Study of Civil War Sites in the Shenandoah Valley - Part 3-B



10. COOL SPRING (18 July 1864)

County: Clarke, VA

General Location: Along Shenandoah River from above crossing of rte. 7 
north to Parker Island on west bank (present monastery grounds) and east 
bank (Shenandoah Retreat and golf course).

Size of Study/Core Areas: 5,740/1,946 acres

GIS Integrity of Study/Core Areas: 97/97 percent; Good/Good

Field Assessment of Study Area Integrity: Fair

USGS Quadrants: Bluemont, Ashby Gap, Round Hill, Berryville

Campaign: Early's Maryland Campaign

Principal Commanders: [c] Lt. Gen. Jubal Early, Maj. Gen. Robert E. Rodes; 
[u] Maj. Gen. Horatio Wright, Brig. Gen. George Crook , Col. Joseph 
Thoburn.

Forces Engaged: [c] Three infantry divisions under Gordon, Wharton, and 
Rodes, about 8,000, and at least 3 batteries; [u] Three infantry brigades 
of Crook's Corps (about 3,250 men), supported by batteries and a division 
of the VI Corps, about 5,000 engaged.

Casualties: [c] 397 (80k/300w/17m); [u] 422 (65k/301w/56m).

Significance: In the first weeks of July 1864, Lt. Gen. Jubal A. Early 
raided Maryland with an army of about 14,000 men, defeated a US force at 
the battle of Monocacy (9 July), and marched on Washington D.C. Confronted 
there on 12 July by US veterans diverted from the Army of the Potomac, 
Early retreated, crossing the Potomac River at White's Ferry and the Blue 
Ridge at Snickers Gap. Elements of three US corps (about 25,000 men) under 
overall command of Maj. Gen. Horatio Wright pursued and met Early's rear 
guard at the Shenandoah River crossing of Snickers Ferry near the farm of 
Cool Spring. Although brief in duration, the battle of Cool Spring was 
desperately fought, checking US pursuit for several days. The battle of 
Cool Spring (also known as Snickers Ferry or Parker's Ford) is 
representative of the division-sized engagements that occurred almost 
weekly throughout the remainder of the 1864 Valley Campaign, including 
Rutherford's Farm (20 July), Guard Hill (16 August), Abrams Creek (17 
August), Cameron's Depot and Summit Point (21 August), Smithfield Crossing 
(29 August), and Berryville (3-4 September). These encounters led up to 
the decisive battle of Opequon (Third Winchester) on 19 September.

Description of the Battle

Phase One. Skirmishing at Snickers Ford (17 July): On the afternoon of 17 
July 1864, the US cavalry division of Alfred Duffi‚ reached Snickers Ford 
and attempted to force a crossing of the Shenandoah River. Two regiments 
of CS infantry supported by two pieces of artillery positioned on North 
Hill overlooking the ford repulsed the attempt. US cavalry then tried to 
cross at Shepherd's Ford about two miles south but were repulsed by CS 
cavalry of Vaughn's brigade. During the night, Duffi‚ continued south 
along the river, leaving a smaller force to picket the fords. On the 
morning of 18 July, US cavalry pickets, supported by Mulligan's brigade of 
infantry (Crook's corps) again attempted a crossing at Snickers Ford but 
were repulsed.

Phase Two. Advance of US Infantry (18 July): Col. Thoburn's division of 
Crook's Corps, followed by the VI Corps arrived on the Berryville Pike 
(current rte. 7) from their bivouac near Purcellville. Union generals 
Wright, Emory, and Crook conferred on River Hill, where they established a 
signal station and brought up a battery of artillery. It was assumed that 
General Early's CS army was in retreat to Winchester and that the ford was 
defended only by cavalry. Because the attempted crossing at Snickers Ford 
in the morning had been unsuccessful, the US commanders decided to cross a 
division one mile downstream. The infantry diverged from the main road 
onto a rocky cart road that led to Judge Parker's house, mill, and ford. 
The intervening hills disguised the movement from the CS pickets on the 
west bank of the river.

Phase Three. River Crossing (18 July): About 1500 hours, Thoburn's 3,250 
infantrymen forced CS skirmishers back from Parker's Ford and crossed the 
shallow river at a number of places across and between the islands. Once 
on the west bank, US skirmishers fanned out across the Cool Spring farm, 
while the main body deployed along a rise about 100 yards from the river 
in the midst of a large wheatfield. Commands regrouped after the crossing 
and prepared to move south to uncover Snickers Ford. Captured 
Confederates, however, revealed that the island fords had been defended by 
infantry and that Early's army was nearby. Thoburn alerted his superiors 
on River Hill (by signal flag and courier) and awaited further 
instructions. He was told that he would be supported by a division of the 
VI Corps, which had begun to arrive on the east bank near the Parker House.

Phase Four. CS Response (18 July): In response to Thoburn's crossing (or 
in anticipation of it) Maj. Gen. John B. Gordon's division advanced along 
the Berryville Pike from its bivouac at Webbtown. Gordon deployed along 
the river bluffs north and south of North Hill. Simultaneously, Brig. Gen. 
Gabriel Wharton's division moved toward Cool Spring from its bivouac near 
Wickliffe Church. Wharton deployed in line of battle and advanced on Cool 
Spring forcing back the US skirmishers to their main line near the river. 
Maj. Gen. Robert E. Rodes's division was farther north at Gaylord but was 
set in motion to come up on the left of Wharton. Skirmishing extended 
along Wharton's and Gordon's fronts.

Phase Five. Rodes's Flank Attack (18 July): Colonel Thoburn was now aware 
of his precarious position but hoped to hold out until reinforced or 
withdrawn after dark. Rodes's division arrived from Wickliffe Church, 
moving through ravines and behind the grove at Westwood which concealed 
the movement of the troops until they were within striking distance of 
Thoburn's contracted line. Rodes deployed to Wharton's left, his line 
bending in an arc almost at right angles to the river and the US right 
flank. About 1800 hours Rodes threw his division forward on a compact 
front, surprising and crushing the US right.

Thoburn sent the 116th Ohio to reinforce his right as both sides struggled 
for possession of a stone fence that bisected the wheatfield. A second CS 
attack drove US forces back to another stone fence along the river bank. 
There, they held out against a third desperate CS attack that came near to 
driving them into the river. Three batteries of Union artillery came into 
play from the heights on the east bank. A division of the VI Corps 
deployed on the east bank and engaged in sharpshooting, but it was not 
sent across the river. Three batteries of CS artillery supported Rodes's 
attack. Colonel Owens, commanding a CS brigade was mortally wounded. The 
bulk of the almost 850 casualties of the battle occurred at this time and 
littered the wheatfield.

Phase Six. US Withdrawal (18 July): The Union line held out until dark, 
then began to recross the river unmolested by CS infantry. An artillery 
duel broke out across the river. US and CS batteries fired at each others' 
positions, guided by the flashes of discharge and explosion. When US 
infantry was safely on the east bank, the artillery fire tapered off, 
ending about 2100 hours. Later CS skirmishers advanced to the river, 
finding the Union line abandoned. CS units spread out across the field to 
tend to the wounded of both sides. General Crook was angered that 
Thoburn's command had been left to their own devices without being 
reinforced by the VI Corps, which was at hand. 

Current Condition of the Battlefield

The setting of Cool Spring battlefield at the base of the Blue Ridge and 
on both banks of the Shenandoah River is very scenic. The combination of 
rural condition and standing historic structures invokes a strong historic 
atmosphere. The core area of the battlefield (where infantry attacks 
occurred) is private property owned by Holy Cross Abbey. Buildings have 
been added on abbey grounds and Cool Spring mansion has been enlarged, but 
these additions, although visually intrusive, do not interfere with 
interpretation of the battle. The recently constructed Abbey Retreat House 
sits astride the CS battle line and overlooks the main battlefield. The 
wheatfield and river bank where the major infantry fighting occurred are 
in pristine condition. The abbey does accommodate visitors to the 
battlefield with prior arrangement.

