteenth Corps came up and was
posted between the right of the Sixth Corps and Middle Marsh Brook.

All this had consumed a great deal of time, and I concluded to visit
again the point to the east of the Valley pike, from where I had
first observed the enemy, to see what he was doing. Arrived there, I
could plainly see him getting ready for attack, and Major Forsyth now
suggested that it would be well to ride along the line of battle
before the enemy assailed us, for although the troops had learned of
my return, but few of them had seen me. Following his suggestion I
started in behind the men, but when a few paces had been taken I
crossed to the front and, hat in hand, passed along the entire length
of the infantry line; and it is from this circumstance that many of
the officers and men who then received me with such heartiness have
since supposed that that was my first appearance on the field. But
at least two hours had elapsed since I reached the ground, for it was
after mid-day, when this incident of riding down the front took
place, and I arrived not later, certainly, than half-past 10 o'clock.

After re-arranging the line and preparing to attack I returned again
to observe the Confederates, who shortly began to advance on us. The
attacking columns did not cover my entire front, and it appeared that
their onset would be mainly directed against the Nineteenth Corps,
so, fearing that they might be too strong for Emory on account of his
depleted condition (many of his men not having had time to get up
from the rear), and Getty's division being free from assault I
transferred a part of it from the extreme left to the support of the
Nineteenth Corps. The assault was quickly repulsed by Emory,
however, and as the enemy fell back Getty's troops were returned to
their original place. This repulse of the Confederates made me feel
pretty safe from further offensive operations on their part, and I
now decided to suspend the fighting till my thin ranks were further
strengthened by the men who were continually coming up from the rear,
and particularly till Crook's troops could be assembled on the
extreme left.

In consequence of the despatch already mentioned, "Be ready when I
join you, and we will crush Sheridan," since learned to have been
fictitious, I had been supposing all day that Longstreet's troops
were present, but as no definite intelligence on this point had been
gathered, I concluded, in the lull that now occurred, to ascertain
something positive regarding Longstreet; and Merritt having been
transferred to our left in the morning, I directed him to attack an
exposed battery then at the edge of Middletown, and capture some
prisoners. Merritt soon did this work effectually, concealing his
intention till his troops got close in to the enemy, and then by a
quick dash gobbling up a number of Confederates. When the prisoners
were brought in, I learned from them that the only troops of
Longstreet's in the fight were of Kershaw's division, which had
rejoined Early at Brown's Gap in the latter part of September, and
that the rest of Longstreet's corps was not on the field. The
receipt of this information entirely cleared the way for me to take
the offensive, but on the heels of it came information that
Longstreet was marching by the Front Royal pike to strike my rear at
Winchester, driving Powell's cavalry in as he advanced. This renewed
my uneasiness, and caused me to delay the general attack till after
assurances came from Powell denying utterly the reports as to
Longstreet, and confirming the statements of the prisoners.

Between half-past and 4 o'clock, I was ready to assail, and decided
to do so by advancing my infantry line in a swinging movement, so as
to gain the Valley pike with my right between Middletown and the
Belle Grove House; and when the order was passed along, the men
pushed steadily forward with enthusiasm and confidence. General
Early's troops extended some little distance beyond our right, and
when my flank neared the overlapping enemy, he turned on it, with the
effect of causing a momentary confusion, but General McMillan quickly
realizing the danger, broke the Confederates at the reentering angle
by a counter charge with his brigade, doing his work so well that the
enemy's flanking troops were cut off from their main body and left to
shift for themselves. Custer, who was just then moving in from the
west side of Middle Marsh Brook, followed McMillan's timely blow with
a charge of cavalry, but before starting out on it, and while his men
were forming, riding at full speed himself, to throw his arms around
my neck. By the time he had disengaged himself from this embrace,
the troops broken by McMillan had gained some little distance to
their rear, but Custer's troopers sweeping across the Middletown
meadows and down toward Cedar Creek, took many of them prisoners
before they could reach the stream--so I forgave his delay.

My whole line as far as the eye could see was now driving everything
before it, from behind trees, stone walls, and all such sheltering
obstacles, so I rode toward the left to ascertain how matters were
getting on there. As I passed along behind the advancing troops,
first General Grover, and then Colonel Mackenzie, rode up to welcome
me. Both were severely wounded, and I told them to leave the field,
but they implored permission to remain till success was certain.
When I reached the Valley pike Crook had reorganized his men, and as
I desired that they should take part in the fight, for they were the
very same troops that had turned Early's flank at Winchester and at
Fisher's Hill, I ordered them to be pushed forward; and the alacrity
and celerity with which they moved on Middletown demonstrated that
their ill-fortune of the morning had not sprung from lack of valor.

Meanwhile Lowell's brigade of cavalry, which, it will be remembered,
had been holding on, dismounted, just north of Middletown ever since
the time I arrived from Winchester, fell to the rear for the purpose
of getting their led horses. A momentary panic was created in the
nearest brigade of infantry by this withdrawal of Lowell, but as soon
as his men were mounted they charged the enemy clear up to the stone
walls in the edge of Middletown; at sight of this the infantry
brigade renewed its attack, and the enemy's right gave way. The
accomplished Lowell received his death-wound in this courageous

All our troops were now moving on the retreating Confederates, and as
I rode to the front Colonel Gibbs, who succeeded Lowell, made ready
for another mounted charge, but I checked him from pressing the
enemy's right, in the hope that the swinging attack from my right
would throw most of the Confederates to the east of the Valley pike,
and hence off their line of retreat through Strasburg to Fisher's
Hill. The eagerness of the men soon frustrated this anticipation,
however, the left insisting on keeping pace with the centre and
right, and all pushing ahead till we regained our old camps at Cedar
Creek. Beyond Cedar Creek, at Strasburg, the pike makes a sharp turn
to the west toward Fisher's Hill, and here Merritt uniting with
Custer, they together fell on the flank of the retreating columns,
taking many prisoners, wagons, and guns, among the prisoners being
Major-General Ramseur, who, mortally wounded, died the next day.

When the news of the victory was received, General Grant directed a
salute of one hundred shotted guns to be fired into Petersburg, and
the President at once thanked the army in an autograph letter. A few
weeks after, he promoted me, and I received notice of this in a
special letter from the Secretary of War, saying:

"--that for the personal gallantry, military skill, and just confidence
in the courage and patriotism of your troops, displayed by you on the
19th day of October at Cedar Run, whereby, under the blessing of
Providence, your routed army was reorganized, a great National
disaster averted, and a brilliant victory achieved over the rebels
for the third time in pitched battle within thirty days, Philip H.
Sheridan is appointed a major-general in the United States Army."

The direct result of the battle was the recapture of all the
artillery, transportation, and camp equipage we had lost, and in
addition twenty-four pieces of the enemy's artillery, twelve hundred
prisoners, and a number of battle-flags. But more still flowed from
this victory, succeeding as it did the disaster of the morning, for
the reoccupation of our old camps at once re-established a morale
which for some hours had been greatly endangered by ill-fortune.