US approach routes along rte. 7 from Snickers Gap have been altered but 
not so that the strategy of movement is lost. US staging and deployment 
areas on the east bank in the vicinity of the Parker House are private 
property owned by Golf Links, Inc. Approaches to the fords here were 
recontoured for a previous golf course, which has been out of business for 
some years. US artillery positions on the bluffs overlooking the river 
have been developed for a low-density housing project (Shenandoah 
Retreat). Access to this portion of the battlefield is restricted due to 
private ownership.

The general area contains many Civil War-era structures, including the 
Judge Parker House (judge who sentenced John Brown), North Hill, Riverside 
farm and tenant house, the old Snickers House, Waterloo, Cool Spring, and 
Wickliffe Church, besides other historic estates within a radius of 
several miles--Audley, Auburn, Clermont. These structures reveal the 
plantation-style settlement pattern characteristic of this part of the 
Shenandoah Valley. Remains of Westwood House near the Abbey can be 
located. Remnants of stone fences used in the battle remain or old 
alignments can be traced. Access roads to fords can be traced on the east 
and west banks. 

The field surveyor rated this field fair, while GIS rated it good. The 
field surveyor made deductions for the fourlane highway bridge, the 
recontoured ground on the east bank, housing on battery heights, and the 
modern retreat house which dominates many views from inside the core.

Perception of Threats to Battlefield

The east bank of the battlefield is occupied by the Shenandoah Retreat 
development and a former golf course. These areas were used for US staging 
and deployment in preparation of crossing the river and for the Union 
artillery positions. The area was under fire from Confederate batteries. 
It is uncertain how the planned redevelopment of the golf course by Golf 
Links, Inc., would impact battlefield integrity. The east bank has already 
been substantially recontoured for the previous golf course upstream from 
the Parker House.

There has a long-standing controversy in the county among those who wish 
to redevelop the golf course and those who oppose further development in 
the area. Golf Links did receive zoning from the county to go ahead with 
redevelopment, but as yet major construction has not begun. A spokesman 
for the Holy Cross Abbey has suggested that the monastery might be forced 
to relocate to a more secluded place in response to the "loss of privacy" 
caused by encroaching development. Residents of Shenandoah Retreat, on the 
other hand, have complained in the past about loud, raucous drinking 
parties along the river when the golf course was closed. As a result, many 
residents support redevelopment of the golf course. (It should be noted 
that public access to the Shenandoah River in this area is very 
restricted.) A spokesman for Golf Links, Inc., said that the owners were 
interested in incorporating a display and a possible walking trail into 
the new golf course design to help interpret the battle of Cool Spring. 
The Judge Parker House (with existing additions) will serve as the club 
house for the golf course, if redevelopment proceeds. 

At least two new housing tracts, featuring large houses on one- to three-
acre lots have appeared along rte. 7 west of North Hill in the last 
several years. Although these tracts are not within the battlefield study 
area, they are representative of the type of development that is occurring 
in this area. 

Identified Sites and Features Associated with the Battlefield
(unsurveyed*) 

Berry's Ferry 
Berryville Pike 
Big Hill 
Castleman's Ferry House 
Champe Shepherd's Mill (site of*) 
Cool Spring House 
Cool Spring Run 
Fairview Mill (site of*) 
Frankford 
Front Royal-Charles Town Pike 
Gaylord 
Glenwood 
Island Fords 
Judge Parker House "Retreat" 
North Hill 
Old River Road (traces) 
Parker's Ford 
Parker's Hole 
Parker's Island 
Parker's Mill (site of) 
River Hill 
Riverside Farm 
Riverside Tenant House 
Shepherd's Mill (site of*) 
Snicker House 
Snicker's Ford 
Snicker's Gap 
Stone Walls (traces) 
UDC Cool Spring Battle Monument 
US Battery Heights 
Waterloo 
Webbtown 
Westwood (ruin) 
Westwood Grove 
Westwood Run 
Wheat Spring Branch 
Wickliffe Church 



11. SECOND KERNSTOWN (24 July 1864)

County: Frederick, VA and City of Winchester General

Location: US 11 (Valley Pike) and Hoge Run; Old Opequon Church is 
approximate center of the field; Pritchard's Hill.

Size of Study/Core Areas: 5,861/2,203 acres

GIS Integrity of Study/Core Areas: 50/52 percent; Poor/Fair

Field Assessment of Study Area Integrity: Poor

USGS Quadrants: Winchester, Stephens City

Campaign: Early's Maryland Campaign Principal Commanders: [c] Lt. Gen. 
Jubal Early; [u] Brig. Gen. George Crook Forces Engaged: [c] Four infantry 
divisions (Gordon, Rodes, Ramseur, and Breckinridge/Wharton), four 
brigades of cavalry, and artillery, totalling about 13,000; [u] Three 
infantry divisions (Thoburn, Duval, and Mulligan), two cavalry divisions 
(Averell and Duffi‚), and three batteries of artillery, numbering about 10,
000. Casualties: [c] unreported, est. 600 (100k/500w); [u] about 1,200 
(120k/600w/480m&c). 

Significance: In late June and early July 1864, Lt. Gen. Jubal A. Early's 
Confederate army used the strategic Shenandoah Valley corridor to 
terrorize Maryland, defeat a Union army at Monocacy, and march on 
Washington, D.C. Only the diversion of reinforcements from the Army of the 
Potomac, bogged down in the trenches before Petersburg, turned back the 
invasion. Early returned to the Valley and achieved a decisive victory 
over George Crook's command at Second Kernstown on 24 July. He 
subsequently sent cavalry to burn Chambersburg, Pennsylvania on 30 July. 
These disasters forced Lt. Gen. U.S. Grant to take immediate action to 
solve the Valley problem. The VI Corps and elements of the XIX Corps were 
returned to the Valley and united with Crook's corps (called the Army of 
West Virginia). Additional cavalry units were diverted to the Valley. More 
importantly, Grant unified the various military districts of the region 
into the Middle Military District and appointed Maj. Gen. Philip Sheridan 
as overall commander. Sheridan took command of the newly christened Army 
of the Shenandoah on 7 August at Harpers Ferry. Sheridan's leadership and 
his strongly reinforced army turned the tide against Confederate power in 
the Shenandoah Valley. 

Rutherford B. Hayes, later president of the United States, commanded a 
brigade during the battle on the left of the US line. John C. 
Breckinridge, former senator and vice president of the United States, 
commanded the Confederate division that confronted Hayes. 

Description of the Battle

Phase One. Skirmishing at Kernstown (23 July): On the afternoon of 23 July 
1864, CS cavalry advanced aggressively down the Valley Pike, driving US 
cavalry from Newtown (Stephens City) to Kernstown. Brig. Gen. George Crook 
directed Duval's infantry division to deploy across the pike and clear the 
town of Confederates, which they did with little difficulty. Crook then 
withdrew his infantry to Winchester behind Abrams Creek, leaving a brigade 
of cavalry to picket Kernstown. The CS army encamped in the vicinity of 
Strasburg with headquarters at the Kendricks' House: Ramseur at Capon 
Grade, Rodes at Fisher's Mill, Wharton and Gordon on Hupp's Hill. The CS 
cavalry withdrew to the vicinity of Newtown. 

Phase Two. Advance of CS Infantry (24 July): At first light, the CS 
infantry left their encampments near Strasburg and advanced down the 
Valley Pike. At Bartonsville, Ramseur's division was directed west on side 
roads to the Middle Road. Gordon, Wharton, and Rodes continued ahead on 
the pike. Early sent two columns of cavalry to the east and west on a 
wide- ranging maneuver to converge on Winchester and the Federal rear. 
Cavalry led the advance down the pike, coming up against the main US force 
at Kernstown about 1000 hours. About noon, the vanguard of the CS infantry 
reached Kernstown. Gordon deployed to the left of the Valley Pike, Wharton 
to the right. Ramseur deployed across the Middle Road at Mrs. Massie's 
house. Rodes moved east from the Pike, following a ravine. 

Phase Three. US Deployment on Pritchard's Hill: Crook received information 
that Early's army was approaching and brought two of his three divisions 
into line just north of Hoge's Run at Kernstown. Mulligan's division held 
the US center behind a stone fence at the Pritchard House, supported by 
Capt. Henry DuPont's artillery massed on Pritchard's Hill to his rear. 
Duval's two brigades were separated and posted on Mulligan's flanks with 
Hayes' brigade extending the US line east of the Valley Pike. A strong 
skirmish line was posted near Opequon Church. Thoburn's division was held 
in reserve on Pritchard's Hill to the right rear of the main US line. 
Cavalry protected both flanks. 

Phase Four. CS Attack on Center: About noon, Gordon's division advanced in 
line west of the pike, driving back the skirmishers and closing with the 
main US line in the vicinity of Opequon Church. Mulligan's division 
counterattacked, supported by Hayes on his left and took possession of the 
churchyard. Soldiers sheltered there from the intense firing behind stone 
fences and headstones in the cemetery. Gordon regrouped and again 
advanced, compelling Mulligan to fall back 250 yards to the stone fence 
along Pritchard's Lane. Gordon reached Opequon Church but could make no 
further headway. CS artillery was brought up south of the church to engage 
US artillery on Pritchard's Hill. One of Wharton's brigades came into line 
on Gordon's right. Crook repositioned his forces. Duval's right flank 
brigade was moved west, astride Middle Road. Thoburn's division was 
brought forward to fill the gap between Mulligan and Duval. Elements of 
Duffi‚'s cavalry supported the right flank on the Middle Road and picketed 
Cedar Creek Grade to the west. 

Phase Five. CS Attack on Left: Ramseur's division came into line from the 
Middle Road on Gordon's left and advanced. Gordon shifted a brigade to the 
open ground west of Opequon Church and advanced against Thoburn in 
conjunction with Ramseur. Without orders Gordon's brigade attacked and 
dislodged US troops sheltering behind two stone fences. Thoburn withdrew 
to the base of Pritchard's Hill, bending his line back to the north and 
exposing Mulligan's right flank. Ramseur advanced in force, wheeling right 
to confront Thoburn's line and bringing a heavy enfilade fire against 
Mulligan's line. 

Phase Six. CS Attack on Right: Wharton's division moved along the ridge 
east of the Pike to threaten the US left flank held by Hayes. Elements of 
Averell's cavalry division were in position to delay this maneuver but 
withdrew without engaging. In conjunction with Ramseur's advance on the CS 
left, Wharton attacked about 1500 hours and quickly turned the US left. 
Hayes retreated to the stone walls that lined the Valley Pike and rallied 
his brigade, facing east at right angles to the center held by Mulligan. 

Phase Seven. US Retreat: Three CS divisions now moved in concert to 
envelope the US center. Mulligan's division was under fire from three 
directions. While trying to direct the defense, Mulligan himself was 
pierced by five mini‚ balls and fell mortally wounded. "Lay me down and 
save the colors!" he snapped at the officers who tried to assist him. The 
US center collapsed, and soldiers began streaming to the rear. Hayes' 
brigade stood long enough on the crest of Pritchard's Hill to allow the US 
artillery to escape. Elements of Duffi‚'s cavalry made a brief 
counterattack along the Middle Road, buying time for Thoburn's division to 
retire in relatively good order. 

Phase Eight. Rear Guard Actions: A brigade of Thoburn's division made a 
stand near the toll gate at the intersection of the Valley Pike and Cedar 
Creek Grade, while the rest of Crook's infantry retreated through the 
streets of Winchester. Rodes' division, in the meantime, crossed from the 
Valley Pike to the Front Royal Road and marched north to cut off the 
Federal retreat, meeting only light opposition from the US cavalry. Rodes 
followed the Federal forces north to Stephenson's Depot, taking hundreds 
of prisoners until darkness ended the pursuit. The CS cavalry did not 
advance as Early expected. The disorganized Federal army retreated to 
Bunker Hill where it regrouped. Crook continued the retreat before dawn 
and eventually reached the Potomac River on 27 July. For a few days after 
the battle, Federal prisoners were held in Star Fort. 

Current Condition of the Battlefield

The core of the battlefield, the US center and goal of decisive CS 
assaults, is Pritchard's Hill and the Pritchard Farm, owned by the Charles 
Hardy Grim Estate. The "Pritchard-Grim" property (roughly from rte. 652 to 
Pritchard's Hill and from rte. 628 to the historic Opequon Church, about 
200 acres) is agricultural land that retains a marked similarity to its 
Civil War appearance. The property features a fine brick antebellum 
structure (Pritchard House), a frame tenant house, and several 
outbuildings that date from the time of the battle. Col. James Mulligan, 
commander of the Union center, was wounded in front of and died in the 
Pritchard House two days after the battle. The stone fence defended by 
Mulligan's infantry still runs along Pritchard's Lane. CS forces attacked 
across the open meadow south of the house. Pritchard's Hill served as a 
Union artillery strongpoint and was assaulted directly during the battle's 
closing phases. 

Opequon Church was the focal point of initial fighting; the original 
building was destroyed during the war but rebuilt in 1896. Union accounts 
describe firing from behind tombstones in the cemetery. An adjacent parcel 
(bounded by rte. 37, Cedar Creek Grade, and Middle Road to the Winchester 
city limits) is primarily agricultural with some new residences along 
Middle Road and Cedar Creek Grade. This land, about 275 acres, was 
significant during First Kernstown, and was the location of the US far 
right at Second Kernstown, anchored on Sand Ridge until turned by 
Ramseur's advance. Of about 2,200 acres of battlefield core, excluding 
Rodes' pursuit and cavalry actions, an estimated 625 acres of contiguous 
open ground remains. 

Ramseur's deployment area on Middle Road is bisected by the four- lane 
rte. 37-bypass. Gordon's deployment area is occupied by an industrial 
building and a housing subdivision. The area where Wharton made his 
decisive flanking movement and attack Rutherford B. Hayes' brigade is 
occupied by a high density industrial park along US 11 and the railroad 
corridor. Dense industrial and commercial development characterizes the 
land adjacent to and east of US 11. The Pritchard-Grim property and 
Pritchard's Hill are the last portions of open ground south of the 
Winchester city limits. 

Most historic buildings of old Kernstown have been lost, with the notable 
exception of Hoge's Ordinary or Beemer's Tavern, which has been renovated 
into office space and anchors a five-acre office-commercial development. 
Taylor provides a useful drawing of this structure in his sketchbook. The 
Frederick County Historical Society has recently erected new interpretive 
signs and a map adjacent to Opequon Church, making the action more 
comprehensible to visitors. 

Perception of Threats to the Battlefield

Land east of US 11 (Valley Pike) along the railroad tracks has been 
developed for a large-scale industrial/business park. Route 11 is zoned 
commercial/industrial and has been densely developed from south of 
Kernstown to the Winchester city limits, causing concern over potential 
development plans west of the highway. A new business/office park was 
recently constructed near the entrance to the Opequon Church with Hoge's 
Ordinary as its center piece. 

A county planning official noted, however, that watershed and ground water 
considerations make development in the Pritchard's Hill and Sand Ridge 
areas less desirable. These factors would need to be considered before any 
development plans would be approved. Residential development is 
encroaching on the northern part of Pritchard's Hill. For the present, a 
large portion of this land remains in private ownership and has been 
altered little since the Civil War. The Pritchard-Grim farm and adjacent 
portions of Pritchard's Hill are owned by the Charles Hardy Grim Estate. 

Identified Sites and Features Associated with the Battlefield
(unsurveyed*)

Bartonsville Mill 
Buffalo Lick Run 
Cedar Creek Grade 
Front Royal Road 
Glass House 
Hoge's Ordinary 
Hoge's Run 
Kernstown 
Magill House* 
Middle Road 
Old Town Winchester 
Opequon Church and Cemetery 
Pritchard House 
Pritchard's Hill 
Pritchard's Lane 
Sand Ridge 
Springdale 
Stephenson's Depot 
Stone Lane 
Stone Walls 
Tollgate (site of) 
Valley Pike 



12. OPEQUON or Third Winchester (19 September 1864)

County: Frederick, VA and City of Winchester

General Location: Area east of Winchester from I-81 along Berryville Pike 
(VA 7) to Opequon Creek. Also combat north of Red Bud Run W to US11. 
Stephenson's Depot. Star Fort. Collier Redoubt.