It was not till after the battle that I learned fully what had taken
place before my arrival, and then found that the enemy, having
gathered all the strength he could through the return of
convalescents and other absentees, had moved quietly from Fisher's
Hill, in the night of the 18th and early on the morning of the 19th,
to surprise my army, which, it should be remembered, was posted on
the north bank of Cedar Creek, Crook holding on the left of the
Valley pike, with Thoburn's division advanced toward the creek on
Duval's (under Colonel Rutherford B. Hayes) and Kitching's
provisional divisions to the north and rear of Thoburn. The
Nineteenth Corps was on the right of Crook, extending in a
semi-circular line from the pike nearly to Meadow Brook, while the
Sixth Corps lay to the west of the brook in readiness to be used as a
movable column. Merritt's division was to the right and rear of the
Sixth Corps, and about a mile and a half west of Merrit was Custer
covering the fords of Cedar Creek as far west as the Middle road.

General Early's plan was for one column under General Gordon,
consisting of three divisions of infantry (Gordon's, Ramseur's, and
Pegram's), and Payne's brigade of cavalry to cross the Shenandoah
River directly east of the Confederate works at Fisher's Hill, march
around the northerly face of the Massanutten Mountain, and again
cross the Shenandoah at Bowman's and McInturff's fords. Payne's task
was to capture me at the Belle Grove House. General Early himself,
with Kershaw's and Wharton's divisions, was to move through
Strasburg, Kershaw, accompanied by Early, to cross Cedar Creek at
Roberts's ford and connect with Gordon, while Wharton was to continue
on the Valley pike to Hupp's Hill and join the left of Kershaw, when
the crossing of the Valley pike over Cedar Creek became free.

Lomax's cavalry, then in the Luray Valley, was ordered to join the
right of Gordon on the field of battle, while Rosser was to carry the
crossing of Cedar Creek on the Back road and attack Custer. Early's
conceptions were carried through in the darkness with little accident
or delay, Kershaw opening the fight by a furious attack on Thoburn's
division, while at dawn and in a dense fog Gordon struck Crook's
extreme left, surprising his pickets, and bursting into his camp with
such suddenness as to stampede Crook's men. Gordon directing his
march on my headquarters (the Belle Grove House), successfully turned
our position as he gained the Valley pike, and General Wright was
thus forced to order the withdrawal of the Nineteenth Corps from its
post at the Cedar Creek crossing, and this enabled Wharton to get
over the stream there unmolested and join Kershaw early in the

After Crook's troops had been driven from their camps, General Wright
endeavored to form a line with the Sixth Corps to hold the Valley
pike to the left of the Nineteenth, but failing in this he ordered
the withdrawal of the latter corps, Ricketts, temporarily commanding
the Sixth Corps, checking Gordon till Emory had retired. As already
stated, Wharton was thus permitted to cross Cedar Creek on the pike,
and now that Early had a continuous line, he pressed his advantage so
vigorously that the whole Union army was soon driven from its camps
in more or less disorder; and though much disjointed resistance was
displayed, it may be said that no systematic stand was made until
Getty's division, aided by Torbert's cavalry, which Wright had
ordered to the left early in the action, took up the ground where, on
arriving from Winchester, I found them.

When I left my command on the 16th, little did I anticipate that
anything like this would happen. Indeed, I felt satisfied that Early
was, of himself, too weak to take the offensive, and although I
doubted the Longstreet despatch, yet I was confident that, even
should it prove true, I could get back before the junction could be
made, and at the worst I felt certain that my army was equal to
confronting the forces of Longstreet and Early combined. Still, the
surprise of the morning might have befallen me as well as the general
on whom it did descend, and though it is possible that this could
have been precluded had Powell's cavalry been closed in, as suggested
in my despatch from Front Royal, yet the enemy's desperation might
have prompted some other clever and ingenious scheme for relieving
his fallen fortunes in the Shenandoah Valley.



Early's broken army practically made no halt in its retreat after the
battle of Cedar-Creek until it reached New Market, though at Fisher's
Hill was left a small rear-guard of cavalry, which hastily decamped,
however, when charged by Gibbs's brigade on the morning of the 20th.
Between the date of his signal defeat and the 11th of November, the
enemy's scattered forces had sufficiently reorganized to permit his
again making a reconnoissance in the valley as far north as Cedar
Creek, my army having meanwhile withdrawn to Kernstown, where it had
been finally decided that a defensive line should be held to enable
me to detach troops to General Grant, and where, by reconstructing
the Winchester and Potomac railroad from Stephenson's depot to
Harper's Ferry, my command might be more readily, supplied. Early's
reconnoissance north of Cedar Creek ended in a rapid withdrawal of
his infantry after feeling my front, and with the usual ill-fortune
to his cavalry; Merritt and Custer driving Rosser and Lomax with ease
across Cedar Creek on the Middle and Back roads, while Powell's
cavalry struck McCausland near Stony Point, and after capturing two
pieces of artillery and about three hundred officers and men chased
him into the Luray Valley.

Early got back to New Market on the 14th of November, and, from lack
of subsistence, being unable to continue demonstrations to prevent my
reinforcement of General Grant, began himself to detach to General
Lee by returning Kershaw's division to Petersburg, as was definitely
ascertained by Torbert in a reconnoissance to Mount Jackson. At this
time General Grant wished me to send him the Sixth Corps, and it was
got ready for the purpose, but when I informed him that Torbert's
reconnoissance had developed the fact that Early still retained four
divisions of infantry and one of cavalry, it was decided, on my
suggestion, to let the Sixth Corps remain till the season should be a
little further advanced, when the inclemency of the weather would
preclude infantry campaigning. These conditions came about early in
December, and by the middle of the month the whole of the Sixth Corps
was at Petersburg; simultaneously with its transfer to that line
Early sending his Second Corps to Lee.

During the entire campaign I had been annoyed by guerrilla bands
under such partisan chiefs as Mosby, White, Gilmore, McNeil, and
others, and this had considerably depleted my line-of-battle
strength, necessitating as it did large, escorts for my
supply-trains. The most redoubtable of these leaders was Mosby, whose
force was made up from the country around Upperville, east of the Blue
Ridge, to which section he always fled for a hiding-place when he
scented danger. I had not directed any special operations against
these partisans while the campaign was active, but as Mosby's men had
lately killed, within my lines, my chief quartermaster, Colonel Tolles,
and Medical Inspector Ohlenchlager, I concluded to devote particular
attention to these "irregulars" during the lull that now occurred; so
on the 28th of November, I directed General Merritt to march to the
Loudoun Valley and operate against Mosby, taking care to clear the
country of forage and subsistence, so as to prevent the guerrillas from
being harbored there in the future their destruction or capture being
well-nigh impossible, on account of their intimate knowledge of the
mountain region. Merritt carried out his instructions with his usual
sagacity and thoroughness, sweeping widely over each side of his
general line of march with flankers, who burned the grain and brought
in large herds of cattle, hogs and sheep, which were issued to the

While Merritt was engaged in this service the Baltimore and Ohio
railroad once more received the attention of the enemy; Rosser, with
two brigades of cavalry, crossing the Great North Mountain, capturing
the post of New Creek, with about five hundred prisoners and seven
guns, destroying all the supplies of the garrison, and breaking up
the railroad track. This slight success of the Confederates in West
Virginia, and the intelligence that they were contemplating further
raids in that section, led me to send, Crook there with one division,
his other troops going to City Point; and, I hoped that all the
threatened places would thus be sufficiently protected, but
negligence at Beverly resulted in the capture of that station by
Rosser on the 11th of January.

In the meanwhile, Early established himself with Wharton's division
at Staunton in winter quarters, posting his cavalry in that
neighborhood also, except a detachment at New Market, and another
small one at the signal-station on Three Top Mountain. The winter was
a most severe one, snow falling frequently to the depth of several
inches, and the mercury often sinking below zero. The rigor of the
season was very much against the success of any mounted operations,
but General Grant being very desirous to have the railroads broken up
about Gordonsville and Charlottesville, on the 19th of December I
started the cavalry out for that purpose, Torbert, with Merritt and
Powell, marching through Chester Gap, while Custer moved toward
Staunton to make a demonstration in Torbert's favor, hoping to hold
the enemy's troops in the valley. Unfortunately, Custer did not
accomplish all that was expected of him, and being surprised by
Rosser and Payne near Lacy's Springs before reveille, had to abandon
his bivouac and retreat down the valley, with the loss of a number of
prisoners, a few horses, and a good many horse equipments, for,
because of the suddenness of Rosser's attack, many of the men had no
time to saddle up. As soon as Custer's retreat was assured,
Wharton's division of infantry was sent to Charlottesville to check
Torbert, but this had already been done by Lomax, with the assistance
of infantry sent up from Richmond. Indeed, from the very beginning
of the movement the Confederates had been closely observing the
columns of Torbert and Custer, and in consequence of the knowledge
thus derived, Early had marched Lomax to Gordonsville in anticipation
of an attack there, at the same time sending Rosser down the valley
to meet Custer. Torbert in the performance of his task captured two
pieces of artillery from Johnson's and McCausland's brigades, at
Liberty Mills on the Rapidan River, but in the main the purpose of
the raid utterly failed, so by the 27th of December he returned,
many, of his men badly frost-bitten from the extreme cold which had

This expedition practically closed all operations for the season, and
the cavalry was put into winter cantonment near Winchester. The
distribution of my infantry to Petersburg and West Virginia left with
me in the beginning of the new year, as already stated, but the one
small division of the Nineteenth Corps. On account of this
diminution of force, it became necessary for me to keep thoroughly
posted in regard to the enemy, and I now realized more than I had
done hitherto how efficient my scouts had become since under the
control of Colonel Young; for not only did they bring me almost every
day intelligence from within Early's lines, but they also operated
efficiently against the guerrillas infesting West Virginia.

Harry Gilmore, of Maryland, was the most noted of these since the
death of McNeil, and as the scouts had reported him in Harrisonburg
the latter part of January, I directed two of the most trustworthy to
be sent to watch his movements and ascertain his purposes. In a few
days these spies returned with the intelligence that Gilmore was on
his way to Moorefield, the centre of a very disloyal section in West
Virginia, about ninety miles southwest of Winchester, where, under
the guise of a camp-meeting, a gathering was to take place, at which
he expected to enlist a number of men, be joined by a party of about
twenty recruits coming from Maryland, and then begin depredations
along the Baltimore and Ohio railroad. Believing that Gilmore might
be captured, I directed Young to undertake the task, and as a
preliminary step he sent to Moorefield two of his men who early in
the war had "refugeed" from that section and enlisted in one of the
Union regiments from West Virginia. In about a week these men came
back and reported that Gilmore was living at a house between three
and four miles from Moorefield, and gave full particulars as to his
coming and going, the number of men he had about there and where they

With this knowledge at hand I directed Young to take twenty of his
best men and leave that night for Moorefield, dressed in Confederate
uniforms, telling him that I would have about three hundred cavalry
follow in his wake when he had got about fifteen miles start, and
instructing him to pass his party off as a body of recruits for
Gilmore coming from Maryland and pursued by the Yankee cavalry. I
knew this would allay suspicion and provide him help on the road;
and, indeed, as Colonel Whittaker, who alone knew the secret,
followed after the fleeing "Marylanders," he found that their advent
had caused so little remark that the trail would have been lost had
he not already known their destination. Young met with a hearty,
welcome wherever he halted on the way, and as he passed through the
town of Moorefield learned with satisfaction that Gilmore still made
his headquarters at the house where the report of the two scouts had
located him a few days before. Reaching the designated place about
12 o'clock on the night of the 5th of February, Young, under the
representation that he had come directly from Maryland and was being
pursued by the Union cavalry, gained immediate access to Gilmore's
room. He found the bold guerrilla snugly tucked in bed, with two
pistols lying on a chair near by. He was sleeping so soundly that to
arouse him Young had to give him a violent shake. As he awoke and
asked who was disturbing his slumbers, Young, pointing at him a
cocked six-shooter, ordered him to dress without delay, and in answer
to his inquiry, informed him that he was a prisoner to one of
Sheridan's staff. Meanwhile Gilmore's men had learned of his
trouble, but the early appearance of Colonel Whittaker caused them to
disperse; thus the last link between Maryland and the Confederacy was
carried a prisoner to Winchester, whence he was sent to Fort Warren.

The capture of Gilmore caused the disbandment of the party he had
organized at the "camp-meeting," most of the men he had recruited
returning to their homes discouraged, though some few joined the
bands of Woodson and young Jesse McNeil, which, led by the latter,
dashed into Cumberland, Maryland, at 3 O'clock on the morning of the
21st of February and made a reprisal by carrying off General Crook
and General Kelly, and doing their work so silently and quickly that
they escaped without being noticed, and were some distance on their
way before the colored watchman at the hotel where Crook was
quartered could compose himself enough to give the alarm. A troop of
cavalry gave hot chase from Cumberland, striving to intercept the
party at Moorefield and other points, but all efforts were fruitless,
the prisoners soon being beyond reach.

Although I had adopted the general rule of employing only soldiers as
scouts, there was an occasional exception to it. I cannot say that
these exceptions proved wholly that an ironclad observance of the
rule would have been best, but I am sure of it in one instance. A
man named Lomas, who claimed to be a Marylander, offered me his
services as a spy, and coming highly recommended from Mr. Stanton,
who had made use of him in that capacity, I employed him. He made
many pretensions, often appearing over anxious to impart information
seemingly intended to impress me with his importance, and yet was
more than ordinarily intelligent, but in spite of that my confidence
in him was by no means unlimited. I often found what he reported to
me as taking place within the Confederate lines corroborated by
Young's men, but generally there were discrepancies in his tales,
which led me to suspect that he was employed by the enemy as well as
by me. I felt, however, that with good watching he could do me
little harm, and if my suspicions were incorrect he might be very
useful, so I held on to him.

Early in February Lomas was very solicitous for me to employ a man
who, he said, had been with Mosby, but on account of some quarrel in
the irregular camp had abandoned that leader. Thinking that with two
of them I might destroy the railroad bridges east of Lynchburg, I
concluded, after the Mosby man had been brought to my headquarters by
Lomas about 12 o'clock one night, to give him employment, at the same
time informing Colonel Young that I suspected their fidelity,
however, and that he must test it by shadowing their every movement.
When Lomas's companion entered my room he was completely disguised,
but on discarding the various contrivances by which his identity was
concealed he proved to be a rather slender, dark-complexioned,
handsome young man, of easy address and captivating manners. He gave
his name as Renfrew, answered all my questions satisfactorily, and
went into details about Mosby and his men which showed an intimacy
with them at some time. I explained to the two men the work I had
laid out for them, and stated the sum of money I would give to have
it done, but stipulated that in case of failure there would be no
compensation whatever beyond the few dollars necessary for their
expenses. They readily assented, and it was arranged that they
should start the following night. Meanwhile Young had selected his
men to shadow them, and in two days reported my spies as being
concealed at Strasburg, where they remained, without making the
slightest effort to continue on their mission, and were busy, no
doubt, communicating with the enemy, though I was not able to fasten
this on them. On the 16th of February they returned to Winchester,
and reported their failure, telling so many lies about their
hazardous adventure as to remove all remaining doubt as to their
double-dealing. Unquestionably they were spies from the enemy, and
hence liable to the usual penalties of such service; but it struck me
that through them, I might deceive Early as to the time of opening
the spring campaign, I having already received from General Grant an
intimation of what was expected of me. I therefore retained the men
without even a suggestion of my knowledge of their true character,
Young meanwhile keeping close watch over all their doings.