Size of Study/Core Areas: 11,670/4,914 acres

GIS Integrity of Study/Core Areas: 54/47 percent; Fair/Poor

Field Assessment of Study Area Integrity: Poor

USGS Quadrants: Winchester, Stephenson

Campaign: Sheridan's Valley Campaign

Principal Commanders: [c] Lt. Gen. Jubal Early; [u] Maj. Gen. Philip 
Sheridan

Forces Engaged: [c] Four divisions (Gordon, Rodes, Ramseur, 
Breckinridge/Wharton), two cavalry divisions (Fitz Lee, Lomax), about 15,
200; [u] Three infantry corps (Wright, Emory, Crook), cavalry corps 
(Torbert), about 39,236.

Casualties: [c] 3,611 (226k/1,567w/1,818m&c); [u] 5,018 (697k/3,983w/338m).

Significance: Opequon or Third Winchester (fought 19 September 1864) was 
the largest and most desperately contested battle of the Civil War in the 
Shenandoah Valley, resulting in more than 9,000 casualties. The battle was 
a turning point of the war in the Valley, marking the rise of Sheridan and 
the decline of Confederate power. Sheridan defeated the Confederate army 
again three days later at Fisher's Hill (22 September), forcing it to 
retreat up the Valley to near Waynesboro. The CS army of Lt. Gen. Jubal A. 
Early suffered about 23 percent casualties. Casualties for the larger 
Union army under Maj. Gen. Philip Sheridan exceeded 5,000, nearly 20 
percent. The Union XIX Corps sustained 40 percent casualties (2,074 men) 
and lost every regimental commander during its assaults on the Middle 
Field and Second Woods. The most severe fighting and casualties occurred 
in the large parcel east of I-81, north of rte. 7, west of rte. 656, and 
south of rte. 661. The Middle Field ranks with some of the most sanguinary 
fields of the Civil War, witnessing more than 3,000 casualties. CS general 
Robert E. Rodes and US general D. A. Russell were both killed within a few 
hundred yards of the Dinkle Barn site at the entrance to Winchester Mall. 

Description of the Battle

Phase One. US Advance (19 September): Maj. Gen. Philip Sheridan's army 
advanced from the vicinity of Berryville on the Winchester-Berryville Pike 
about 0200 hours, 19 September 1864. At earliest light, Brig. Gen. James 
Wilson's cavalry division crossed the Opequon at Spout Spring and advanced 
through a defile known as Berryville Canyon, followed by the US infantry 
(VI Corps, XIX Corps, and Crook's corps). At the canyon's mouth the 
cavalry met the first elements of Maj. Gen. Stephen Ramseur's CS division 
and drove them back on their supports. Johnston's brigade deployed across 
the pike and held back the Union advance, while the rest of the division 
came into line to cover the Berryville Pike and Senseny Road farther to 
the south. The US cavalry launched several mounted and dismounted charges, 
driving the CS infantry back about 150 yards to the vicinity of the Dinkle 
Barn. Here Ramseur stiffened his defense with artillery, and the US 
cavalry withdrew as its infantry began to deploy. Wilson's division moved 
to cover the US left flank where it remained for the rest of the battle. 

Phase Two. Cavalry Action: About 0200 hours Brig. Gen. Wesley Merritt's 
cavalry division of three brigades (Custer, Devin, Lowell) advanced toward 
Seiver's and Locke's fords from the vicinity of Berryville. Their 
crossings were resisted by Brig. Gen. John McCausland's cavalry brigade 
dismounted behind barricades. The Reserve brigade (Lowell) pushed across 
at Seiver's Ford against fitful opposition. Custer's brigade met heavier 
resistance at Locke's Ford and made several mounted charges before 
securing a foothold on the western bank. By 0800 hours both wings were 
across the creek, but the cavalry did not advance for several hours. About 
1030 hours, McCausland's skirmishers withdrew, and Merritt's division 
moved cautiously forward. Waiting for them was Wharton's infantry division 
about a mile west of the fords, deployed across the roads in woods and 
behind stone fences. About 1100 hours, the US cavalry began testing the CS 
defenses with skirmishers and artillery. Custer launched one mounted 
attack but was quickly repulsed. About noon, Sheridan's main infantry 
attack was underway, and Wharton's division withdrew to cover the CS left 
flank on the Valley Pike north of Winchester. Merritt continued forward 
along Charles Town Road. Custer followed the line of the Winchester & 
Potomac Railroad. About 1400 hours Merritt's division converged with 
Averell's cavalry division on the Valley Pike near Stephenson's Depot. 
(See phase seven.) 

Phase Three. Deployment of US Infantry: In the meantime, the Union 
infantry bogged down in the narrow confines of Berryville Canyon, dashing 
Sheridan's hopes of quickly taking Winchester and defeating the CS army in 
detail. Maj. Gen. Horatio Wright's VI Corps of three divisions (Getty, 
Ricketts, Russell) emerged from the canyon in order. Getty's division 
deployed south of the pike with its left flank resting on Abrams Creek. 
Ricketts' division formed north of the pike on Getty's right and extending 
to Redbud Run. Russell's division was held in reserve. The XIX Corps of 
two divisions (Dwight and Grover) did not begin crossing until after 0900 
hours and eventually deployed north of the pike into the First Woods, 
connecting with Ricketts' right. Sheridan established his headquarters 
near the Berryville Pike, probably south of the road on the Eversole Farm. 

As the US infantry deployed, the CS batteries opened a furious fire from 
behind the Dinkle Barn. Union batteries swung into action on both sides of 
the pike to engage the CS guns. 

In the meantime, Lt. Gen. Jubal Early concentrated his scattered 
divisions. Rodes' division, marching from near Stephenson's Depot, 
deployed to the left and rear of Ramseur's division in the West Woods. 
Gordon's division extended the line across the Hackwood Farm to Redbud 
Run. Wharton's infantry and Fitz Lee's cavalry division drew a line across 
the Valley Pike north of town near Stephenson's Depot. CS batteries 
deployed on high ground along Baker Lane north and south of the West 
Woods, and north of Redbud Run. Skirmishing continued along Ramseur's 
front. 

Phase Four. Fighting in Middle Field: At 1140 hours, a US signal gun 
boomed and Grover's division of four brigades (Birge, Molineux, Sharpe, 
and Shunk) launched its attack from the First Woods across Middle Field 
toward the Second Woods behind which Gordon's division waited. CS horse 
artillery north of Redbud Run played havoc with the flanks of Grover's 
attacking line. Birge's brigade reached the woods, driving back 
skirmishers, but then came up against Gordon's main line and were 
staggered. Sharpe's brigade came up on Birge's left, and the fighting 
became desperate. The Confederate line broke, falling back across the 
Hackwood property. Seven CS cannon in the Hackwood Lane fired canister 
pointblank into the US attackers, throwing them back. Gordon now launched 
a counterattack with two brigades, driving Birge and Sharpe out of the 
Second Woods and back across Middle Field. Grover ordered Molineux to 
advance and plug the gap that had opened between Birge and Sharpe. The 
firing was so intense that Molineux's flanks seemed to "melt away." 
Shunk's brigade was thrown forward to bolster the wavering Union line, 
coming in on Molineux's right rear. Shunk closed to within sixty yards of 
the CS line in the Second Woods. The two lines delivered pointblank 
volleys into each others' ranks. Gordon again counterattacked, and the 
Union attack collapsed. The wreckage of Grover's division went streaming 
back across the Middle Field to the safety of the First Woods. The CS 
horse battery (Breathed) north of Redbud Run again worked execution among 
the retreating division. Every regimental commander in Grover's division 
was killed or wounded; casualties totaled nearly 1,500. Beal's brigade of 
Dwight's division deployed in the treeline at the east end of the Middle 
Field and advanced into "that basin of Hell" to stem the retreat. Gordon's 
men waiting along the treeline of the Second Woods laid down a murderous 
fire. The Union brigade did not reach within 200 yards of the Second Woods 
before being pinned down. They expended all of their ammunition before 
retreating back to the First Woods. The 114th New York suffered casualties 
of 60 percent (188 of 350 effectives). McMillan's brigade, personally 
directed by Corps commander Maj. Gen. William Emory, advanced. They 
reached a shallow ravine about 200 yards from the Second Woods, where two 
regiments (8VT and 12CT) clung on for nearly two hours. By 1300 hours, the 
main thrust of the XIX Corps attack was blunted and its ranks decimated. 
By 1400 hours, firing on this end of the field sputtered out from sheer 
exhaustion. 