Toward the last of February General Early had at Staunton two
brigades of infantry under Wharton. All the rest of the infantry
except Echol's brigade, which was in southwestern Virginia, had been
sent to Petersburg during the winter, and Fitz. Lee's two brigades of
cavalry also. Rosser's men were mostly at their homes, where, on
account of a lack of subsistence and forage in the valley, they had
been permitted to go, subject to call. Lomax's cavalry was at
Millboro, west of Staunton, where supplies were obtainable. It was
my aim to get well on the road before Early could collect these
scattered forces, and as many of the officers had been in the habit
of amusing themselves fox-hunting during the latter part of the
winter, I decided to use the hunt as an expedient for stealing a
march on the enemy, and had it given out officially that a grand
fox-chase would take place on the 29th of February. Knowing that
Lomas, and Renfrew would spread the announcement South, they were
permitted to see several red foxes that had been secured, as well as a
large pack of hounds which Colonel Young had collected for the sport,
and were then started on a second expedition to burn the bridges. Of
course, they were shadowed as usual, and two days later, after they had
communicated with friends from their hiding-place, in Newtown, they
were arrested. On the way north to Fort Warren they escaped from their
guards when passing through Baltimore, and I never heard of them again,
though I learned that, after the assassination of, Mr. Lincoln,
Secretary Stanton strongly suspected his friend Lomas of being
associated with the conspirators, and it then occurred to me that the
good-looking Renfrew may have been Wilkes Booth, for he certainly bore
a strong resemblance to Booth's pictures.

On the 27th of February my cavalry entered upon the campaign which
cleared the Shenandoah Valley of every remnant of organized
Confederates. General Torbert being absent on leave at this time, I
did not recall him, but appointed General Merritt Chief of Cavalry.
for Torbert had disappointed me on two important occasions--in the
Luray Valley during the battle of Fisher's Hill, and on the recent
Gordonsville expedition--and I mistrusted his ability to conduct any
operations requiring much self-reliance. The column was composed of
Custer's and Devin's divisions of cavalry, and two sections of
artillery, comprising in all about 10,000 officers and men. On
wheels we had, to accompany this column, eight ambulances, sixteen
ammunition wagons, a pontoon train for eight canvas boats, and a
small supply-train, with fifteen days' rations of coffee, sugar, and
salt, it being intended to depend on the country for the meat and
bread ration, the men carrying in their haversacks nearly enough to
subsist them till out of the exhausted valley.

Grant's orders were for me to destroy the Virginia Central railroad
and the James River canal, capture Lynchburg if practicable, and then
join General Sherman in North Carolina wherever he might be found, or
return to Winchester, but as to joining Sherman I was to be governed
by the state of affairs after the projected capture of Lynchburg.
The weather was cold, the valley and surrounding mountains being
still covered with snow; but this was fast disappearing, however,
under the heavy rain that was coming down as the column moved along
up the Valley pike at a steady gait that took us to Woodstock the
first day. The second day we crossed the North Fork of the
Shenandoah on our pontoon-bridge, and by night-fall reached Lacy's
Springs, having seen nothing of the enemy as yet but a few partisans
who hung on our flanks in the afternoon.

March 1 we encountered General Rosser at Mt. Crawford, he having been
able to call together only some five or six hundred of his troops,
our unsuspected march becoming known to Early only the day before.
Rosser attempted to delay us here, trying to burn the bridges over
the Middle Fork of the Shenandoah, but two regiments from Colonel
Capehart's brigade swam the stream and drove Rosser to Kline's Mills,
taking thirty prisoners and twenty ambulances and wagons.

Meanwhile General Early was busy at Staunton, but not knowing my
objective point, he had ordered the return of Echol's brigade from
southwestern Virginia for the protection of Lynchburg, directed
Lomax's cavalry to concentrate at Pond Gap for the purpose of
harassing me if I moved toward Lynchburg, and at the same time
marched Wharton's two brigades of infantry, Nelson's artillery, and
Rosser's cavalry to Waynesboro', whither he went also to remain till
the object of my movement was ascertained.

I entered Staunton the morning of March 2, and finding that Early had
gone to Waynesboro' with his infantry and Rosser, the question at
once arose whether I should continue my march to Lynchburg direct,
leaving my adversary in my rear, or turn east and open the way
through Rockfish Gap to the Virginia Central railroad and James River
canal. I felt confident of the success of the latter plan, for I
knew that Early numbered there not more than two thousand men; so,
influenced by this, and somewhat also by the fact that Early had left
word in Staunton that he would fight at Waynesboro', I directed
Merritt to move toward that place with Custer, to be closely followed
by Devin, who was to detach one brigade to destroy supplies at
Swoope's depot. The by-roads were miry beyond description, rain
having fallen almost incessantly since we left Winchester, but
notwithstanding the down-pour the column pushed on, men and horses
growing almost unrecognizable from the mud covering them from head to

General Early was true to the promise made his friends in Staunton,
for when Custer neared Waynesboro' he found, occupying a line of
breastworks on a ridge west of the town, two brigades of infantry,
with eleven pieces of artillery and Rosser's cavalry. Custer, when
developing the position of the Confederates, discovered that their
left was somewhat exposed instead of resting on South River; he
therefore made his dispositions for attack, sending around that flank
the dismounted regiments from Pennington's brigade, while he himself,
with two brigades, partly mounted and partly dismounted, assaulted
along the whole line of breastworks. Pennington's flanking movement
stampeded the enemy in short order, thus enabling Custer to carry the
front with little resistance, and as he did so the Eighth New York
and First Connecticut, in a charge in column, broke through the
opening made by Custer, and continued on through the town of
Waynesboro', never stopping till they crossed South River. There,
finding themselves immediately in the enemy's rear, they promptly
formed as foragers and held the east bank of the stream till all the
Confederates surrendered except Rosser, who succeeded in making his
way back to the valley, and Generals Early, Wharton, Long, and
Lilley, who, with fifteen or twenty men, escaped across the Blue
Ridge. I followed up the victory immediately by despatching Capehart
through Rock-fish Gap, with orders to encamp on the east side of the
Blue Ridge. By reason of this move all the enemy's stores and
transportation fell into our hands, while we captured on the field
seventeen battle flags, sixteen hundred officers and men, and eleven
pieces of artillery. This decisive victory closed hostilities in the
Shenandoah Valley. The prisoners and artillery were sent back to
Winchester next morning, under a guard of 1,500 men, commanded by
Colonel J. H. Thompson, of the First New Hampshire.

The night of March 2 Custer camped at Brookfield, Devin remaining at
Waynesboro'. The former started for Charlottesville the next morning
early, followed by Devin with but two brigades, Gibbs having been
left behind to blow up the iron railroad bridge across South River.
Because of the incessant rains and spring thaws the roads were very
soft, and the columns cut them up terribly, the mud being thrown by
the sets of fours across the road in ridges as much as two feet high,
making it most difficult to get our wagons along, and distressingly
wearing on the animals toward the middle and rear of the columns.
Consequently I concluded to rest at Charlottesville for a couple of
days and recuperate a little, intending at the same time to destroy,
with small parties, the railroad from that point toward Lynchburg.
Custer reached Charlottesville the 3d, in the afternoon, and was met
at the outskirts by a deputation of its citizens, headed by the
mayor, who surrendered the town with medieval ceremony, formally
handing over the keys of the public buildings and of the University
of Virginia. But this little scene did not delay Custer long enough
to prevent his capturing, just beyond the village, a small body of
cavalry and three pieces of artillery. Gibbs's brigade, which was
bringing up my mud-impeded train, did not arrive until the 5th of
March. In the mean time Young's scouts had brought word that the
garrison of Lynchburg was being increased and the fortifications
strengthened, so that its capture would be improbable. I decided,
however, to move toward the place as far as Amherst Court House,
which is sixteen miles short of the town, so Devin, under Merritt's
supervision, marched along the James River, destroying the canal,
while Custer pushed ahead on the railroad and broke it up. The two
columns were to join at New Market, whence I intended to cross the
James River at some point east of Lynchburg, if practicable, so as to
make my way to Appomattox Court House, and destroy the Southside
railroad as far east as Farmville. Owing to its swollen condition
the river was unfordable but knowing that there was a covered bridge
at Duguidsville, I hoped to secure it by a dash, and cross there, but
the enemy, anticipating this, had filled the bridge with inflammable
material, and just as our troops got within striking distance it
burst into flames. The bridge at Hardwicksville also having been
burned by the enemy, there was now no means of crossing except by
pontoons. But, unfortunately, I had only eight of these, and they
could not be made to span the swollen river.

Being thus unable to cross until the river should fall, and knowing
that it was impracticable to join General Sherman, and useless to
adhere to my alternative instructions to return to Winchester, I now
decided to destroy still more thoroughly the James River canal and
the Virginia Central railroad and then join General Grant in front of
Petersburg. I was master of the whole country north of the James as
far down as Goochland; hence the destruction of these arteries of
supply could be easily compassed, and feeling that the war was
nearing its end, I desired my cavalry to be in at the death.

On March 9 the main column started eastward down the James River,
destroying locks, dams, and boats, having been preceded by Colonel
Fitzhugh's brigade of Devin's division in a forced march to Goochland
and Beaver Dam Creek, with orders to destroy everything below
Columbia. I made Columbia on the 10th, and from there sent a
communication to General Grant reporting what had occurred, informing
him of my condition and intention, asking him to send forage and
rations to meet me at the White House, and also a pontoon-bridge to
carry me over the Pamunkey, for in view of the fact that hitherto it
had been impracticable to hold Lee in the trenches around Petersburg,
I regarded as too hazardous a march down the south bank of the
Pamunkey, where the enemy, by sending troops out from Richmond, might
fall upon my flank and rear. It was of the utmost importance that
General Grant should receive these despatches without chance of
failure, in order that I might, depend absolutely on securing
supplies at the White House; therefore I sent the message in
duplicate, one copy overland direct to City Point by two scouts,
Campbell and Rowan, and the other by Fannin and Moore, who were to go
down the James River in a small boat to Richmond, join the troops in
the trenches in front of Petersburg, and, deserting to the Union
lines, deliver their tidings into General Grant's hands. Each set of
messengers got through, but the copy confided to Campbell and Rowan
was first at Grant's headquarters.

I halted for one day at Columbia to let my trains catch up, for it
was still raining and the mud greatly delayed the teams, fatiguing
and wearying the mules so much that I believe we should have been
forced to abandon most of the wagons except for the invaluable help
given by some two thousand negroes who had attached themselves to the
column: they literally lifted the wagons out of the mud. From
Columbia Merritt, with Devin's division, marched to Louisa Court
House and destroyed the Virginia Central to Frederick's Hall.
Meanwhile Custer was performing similar work from Frederick's Hall to
Beaver Dam Station, and also pursued for a time General Early, who,
it was learned from despatches captured in the telegraph office at
Frederick's Hall, was in the neighborhood with a couple of hundred
men. Custer captured some of these men and two of Early's
staff-officers, but the commander of the Valley District, accompanied
by a single orderly, escaped across the South Anna and next day made
his way to Richmond, the last man of the Confederate army that had so
long contended with us in the Shenandoah Valley.

At Frederick's Hall, Young's scouts brought me word from Richmond
that General Longstreet was assembling a force there to prevent my
junction with Grant, and that Pickett's division, which had been sent
toward Lynchburg to oppose my march, and Fitzhugh Lee's cavalry, were
moving east on the Southside railroad, with the object of
circumventing me. Reasoning that Longstreet could interpose
effectually only by getting to the White House ahead of me, I pushed
one column under Custer across the South Anna, by way of Ground
Squirrel bridge, to Ashland, where it united with Merritt, who had
meanwhile marched through Hanover Junction. Our appearance at
Ashland drew the Confederates out in that direction, as was hoped,
so, leaving Colonel Pennington's brigade there to amuse them, the
united command retraced its route to Mount Carmel church to cross the
North Anna. After dark Pennington came away, and all the troops
reached the church by midnight of the 15th.

Resuming the march at an early hour next morning, we took the road by
way of King William Court House to the White House, where, arriving
on the 18th, we found, greatly to our relief, the supplies which I
had requested to be sent there. In the meanwhile the enemy had
marched to Hanover Court House, but being unable either to cross the
Pamunkey there or forestall me at the White House on the south side
of the river, he withdrew to Richmond without further effort to
impede my column.

The hardships of this march far exceeded those of any previous
campaigns by the cavalry. Almost incessant rains had drenched us for
sixteen days and nights, and the swollen streams and well-nigh
bottomless roads east of Staunton presented grave difficulties on
every hand, but surmounting them all, we destroyed the enemy's means
of subsistence, in quantities beyond computation, and permanently
crippled the Virginia Central railroad, as well as the James River
canal, and as each day brought us nearer the Army of the Potomac, all
were filled with the comforting reflection that our work in the
Shenandoah Valley had been thoroughly done, and every one was buoyed
up by the cheering thought that we should soon take part in the final
struggle of the war.



The transfer of my command from the Shenandoah Valley to the field of
operations in front of Petersburg was not anticipated by General
Grant; indeed, the despatch brought from Columbia by my scouts,
asking that supplies be sent me at the White House, was the first
word that reached him concerning the move. In view of my message the
general-in-chief decided to wait my arrival before beginning spring
operations with the investing troops south of the James River, for he
felt the importance of having my cavalry at hand in a campaign which
he was convinced would wind up the war. We remained a few days at
the White House resting and refitting the cavalry, a large amount of
shoeing being necessary; but nothing like enough horses were at hand
to replace those that had died or been disabled on the mud march from
Staunton to the Pamunkey River, so a good many of the men were still
without mounts, and all such were sent by boat to the dismounted camp
near City Point. When all was ready the column set out for Hancock
Station, a point on the military railroad in front of Petersburg, and
arriving there on the 27th of March, was in orders reunited with its
comrades of the Second Division, who had been serving with the Army
of the Potomac since we parted from them the previous August.
General Crook, who had been exchanged within a few days, was now in
command of this Second Division. The reunited corps was to enter
upon the campaign as a separate army, I reporting directly to General
Grant; the intention being thus to reward me for foregoing, of my own
choice, my position as a department commander by joining the armies
at Petersburg.