Phase Five. Fighting Near Dinkle Barn: At 1140 in conjunction with the XIX 
Corps' advance on the right, Getty's and Ricketts's divisions of the VI 
Corps launched their attack against Ramseur's line, which was positioned 
on high ground, stretching from the Dinkle Barn south behind Abrams Creek. 
Ricketts' division on the right was ordered to guide its attack on the 
Berryville Pike, which takes a sharp jog to the left in front of the 
Dinkle Barn. As they advanced, a gap widened between the VI Corps and the 
XIX Corps on the far right. Keifer's and Emerson's brigades ruptured the 
Confederate center at the Dinkle Barn and moved to capture a battery of 
artillery in front of the West Woods. Ramseur's left flank now gave way 
and Confederates began to drift back toward Winchester. 

Phase Six. Rodes's Counterattack: Just as Ramseur's left flank gave way 
from the Union attacks, Maj. Gen. Robert E. Rodes brought his division 
forward from its protected position in the West Woods. About 1330 he 
launched a devastating counterattack into the gap that had opened between 
the VI and XIX Corps. Battle's Alabama brigade "came out of the woods like 
a whirlwind," crushing Ricketts's division, which formed the right flank 
of the VI Corps. About this time, General Rodes was killed by shrapnel. He 
fell somewhere along the woods line. Union soldiers streamed back along 
the Berryville Pike, while two US batteries astride the pike tried to slow 
the CS assault. From his command post on Eversole's Hill, Sheridan and 
Wright witnessed the disaster. Sheridan immediately committed his reserves 
to stave off certain defeat; this was David A. Russell's division of three 
brigades (Campbell, Upton, and Edwards). Campbell advanced his brigade 
astride the Berryville Pike with Edwards' brigade to his right. General 
Russell, directing these maneuvers, was mortally wounded. The two brigades 
struck Battle's attackers head-on and stalled them in the ravine from 
which they had emerged and drove them back on their supports at the edge 
of the West Woods--the rest of Rodes' division. Upton's brigade came in on 
Edwards' right advancing from the edge of the Second Woods. The two 
divisions--Rodes' and Russell's--closed, exchanging murderous volleys. 
Upton's impetuous charge stopped the CS counterattack and drove it back 
into the West Woods. Russell's division was then withdrawn out of range to 
regroup. Wright called Upton's attack the turning point of the battle. 

Phase Seven. Cavalry Action: Concurrent with the above events, there was 
cavalry fighting along the Valley Pike north of Winchester. About 0500 
hrs. the Union cavalry division of William Averell crossed the Opequon 
near Darkesville and moved to the Valley Pike, steadily pushing back the 
23rd Virginia Cavalry, which fought a delaying action back to Bunker Hill. 
There the 23VA were reinforced by the 62nd Virginia mounted infantry. 

About 10 o'clock, Union cavalry attacked at Bunker Hill, forcing the CS 
cavalry to retire. Averell continued pushing south on the pike to link up 
with Merritt's division about 1400 hours, near Stephenson's Depot. South 
of the old Charles Town road, the Confederate cavalry units were stiffened 
by Smith's infantry brigade (Wharton's Division). About 1330, Devin's 
brigade arrived on the road to the depot. About one mile south of the 
depot, it encountered McCausland's brigade drawn up in line of battle and 
attacked, driving the Confederates back in confusion. The 23VA cavalry and 
the 62VA mounted infantry attacked the Union flank disrupting the charge. 
McCausland and Smith retired one mile to the lightly entrenched line at 
near Collier Redoubt where they were reinforced by Fitz Lee's two brigades 
(Wickham and Payne) and Wharton's infantry division. Maj. Gen. Fitzhugh 
Lee fell wounded, during the fighting south of Stephenson's Depot. The 
Union cavalry deployed five brigades in line of battle, stretching from 
the railroad west toward the ridge near the intersection of the Valley 
Pike and Welltown Road. 

Phase Eight. Crook's Flank Attack: About 1300 hours, Sheridan directed 
Crook's corps of two divisions (Thoburn and Duval) to advance from its 
reserve position near Spout Spring. The divisions marched to near the 
"Factory" on Redbud Run, where they split up. Thoburn's division moved 
west on the south bank of Redbud into the First Woods to relieve the XIX 
Corps. Duval's division crossed the run and turned west accompanied by the 
artillery of Capt. Henry DuPont. Duval's division deployed near the 
Huntsberry House. DuPont unlimbered 18 guns on what has been named DuPont 
Hill, opposite Gordon's flank in the Second Woods and opened fire. Crook 
now ordered Duval's division forward into a "wall of flame." They swept 
across Redbud Run at the Hackwood House, turning Gordon's flank and 
advancing against Wharton's line, stretching from Collier Redoubt east. 
About this time, Thoburn's division charged out of the First Woods into 
the Middle Field. This two-pronged assault forced Gordon to abandon the 
Second Woods and align himself with Breckinridge to his left rear. The CS 
line was now drawn into a compact L-shape, anchored by cavalry at Star 
Fort. Wharton's division faced north. Gordon's division made the turn of 
the L and Rodes' and Ramseur's divisions extended the line south to Abrams 
Creek. 

Phase Nine. Collapse of CS Line: With the success of Crook's attack on the 
right, Sheridan ordered a general advance against the constricted CS 
position on the plateau just north and east of the town. The Confederates 
were posted behind stone fences, rail barricades, and in shallow 
earthworks constructed in 1862. They could retreat no farther without 
losing organization in the streets of Winchester. As the Union advance 
closed from east and north, firing became fierce and desperate. The massed 
artillery of both sides fired case shot and canister. General Sheridan 
rode forward to the battle lines to urge his troops forward. About 1530 
hours, as the infantry fighting reached a crescendo, Averell and Merritt 
advanced their cavalry divisions astride the Valley Pike, first at a walk 
and then at a thundering gallop. They swept over the CS line at Collier 
Redoubt driving back the CS cavalry on the low ground below Star Fort. 
Schoonmaker's brigade of Averell's division repeatedly attacked Munford's 
cavalry at Star Fort, eventually overrunning the work. The CS infantry 
withdrew to another line about 150 yards to the rear but the damage was 
done. The sound of Union cavalry pounding in their rear spread panic all 
along the Confederate line, and soldiers began streaming to the rear and 
"whirling through Winchester." Wharton's and Gordon's divisions seemed to 
disintegrate. Seven Federal horseman captured Confederate battle flags, 
each earning a Medal of Honor. Rodes's division (commanded now by Grimes) 
performed the difficult maneuver of "changing front" to the north to stop 
the onrushing US cavalry. Early's army retreated in disorder. 

Phase Ten. Rear Guard Actions: General Early fashioned a defensive line at 
Kernstown (probably at Pritchard's Hill and behind Hoge's Run) which saved 
his wagons and most of his artillery. Cavalry and elements of the VI Corps 
probed this makeshift CS defense as night fell, but the US forces were too 
disorganized by success to mount an effective pursuit. After dark, the CS 
army withdrew up the Valley Pike to Fisher's Hill south of Strasburg. Gen. 
Sheridan established his headquarters in Winchester at the home of Lloyd 
Logan. Casualties were so severe that nearly every sizeable structure in 
Winchester served as a hospital after the battle. 