Taking the road across the Peninsula, I started from the White House
with Merritt's column on the 25th of March and encamped that night at
Harrison's Landing. Very early next morning, in conformity with a
request from General Grant, I left by boat for City Point, Merritt
meanwhile conducting the column across the James River to the point
of rendezvous, The trip to City Point did not take long, and on
arrival at army headquarters the first person I met was General John
A. Rawlins, General Grant's chief-of-staff. Rawlins was a man of
strong likes and dislikes, and positive always both in speech and
action, exhibiting marked feelings when greeting any one, and on this
occasion met me with much warmth. His demonstrations of welcome
over, we held a few minutes' conversation about the coming campaign,
he taking strong ground against a part of the plan of operations
adopted, namely, that which contemplated my joining General Sherman's
army. His language was unequivocal and vehement, and when he was
through talking, he conducted me to General Grant's quarters, but he
himself did not enter.

General Grant was never impulsive, and always met his officers in an
unceremonious way, with a quiet "How are you" soon putting one at his
ease, since the pleasant tone in which he spoke gave assurance of
welcome, although his manner was otherwise impassive. When the
ordinary greeting was over, he usually waited for his visitor to open
the conversation, so on this occasion I began by giving him the
details of my march from Winchester, my reasons for not joining
Sherman, as contemplated in my instructions, and the motives which
had influenced me to march to the White House. The other provision
of my orders on setting out from Winchester--the alternative return
to that place--was not touched upon, for the wisdom of having ignored
that was fully apparent. Commenting on this recital of my doings,
the General referred only to the tortuous course of my march from
Waynesboro' down, our sore trials, and the valuable services of the
scouts who had brought him tidings of me, closing with the remark
that it was, rare a department commander voluntarily deprived himself
of independence, and added that I should not suffer for it. Then
turning to the business for which he had called me to City Point, he
outlined what he expected me to do; saying that I was to cut loose
from the Army of the Potomac by passing its left flank to the
southward along the line of the Danville railroad, and after crossing
the Roanoke River, join General Sherman. While speaking, he handed
me a copy of a general letter of instructions that had been drawn up
for the army on the 24th. The letter contained these words
concerning the movements of my command:

"The cavalry under General Sheridan, joined by the division now under
General Davies, will move at the same time (29th inst.) by the Weldon
road and the Jerusalem plank-road, turning west from the latter
before crossing the Nottoway, and west with the whole column before
reaching Stony Creek. General Sheridan will then move independently
under other instructions which will be given him. All dismounted
cavalry belonging to the Army of the Potomac, and the dismounted
cavalry from the Middle Military Division not required for guarding
property belonging to their arm of the service, will report to
Brigadier-General Benham to be added to the defenses of City Point."

When I had gone over the entire letter I showed plainly that I was
dissatisfied with it, for, coupled with what the General had outlined
orally, which I supposed was the "other instructions," I believed it
foreshadowed my junction with General Sherman. Rawlins thought so
too, as his vigorous language had left no room to doubt, so I
immediately began to offer my objections to the programme. These
were, that it would be bad policy to send me down to the Carolinas
with a part of the Army of the Potomac, to come back to crush Lee
after the destruction of General Johnston's army; such a course would
give rise to the charge that his own forces around Petersburg were
not equal to the task, and would seriously affect public opinion in
the North; that in fact my cavalry belonged to the Army of the
Potomac, which army was able unaided to destroy Lee, and I could not
but oppose any dispersion of its strength.

All this was said in a somewhat emphatic manner, and when I had
finished he quietly told me that the portion of my instructions from
which I so strongly dissented was intended as a "blind" to cover any
check the army in its general move, to the left might meet with, and
prevent that element in the North which held that the war could be
ended only through negotiation, from charging defeat. The fact that
my cavalry was not to ultimately join Sherman was a great relief to
me, and after expressing the utmost confidence in the plans unfolded
for closing the war by directing every effort to the annihilation of
Lee's army, I left him to go to General Ingalls's quarters. On the
way I again met Rawlins, who, when I told him that General Grant had
intimated his intention to modify the written plan of operations so
far as regarded the cavalry, manifested the greatest satisfaction,
and I judged from this that the new view of the matter had not
previously been communicated to the chief-of-staff, though he must
have been acquainted of course with the programme made out on the
24th of March.

Toward noon General Grant sent for me to accompany him up the river.
When I joined the General he informed me that the President was on
board the boat--the steamer Mary Martin. For some days Mr. Lincoln
had been at City Point, established on the steamer River Queen,
having come down from Washington to be nearer his generals, no doubt,
and also to be conveniently situated for the reception of tidings
from the front when operations began, for he could not endure the
delays in getting news to Washington. This trip up the James had
been projected by General Meade, but on account of demands at the
front he could not go, so the President, General Grant, and I
composed the party. We steamed up to where my cavalry was crossing
on the pontoon-bridge below the mouth of the Dutch Gap canal, and for
a little while watched the column as it was passing over the river,
the bright sunshine presaging good weather, but only to delude, as
was proved by the torrents of rain brought by the succeeding days of
March. On the trip the President was not very cheerful. In fact, he
was dejected, giving no indication of his usual means of diversion,
by which (his quaint stories) I had often heard he could find relief
from his cares. He spoke to me of the impending operations and asked
many questions, laying stress upon the one, "What would be the result
when the army moved out to the left, if the enemy should come down
and capture City Point?" the question being prompted, doubtless, by
the bold assault on our lines and capture of Fort Steadman two days
before by General Gordon. I answered that I did not think it at all
probable that General Lee would undertake such a desperate measure to
relieve the strait he was in; that General Hartranft's successful
check to Gordon had ended, I thought, attacks of such a character;
and in any event General Grant would give Lee all he could attend to
on the left. Mr. Lincoln said nothing about my proposed route of
march, and I doubt if he knew of my instructions, or was in
possession at most of more than a very general outline of the plan of
campaign. It was late when the Mary Martin returned to City Point,
and I spent the night there with General Ingalls.

The morning of the 27th I went out to Hancock Station to look after
my troops and prepare for moving two days later. In the afternoon I
received a telegram from General Grant, saying: "General Sherman will
be here this evening to spend a few hours. I should like to have you
come down." Sherman's coming was a surprise--at least to me it was
--this despatch being my first intimation of his expected arrival.
Well knowing the zeal and emphasis with which General Sherman would
present his views, there again came into my mind many misgivings with
reference to the movement of the cavalry, and I made haste to start
for Grant's headquarters. I got off a little after 7 o'clock, taking
the rickety military railroad, the rails of which were laid on the
natural surface of the ground, with grading only here and there at
points of absolute necessity, and had not gone far when the
locomotive jumped the track. This delayed my arrival at City Point
till near midnight, but on repairing to the little cabin that
sheltered the general-in-chief, I found him and Sherman still up
talking over the problem whose solution was near at hand. As already
stated, thoughts as to the tenor of my instructions became uppermost
the moment I received the telegram in the afternoon, and they
continued to engross and disturb me all the way down the railroad,
for I feared that the telegram foreshadowed, under the propositions
Sherman would present, a more specific compliance with the written
instructions than General Grant had orally assured me would be

My entrance into the shanty suspended the conversation for a moment
only, and then General Sherman, without prelude, rehearsed his plans
for moving his army, pointing out with every detail how he would come
up through the Carolinas to join the troops besieging Petersburg and
Richmond, and intimating that my cavalry, after striking the
Southside and Danville railroads, could join him with ease. I made
no comments on the projects for moving, his own troops, but as soon
as opportunity offered, dissented emphatically from the proposition
to have me join the Army of the Tennessee, repeating in substance
what I had previously expressed to General Grant.

My uneasiness made me somewhat too earnest, I fear, but General Grant
soon mollified me, and smoothed matters over by practically repeating
what he had told me in regard to this point at the close of our
interview the day before, so I pursued the subject no further. In a
little while the conference ended, and I again sought lodging at the
hospitable quarters of Ingalls.

Very early the next morning, while I was still in bed, General
Sherman came to me and renewed the subject of my joining him, but
when he saw that I was unalterably opposed to it the conversation
turned into other channels, and after we had chatted awhile he
withdrew, and later in the day went up the river with the President,
General Grant, and Admiral Porter, I returning to my command at
Hancock Station, where my presence was needed to put my troops in
march next day.

During the entire winter General Grant's lines fronting Petersburg
had extended south of the Appomattox River, practically from that
stream around to where the Vaughn road crosses Hatcher's Run, and
this was nearly the situation Wilien the cavalry concentrated at
Hancock Station, General Weitzel holding the line north of the
Appomattox, fronting Richmond and Bermuda Hundred.

The instructions of the 24th of March contemplated that the campaign
should begin with the movement of Warren's corps (the Fifth) at
3 o'clock on the morning of the 29th, and Humphreys's (the Second) at
6; the rest of the infantry holding on in the trenches. The cavalry
was to move in conjunction with Warren and Humphreys, and make its
way out beyond our left as these corps opened the road.

The night of the 28th I received the following additional
instructions, the general tenor of which again disturbed me, for
although I had been assured that I was not to join General Sherman,
it will be seen that the supplemental directions distinctly present
that alternative, and I therefore feared that during the trip up the
James River on the morning of the 28th General Grant had returned to
his original views:

"City Point, Va., March 28, 1865.


"The Fifth Army Corps will move by the Vaughn road at 3 A.M.
tomorrow morning. The Second moves at about 9 A.M., having but about
three miles to march to reach the point designated for it to take on
the right of the Fifth Corps, after the latter reaches Dinwiddie
Court House.

"Move your cavalry at as early an hour as you can, and without being
confined to any particular road or roads. You may go out by the
nearest roads in rear of the Fifth Corps, pass by its left, and
passing near to or through Dinwiddie, reach the right and rear of the
enemy as soon as you can. It is not the intention to attack the
enemy in his intrenched position, but to force him out if possible.
Should he come out and attack us, or get himself where he can be
attacked, move in with your entire force in your own way, and with
the full reliance that the army will engage or follow the enemy, as
circumstances will dictate. I shall be on the field, and will
probably be able to communicate with you; should I not do so, and you
find that the enemy keeps within his main intrenched line, you may
cut loose and push for the Danville road. If you find it practicable
I would like you to cross the Southside road, between Petersburg and
Burkeville, and destroy it to some extent. I would not advise much
detention, however, until you reach the Danville road, which I would
like you to strike as near to the Appomattox as possible; make your
destruction of that road as complete as possible; you can then pass
on to the Southside road, west of Burkeville, and destroy that in
like manner.

"After having accomplished the destruction of the two railroads,
which are now the only avenues of supply to Lee's army, you may
return to this army, selecting your road farther south, or you may go
on into North Carolina and join General Sherman. Should you select
the latter course, get the information to me as early as possible, so
that I may send orders to meet you at Goldsboro'.

"U. S. GRANT, Lieut.-General."

These instructions did not alter my line of march for the morrow, and
I trusted matters would so come about as not to require compliance
with those portions relative to the railroads and to joining Sherman;
so early on the 29th I moved my cavalry out toward Ream's Station on
the Weldon road, Devin commanding the First Division, with Colonels
Gibbs, Stagg, and Fitzhugh in charge of the brigades; the Third
Division under Custer, Colonels Wells, Capehart and Pennington being
the brigade commanders. These two divisions united were commanded by
Merritt, as they had been since leaving Winchester. Crook headed the
Second Division, his brigades being under General Davies and Colonels
John I. Gregg and Smith.

Our general direction was westward, over such routes as could be
found, provided they did not embarrass the march of the infantry.
The roads, from the winter's frosts and rains, were in a frightful
state, and when it was sought to avoid a spot which the head of the
column had proved almost bottomless, the bogs and quicksands of the
adjoining fields demonstrated that to make a detour was to go from
bad to worse. In the face of these discouragements we floundered on,
however, crossing on the way a series of small streams swollen to
their banks. Crook and Devin reached the county-seat of Dinwiddie
about 5 o'clock in the evening, having encountered only a small
picket, that at once gave way to our advance. Merritt left Custer at
Malon's crossing of Rowanty Creek to care for the trains containing
our subsistence and the reserve ammunition, these being stuck in the
mire at, intervals all the way back to the Jerusalem plank-road; and
to make any headway at all with the trains, Custer's men often had to
unload the wagons and lift them out of the boggy places.

Crook and Devin camped near Dinwiddie Court House in such manner as
to cover the Vaughn, Flatfoot, Boydton, and Five Forks roads; for, as
these all intersected at Dinwiddie, they offered a chance for the
enemy's approach toward the rear of the Fifth Corps, as Warren
extended to the left across the Boydton road. Any of these routes
leading to the south or west might also be the one on which, in
conformity with one part of my instructions, I was expected to get
out toward the Danville and Southside railroads, and the Five Forks
road would lead directly to General Lee's right flank, in case
opportunity was found to comply with the other part. The place was,
therefore, of great strategic value, and getting it without cost
repaid us for floundering through the mud.

Dinwiddie Court House, though a most important point in the campaign,
was far from attractive in feature, being made up of a half-dozen
unsightly houses, a ramshackle tavern propped up on two sides with
pine poles, and the weatherbeaten building that gave official name to
the cross-roads. We had no tents--there were none in the command--so
I took possession of the tavern for shelter for myself and staff, and
just as we had finished looking over its primitive interior a rain
storm set in.

The wagon containing my mess equipment was back somewhere on the
road, hopelessly stuck in the mud, and hence we had nothing to eat
except some coffee which two young women living at the tavern kindly
made for us; a small quantity of the berry being furnished from the
haversacks of my escort. By the time we got the coffee, rain was
falling in sheets, and the evening bade fair to be a most dismal one;
but songs and choruses set up by some of my staff--the two young
women playing accompaniments on a battered piano--relieved the
situation and enlivened us a little. However, the dreary night
brought me one great comfort; for General Grant, who that day had
moved out to Gravelly Run, sent me instructions to abandon all idea
of the contemplated raid, and directed me to act in concert with the
infantry under his immediate command, to turn, if possible, the right
flank of Lee's army. The despatch made my mind easy with respect to
the objectionable feature of my original instructions, and of course
relieved me also from the anxiety growing out of the letter received
at Hancock Station the night of the 28th; so, notwithstanding the
suspicions excited by some of my staff concerning the Virginia
feather-bed that had been assigned me, I turned in at a late hour and
slept most soundly.