Current Condition of the Battlefield

The Opequon battlefield is large and sprawling, covering thousands of 
acres east and north of Winchester. In general, much of the battlefield 
has been greatly degraded or destroyed by the expanding urban environs of 
Winchester, but several significant parcels currently remain, perhaps 800-
900 acres: these include the Cavalry Field north of Collier Redoubt, the 
Hackwood Estate, northern half of Middle Field and First Woods adjacent to 
Redbud Run, and the heights (including DuPont's Hill) north of Redbud Run. 
Together, these parcels form a block of battlefield core that retains a 
high degree of integrity. 

Many historic structures remain in the vicinity, including Hackwood; Spout 
Spring (Wood House) on rte. 7 adjacent to a sewage treatment plant; an old 
house, mill site, and a dye house where rte. 656 crosses Redbud Run; an 
old log house where rte. 659 crosses Redbud Run; Brumley House; Valley 
Mill Farm; Jordan Springs; Tanquary House; and others. The Hackwood Estate 
dates from 1777 and is a historic treasure in its own right. Preservation 
of this house and parcel alone would allow substantial interpretation of 
the battle of Opequon. 

Other parcels, such as the Opequon Crossing and Spout Spring, Seiver's and 
Locke's fords, and the Second Winchester parcel at Stephenson's Depot 
(which was scene of cavalry actions during this battle) would expand 
interpretation. Star Fort and Collier Redoubt appear protected, although 
without sufficient buffers. 

Although hemmed in by development and severely degraded, the Dinkle Barn 
site adjacent to the I-81 entrance ramp off rte. 7 is key to understanding 
the attack of the VI Corps and Rodes' counterattack. A portion of the 
ravine down which Rodes attacked is intact northeast of I-81 interchange 
in front of the Dinkle Barn site at the entrance of Winchester Mall. The 
battery heights west of I-81 are being developed for business, industrial, 
and residential uses. The last surviving parcel of West Woods (adjacent to 
I-81) is currently being bulldozed for townhouses. 

The Hastings marker is the only monument erected on the battlefield that 
remains. It is enclosed by an iron fence and sits next to the road in the 
midst of Fort Collier Business/Industrial Park east of Collier Redoubt. 
Nearby are the remains of old stone fences and an old farm lane defended 
by CS troops in the battle's later phases. 

Perception of Threats to Battlefield

Threats are immediate and of large order. If continued as planned, the 
residential development of Caleb Heights and associated development would 
destroy the last remaining intact parcels of the infantry fighting at the 
battle of Opequon. According to county-approved plans, construction would 
occupy most of the area south of Redbud Run with more than 600 single 
family homes, townhouses, and a commercial strip. A connector road would 
be pushed through from the north, separating Hackwood and DuPont's Hill. 
As of this writing, construction has not begun and has been held up by 
financial transactions. 

The Hackwood House and property (144 acres) was recently offered for 
auction but the sale was postponed. This property could potentially be 
subdivided. Regency Lakes subdivision was built several years ago on 
southern portions of Middle Field and First Woods. Further phases of 
housing development, if constructed, would cover the last portion of 
Second Woods, "Rodes' Ravine," and another segment of the First Woods. 
Star Fort itself is owned by a Civil War reenactment group but the 
surrounding 50-acres is for sale and zoned commercial/industrial. 

The Shenandoah Valley Civil War Foundation, a local preservation group, 
has negotiated to preserve a small portion of the Second Woods area as a 
park if development proceeds. The developer, Top of Virginia Corporation, 
has agreed to set aside 63 acres in the area adjacent to Hackwood as a 
commemorative park. A forty-acre parcel of Middle Field next to Redbud Run 
is privately owned; the owner has stated in the past that he will not 
develop it. 

Identified Sites and Features Associated with the Battlefield
(unsurveyed*) 

Baker House (site of) 
Berryville Canyon 
Berryville Pike 
Brumley House 
Burnt Factory Farm 
C. Wood's Mill (site of*) 
Carter House 
Cleridge Farm (Opequon Inn) 
Collier Redoubt 
Dinkle Barn (site of) 
DuPont's Hill 
Eversole House (site of) 
First Woods 
Greenwood Church 
Hackwood 
Hackwood Lane 
Hasting's Monument 
Hoffmann House (site of*) 
Huntsberry House (site of) 
I. Wood House 
Jordan Springs 
Locke's Ford 
Milburn Cemetery 
Middle Field 
Morgan's Mill (ruin) 
National Cemetery 
Old Town Winchester 
Opequon Crossing 
Ravine up which Rodes attacked 
Red Bud Mill (site of*) 
Rutherford House (site of) 
Second Woods 
Seiver's Ford 
Spout Spring (Wood House) 
Star Fort 
Stephenson's Depot (site of) 
Stonewall Cemetery 
Tanquery's Ford 
Thomas McCann House 
Valley Mill Farm 
Valley Pike 
West Woods 
Wood's Mill (site of*) 
Wright's Ford 



13. FISHER'S HILL (21-22 September 1864)

County: Shenandoah, VA

General Location: On heights north and south of rte. 601 and Tumbling Run 
from the river to the Back Road; hamlet of Fisher's Hill is marked on 
contemporary maps.

Size of Study/Core Areas: 9,644/2,751 acres

GIS Integrity of Study/Core Areas: 89/85 percent; Good/Good

Field Assessment of Study Area Integrity: Fair

USGS Quadrants: Tom's Brook, Strasburg, Mountain Falls, Middletown

Campaign: Sheridan's Valley Campaign

Principal Commanders: [c] Lt. Gen. Jubal A. Early; [u] Maj. Gen. Philip H. 
Sheridan

Forces Engaged: [c] Four infantry divisions (Wharton, Gordon, Pegram, 
Ramseur), one cavalry division (Lomax), about 9,500; [u] Three infantry 
corps (Wright, Emory, Crook), Averell's cavalry division, about 29,444.

Casualties: [c] 1,235 (30k/210w/995m&c); [u] 528 (52k/457w/19m).

Significance: Lt. Gen. Jubal Early was "outgeneraled" by Maj. Gen. Philip 
Sheridan at Fisher's Hill. Although the casualty figures were not high, 
this battle was a masterpiece of maneuver and surprise. Sheridan's 
flanking attack brought Crook's corps to the left rear of Early's position 
on Fisher's Hill and threw the CS army into a panic. Confederate defeat at 
Fisher's Hill (on the heels of defeat at Opequon) opened the Shenandoah 
Valley to a US advance that reached beyond Staunton. When Sheridan 
withdrew during the first part of October, his army systematically burned 
mills, barns, crops, and forage, and ran off livestock. By implementing 
this strategy of "total warfare," Sheridan felt that he accomplished the 
primary objective of his campaign--to deprive the Confederacy of the 
agricultural abundance of the Valley. 

Description of the Battle

Phase One. CS Dispositions (19-20 September): After its crushing defeat at 
Winchester on 19 September 1864, the CS army withdrew to Fisher's Hill. 
The US army pursued as far as Hupp's Hill on 20 September and massed near 
Strasburg. The Confederate position at Fisher's Hill was a strong one, 
particularly at the center and on the right flank. Wharton's division, on 
the Confederate right flank, entrenched along the high bluff overlooking 
Miller's bottom extended to the left to cover the Valley Pike (old 
alignment). Gordon's division deployed from the Valley Pike across 
Manassas Gap Railroad to near the Middle Road above the hamlet of Fisher's 
Hill. Pegram's division (formerly Ramseur's) was to Gordon's left, and 
Ramseur's division (formerly Rodes's) extended the line west to a high 
hill south of Tumbling Run South Fork (referred to a "Ramseur's Hill" in 
this report). The CS cavalry under Lomax extended the main line northwest 
to and beyond the Back Road. Lomax's position was held with little more 
than a skirmish line. 