The night of the 29th the left of General Grant's infantry--Warren's
corps--rested on the Boydton road, not far from its intersection with
the Quaker road. Humphreys's corps was next to Warren; then came
Ord, next Wright, and then Parke, with his right resting on the
Appomattox. The moving of Warren and Humphreys to the left during
the day was early discovered by General Lee. He met it by extending
the right of his infantry on the White Oak road, while drawing in the
cavalry of W. H. F. Lee and Rosser along the south bank of Stony
Creek to cover a crossroads called Five Forks, to anticipate me
there; for assuming that my command was moving in conjunction with
the infantry, with the ultimate purpose of striking the Southside
railroad, Lee made no effort to hold Dinwiddie, which he might have
done with his cavalry, and in this he made a fatal mistake. The
cavalry of Fitz. Lee was ordered at this same time from Sunderland
depot to Five Forks, and its chief placed in command of all the
mounted troops of General Lee's army.

At daylight on the 30th I proceeded to make dispositions under the
new conditions imposed by my modified instructions, and directed
Merritt to push Devin out as far as the White Oak road to make a
reconnoissance to Five Forks, Crook being instructed to send Davies's
brigade to support Devin. Crook was to hold, with Gregg's brigade,
the Stony Creek crossing of the Boydton plank road, retaining Smith's
near Dinwiddie, for use in any direction required. On the 29th W. H.
F. Lee conformed the march of his cavalry with that of ours, but my
holding Stony Creek in this way forced him to make a detour west of
Chamberlin's Run, in order to get in communication with his friends
at Five Forks.

The rain that had been falling all night gave no sign of stopping,
but kept pouring down all day long, and the swamps and quicksands
mired the horses, whether they marched in the roads or across the
adjacent fields. Undismayed, nevertheless, each column set out for
its appointed duty, but shortly after the troops began to move I
received from General Grant this despatch, which put a new phase on

"GRAVELLY RUN, March 30, 1865.


"The heavy rain of to-day will make it impossible for us to do much
until it dries up a little, or we get roads around our rear repaired.
You may, therefore, leave what cavalry you deem necessary to protect
the left, and hold such positions as you deem necessary for that
purpose, and send the remainder back to Humphrey's Station where they
can get hay and grain. Fifty wagons loaded with forage will be sent
to you in the morning. Send an officer back to direct the wagons
back to where you want them. Report to me the cavalry you will leave
back, and the position you will occupy. Could not your cavalry go
back by the way of Stony Creek depot and destroy or capture the store
of supplies there?

"U. S. GRANT, Lieut.-General."

When I had read and pondered this, I determined to ride over to
General Grant's headquarters on Gravelly Run, and get a clear idea of
what it was proposed to do, for it seemed to me that a suspension of
operations would be a serious mistake. Mounting a powerful gray
pacing horse called Breckenridge (from its capture from one of
Breckenridge's staff-officers at Missionary Ridge), and that I knew
would carry me through the mud, I set out accompanied by my Assistant
Adjutant-General, Colonel Frederick C. Newhall, and an escort of
about ten or fifteen men. At first we rode north up the Boydton
plank-road, and coming upon our infantry pickets from a direction
where the enemy was expected to appear, they began to fire upon us,
but seeing from our actions that we were friends, they ceased, and
permitted us to pass the outposts. We then struggled on in a
northeasterly direction across-country, till we struck the Vaughn
road. This carried us to army headquarters, which were established
south of Gravelly Run in an old cornfield. I rode to within a few
yards of the front of General Grant's tent, my horse plunging at
every step almost to his knees in the mud, and dismounted near a
camp-fire, apparently a general one, for all the staff-officers were
standing around it on boards and rails placed here and there to keep
them from sinking into the mire.

Going directly to General Grant's tent, I found him and Rawlins
talking over the question of suspending operations till the weather
should improve. No orders about the matter had been issued yet,
except the despatch to me, and Rawlins, being strongly opposed to the
proposition, was frankly expostulating with General Grant, who, after
greeting me, remarked, in his quiet way: "Well, Rawlins, I think you
had better take command." Seeing that there was a difference up
between Rawlins and his chief, I made the excuse of being wet and
cold, and went outside to the fire. Here General Ingalls met me and
took me to his tent, where I was much more comfortable than when
standing outside, and where a few minutes later we were joined by
General Grant. Ingalls then retired, and General Grant began talking
of our fearful plight, resulting from the rains and mud, and saying
that because of this it seemed necessary to suspend operations. I at
once begged him not to do so, telling him that my cavalry was already
on the move in spite of the difficulties, and that although a
suspension of operations would not be fatal, yet it would give rise
to the very charge of disaster to which he had referred at City
Point, and, moreover, that we would surely be ridiculed, just as
General Burnside's army was after the mud march of 1863. His better
judgment was against suspending operations, but the proposition had
been suggested by all sorts of complaints as to the impossibility of
moving the trains and the like, so it needed little argument to
convince him, and without further discussion he said, in that manner
which with him meant a firmness of purpose that could not be changed
by further complainings, "We will go on." I then told him that I
believed I could break in the enemy's right if he would let me have
the Sixth Corps; but saying that the condition of the roads would
prevent the movement of infantry, he replied that I would have to
seize Five Forks with the cavalry alone.

On my way back to Dinwiddie I stopped at the headquarters of General
Warren, but the General being asleep, I went to the tent of one of
his staff-officers. Colonel William T. Gentry, an old personal
friend with whom I had served in Oregon. In a few minutes Warren
came in and we had a short conversation, he speaking rather
despondently of the outlook, being influenced no doubt by the
depressing weather.

From Warren's headquarters I returned, by the Boydton road to
Dinwiddie Court House, fording Gravelly Run with ease. When I got as
far as the Dabney road I sent Colonel Newhall out on it toward Five
Forks, with orders for Merritt to develop the enemy's position and
strength, and then rode on to Dinwiddie to endeavor to get all my
other troops up. Merritt was halted at the intersection of the Five
Forks and Gravelly Church roads when Newhall delivered the orders,
and in compliance moving out Gibbs's brigade promptly, sharp
skirmishing was brought on, Gibbs driving the Confederates to Five
Forks, where he found them behind a line of breastworks running along
the White Oak road. The reconnoissance demonstrating the intention
of the enemy to hold this point, Gibbs was withdrawn.

That evening, at 7 o'clock, I reported the position of the
Confederate cavalry, and stated that it had been reinforced by
Pickett's division of infantry. On receipt of this despatch, General
Grant offered me the Fifth Corps, but I declined to take it, and
again asked for the Sixth, saying that with it I believed I could
turn the enemy (Pickett's) left, or break through his lines. The
morning of the 31st General Grant replied the the Sixth Corps could
not be taken from its position in the line, and offered me the
Second; but in the mean time circumstances had changed, and no corps
was ordered.


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