To mask these deployments, Lt. Gen. Jubal A. Early placed a strong 
skirmish line on the hills north of Tumbling Run (Quarry Hill, Flint Hill, 
School House Hill). General Early had his headquarters at the Widow 
Funkhouser house on the Valley Pike. Confederate signal stations on 
Massanutten (Signal Knob) and Round Hill offered wide-ranging views of any 
Union moves against this line. Early's artillery commanded all approaches 
along the pike, the railroad, and the Middle Road. The advanced CS 
positions north of Tumbling Run were not supported by artillery. A brigade 
of CS cavalry and a battery of horse artillery were placed on Sandy Hook 
east of the North Fork Shenandoah. 

Phase Two. US Advance (21 September): About noon, 21 September, Sheridan 
advanced his army south and west from Strasburg, massing the bulk of the 
VI Corps in a horseshoe opposite the CS right center on the plateau north 
of Flint Hill, its left at the Manassas Gap railroad. The XIX Corps, 
weakened from the battle of Opequon, was placed on the US left east of the 
railroad with a skirmish line extending back through Strasburg to cover 
the fords over the Shenandoah North Fork and the road to Front Royal. The 
line of these two corps was entrenched. Crook's corps (nominally the Army 
of West Virginia) was held in reserve and out of sight of Signal Knob "in 
the timber near Strasburg." Wright (VI Corps) established his headquarters 
in the Amos Stickley House (near the intersection of rte. 757 and I- 81). 
Averell's cavalry division covered the Back Road. The rest of Sheridan's 
cavalry was sent via Buckton Ford and Front Royal to advance up the Luray 
(Page) Valley. Sheridan established headquarters at the George Hupp House 
just north of Strasburg. 

Phase Three. Capture of Flint Hill (21 September): As US soldiers 
entrenched their new position, skirmishing heated up. Sheridan and Wright 
surveyed the land but could see little of the main CS line because of two 
intervening hills, called "Flint Hill." These hills were defended by a 
reinforced skirmish line barricaded behind "hog" or "bull pens" (U-shaped 
barricades made of fence rails that sheltered three men). Sheridan ordered 
Wright to take the hills so that he would have an "unobstructed view." Two 
regiments (126OH and 139PA) advanced but were thrown back. Reinforced by a 
third regiment, they tried again without success. The First Brigade/Second 
Division (five New York and Pennsylvania regiments) was brought into 
battle line and swept forward under command of Col. J. M. Warner (formerly 
commander of the Vermont brigade). The hills fell quickly. General Wright 
described this movement as "of the greatest importance to the operations 
of the next day, as it gave us a view of the enemy's line and afforded 
excellent positions for artillery, of which we availed ourselves in the 
more important struggle of the 22nd." Warner's men threw up rifle pits and 
bivouacked on the hills within rifle-musket range of the main CS line 
south of Tumbling Run. 

Phase Four. US Battle Line Advanced (21-22 September): During the night, 
Sheridan extended his line westward with Ricketts division on the far 
right, Getty next, and Wheaton connecting with the XIX Corps at the 
railroad. After sunrise, Crook's corps was brought forward, following 
ravines and staying in timber to be out of sight of the CS signal 
stations. Shortly before noon, Ricketts division (VI Corps) moved to 
possess the heights overlooking the North Fork of Tumbling Run, while 
Averell's cavalry division advanced on the Back Road to establish a 
connection with Ricketts's right flank. Keifer's brigade assaulted and 
carried the two hills south of the run (School House Ridge), driving CS 
skirmishers back on their main line. Union skirmishers were pushed to 
within range of the CS works and began laying down a steady fire. Ricketts 
formed his division behind the crest of the hills and awaited Crook's 
attack. In the meantime, about 1215 hours, Emory (XIX Corps) rushed Quarry 
Hill on the left with a brigade and seized the CS rifle- pits there. His 
men immediately reversed the entrenchments, giving the Union army an 
unbroken line of rifle pits, extending from Quarry Hill across Flint Hill, 
confronting the main CS line on Fisher's Hill at a range of about 500 
yards; skirmishing erupted along the line. US batteries were brought up, 
and an artillery duel erupted in the vicinity of the village of Fisher's 
Hill. Skirmishing continued until about 1600 hours. 

Phase Five. Crook's Flank Attack (22 September): During the morning Gen. 
George Crook moved his two divisions (about 5,000 men) to the base of 
Little North Mountain beyond St. Stephens Church, unseen by the 
Confederate signal station on Massanutten Mountain. About 1400 hours, 
Sheridan directed him to commence a flanking movement along the shoulder 
of the mountain. Crook formed his corps in two parallel columns and 
marched south until more than half of the command was beyond the 
Confederate left flank, which was held by Lomax's cavalry division. Crook 
encountered only scattered fire from a few surprised pickets. 

About 1600 hours, Crook ordered his columns to face left and to charge. 
The soldiers charged down the side of the mountain, shouting at the tops 
of their lungs. The CS cavalry took to their horses and scattered. In 
their rush down the hill, Crook's divisions lost all order; a mass of men 
funneled through the ravine of the Middle Fork of Tumbling Run past the 
Barbe House and closed on the Confederate infantry on "Ramseur's Hill." A 
second mass funneled to the right along an old road that penetrated to the 
rear of the Confederate positions. Grimes's brigade of North Carolinians 
held out against Crook's onslaught until Ricketts ordered his division 
forward. Hearing, more than seeing, that they were flanked, CS defenders 
along the remainder of the line began abandoning their entrenchments. 
Battle's CS brigade was sent to the left to confront Crook but was 
misdirected into a ravine and missed the fighting altogether. Sheridan 
advanced his other divisions, the men attacking generally up the ravines. 
Early's army was soon in full flight, abandoning equipment and 14 
artillery pieces that could not be extricated from the works. 

Phase Six. Rear Guard Action at Prospect Hill (22 September): The CS army 
was a shambles but attempted to collect itself at the base of Round Hill 
on the Valley Pike. Generals Gordon, Ramseur, and Pegram and staff 
officers established a rear guard of artillery and infantry at Prospect 
Hill and held off the disorganized Union pursuit. During this action, Col. 
Alexander "Sandie" Pendleton, Stonewall Jackson's favorite staff officer, 
was wounded; he died the following day in Woodstock. The CS army retreated 
to Narrow Passage, and the wagon train went on to Mt. Jackson. Darkness 
and confusion among the Union victors prevented effective pursuit. 

During the fighting at Fisher's Hill, a CS cavalry division turned back 
the Union cavalry at Milford (present day Overall) in the Luray Valley, 
preventing an attempt to gain Early's rear by crossing the gap to New 
Market. Sheridan remarked that if his cavalry had been successful, he 
could have captured Early's army. 

Current Condition of the Battlefield

The excellent state of preservation and the existing rural character make 
the study of this battlefield pleasant as well as informative. The 
battlefield can be interpreted mostly from public roads using about four 
vantage points, although the best- preserved Confederate entrenchments are 
on private property. The hamlet of Fisher's Hill retains a historic 
appearance that includes an old mill (Keller's Mill) and other structures 
of Civil War vintage. Rte. 601 from rte. 623 (Back Road) to US 11 (Valley 
Pike) is a pristine rural landscape, except for a short stretch of 
trailers and a few modern houses west of but out of sight of "Ramseur's 
Hill." I-81 is conducted over rte. 623 with no interchange and is not 
intrusive at ground level but becomes intrusive if one climbs the hills 
adjacent to it. 

In 1990, the Association for Preservation of Civil War Sites (APCWS) 
acquired about 195 acres of land west of and adjacent to I-81 and north 
and south of rte. 601. (The parcel of land south of rte. 601 is referred 
to as "Ramseur's Hill" in this report.) This was where the Confederate 
infantry met Crook's flank attack from the west and the assault of 
Ricketts' division from the north. The parcel of APCWS land north of rte. 
601 was the scene of preparatory skirmishing and a staging area for 
Ricketts' division. Access to Ramseur's Hill provides an important vantage 
point for understanding and interpreting the battle. Traces of Confederate 
entrenchments remain on the hill. This area, although critically important 
in understanding the action, is visually degraded by I-81. 

A vantage point slightly north of the intersection of rtes. 639 and 757 
allows interpretation of opening phases of the battle and offers views of 
Flint Hill (actually two hills, separated by rte. 757) assaulted on 21 
September. The Emanuel Evangelical Church above the hamlet of Fisher's 
Hill offers a sweeping panorama of the CS positions south of Tumbling Run. 

Many historic structures, including the Eastep and Barbe houses, a brick 
house (S. Funkhouser house) at the base of Ramseur's Hill, Keller's Mill, 
Stickley's Mill, and the Miller House are along rte. 601 in Tumbling Run 
valley. The Widow Funkhouser House site, Early's headquarters, is on US 11 
(vintage of current house was not determined). Stone fences remain near 
the shell of the Jacob Funk house and barn, built by one of the county's 
first residents in the mid-1700s. 

Sections of the fieldworks on Fisher's Hill are extant with some segments 
in a good state of preservation. Portions were bulldozed years ago where 
the entrenchments extended across pastureland, although in some cases 
shallow traces remain. Works overlooking the old bed of the Valley Pike 
are in good condition. The line of entrenchments should be professionally 
surveyed. Near the intersection of rtes. 11 and 601 the abutments of the 
old stone Valley Pike bridge remain. The old road trace climbs the face of 
the hill and in places is supported by stone retaining walls. 

Perception of Threats to Battlefield

New construction activity in the area has been slight. Several local 
landowners have erected modern houses for themselves or their families 
along rte. 601. There is a large trailer park along US 11 but behind 
Fisher's Hill, where it is not particularly intrusive. Several new homes 
have been built at the base of Flint Hill and in the vicinity of the 
intersection of rtes. 639 and 757, degrading the ability to interpret the 
battle's initial phases. There is a short strip of modern housing along 
rte. 757 south of Fisher's Hill. Based on interviews with several local 
landowners, there was general approval of the recent APCWS acquisition and 
a strong consensus that new development in the area should be excluded. 
The major visual intrusion in the battlefield is I-81, which prompted the 
field surveyor to lower the integrity rating from good to fair. Any future 
move to widen I-81 or to provide an interchange would severely impact the 
battlefield's integrity. 

Identified Sites and Features Associated with the Battlefield
(unsurveyed*) 

A. Funkhouser House (site of*) 
Back Road 
Barbe House 
Eastep House 
Entrenchments 
Fisher's Hill 
Fisher's Mill* 
Flint Hill 
Fort Banks (site of) 
Hupp House 
I. Piper House (site of*) 
Jacob Funk House and Barn (ruin) 
Keller's Mill 
Locust Grove School (site of) 
Manassas Gap Railroad 
Middle Road 
Miller House 
Miller's Bottom 
Mt. Hebron Church 
Newell House (site of*) 
Old Town Strasburg 
Old Picnic Ground (Site of Civil War Veterans' Reunions) 
Prospect Hill 
Quarry Hill 
Ramseur's Hill 
Round Hill 
S. Funkhouser House 
Signal Knob 
Spangler's Mill 
St. Stephens Church 
Stage Road 
Stone Bridge Site (ruin) 
Tumbling Run 
Valley Pike 
Widow Funkhouser House (site of) 



14. TOM'S BROOK (9 October 1864)

County: Shenandoah, VA

General Location: Valley Pike (US11) at Tom's Brook and Jordon Run, I-81, 
Back Road (rte. 623) at Tom's Brook.

Size of Study/Core Areas: 6,644/2,018 acres

GIS Integrity of Study/Core Areas: 83/83 percent; Good/Good

Field Assessment of Study Area Integrity: Fair

USGS Quadrants: Tom's Brook, Woodstock

Campaign: Sheridan's Valley Campaign

Principal Commanders: [c] Maj. Gen. Thomas Rosser, Maj. Gen. Lunsford 
Lomax; [u] Brig. Gen. Alfred Torbert

Forces Engaged: [c] Two cavalry divisions (Rosser and Lomax) about 3,500; 
[u] Two cavalry divisions (Wesley Merritt and George A. Custer), about 6,
300

Casualties: [c] 350 (20k/50w/280m&c); [u] 57 (10k/47w)

Significance: Tom's Brook was a battle of strategy and maneuver that 
pitted cavalry against cavalry. The CS cavalry were eager for revenge 
against the US cavalry, which had been burning barns and mills in the 
Valley for the previous week. On 9 October 1864, however, Sheridan ordered 
his cavalry to "whip" the enemy or get whipped themselves. In the 
resulting conflict, the US troopers routed the CS cavalry, impairing its 
morale and efficiency for the remainder of the campaign. The CS flight was 
referred to by Valley residents and victorious Union troopers as the 
"Woodstock Races." The fighting on the Back Road at Spiker's Hill pitted 
two former West Point roommates against one another--Tom Rosser and George 
Armstrong Custer. Maj. Gen. Philip H. Sheridan watched the battle unfold, 
reputedly from the summit of Round Hill.

Description of the Battle

Phase One. Disposition of Forces: On 8 October 1864, the Confederate 
Cavalry under overall command of Maj. Gen. Thomas Rosser harried the 
withdrawing US cavalry on the Valley Pike and the Back Road, fighting a 
brisk skirmish along Tom's Brook near the Back Road. The CS cavalry were 
enraged by the destruction of the Valley they had witnessed in the last 
week and were attempting to arrest further destruction. Rosser had been 
dispatched to the Valley from Petersburg to command the CS cavalry and had 
generally been hailed by the local populace as the "Savior of the Valley." 
At dark, Rosser halted his division of three brigades (about 2,500 men) on 
the Back Road in the vicinity of Spiker's Hill and pushed skirmishers 
beyond Tom's Brook to Mt. Olive. The Middle Road was covered by a force of 
observation of unknown size. Maj. Gen. Lunsford Lomax's Division of two 
brigades and a battery of horse artillery (about 1,000 men) bivouacked on 
both sides of the Valley Pike behind Jordon Run just south of the hamlet 
of Tom's Brook. 

Brig. Gen. Wesley Merritt's US cavalry division (about 3,500 men) under 
overall command of Brig. Gen. Alfred Torbert encamped at the base of Round 
Hill. Brig. Gen. George Armstrong Custer's division of two brigades (about 
2,500), bivouacked "behind Tumbling Run" northeast of Mt. Olive on the 
Back Road. Upset by Rosser's aggressive tactics of the previous days, army 
commander Maj. Gen. Philip H. Sheridan ordered Torbert to move at daylight 
of 9 October and "whip the rebel cavalry or get whipped himself." 

Phase Two. US Advance on Valley Pike: Torbert planned to bring an 
overwhelming force against Rosser's division on the Back Road while 
holding Lomax's division at bay with a reinforced brigade on the Valley 
Pike. Lomax's main battle line was deployed behind Jordon Run on both 
sides of the Valley Pike, supported by six guns. His front line was 
dismounted, while he maintained a strong mounted reserve on the pike. 

At dawn, Lowell's brigade (Merritt) advanced to Tom's Brook on the Pike, 
deployed, and pushed forward "one-quarter of a mile" where it found 
Lomax's main line, dismounted behind Jordon Run. The CS line was supported 
by six guns placed on either side of the Valley Pike and a strong mounted 
reserve. While Lowell was engaged, Kidd's brigade rode north along Tom's 
Brook to connect and cooperate with Custer. Devin's brigade followed but 
veered off on the Harrisville Road (or overland) and advanced to the 
vicinity of St. Johns Church, maintaining a connection with the force on 
the Valley Pike and at the same time extending a skirmish line to connect 
with the Kidd's brigade on the right. 

Phase Three. Custer's Advance/ Fighting on Back Road: Rosser dismounted 
most of his troopers behind Tom's Brook at the base of Spiker's Hill 
behind stone fences and rudimentary fieldworks (his brigades from left to 
right, Munford, Payne, and the Laurel brigade). Rosser's six guns 
unlimbered along the crest of Spiker's Hill slightly behind a second line 
of barricades. A mounted reserve was maintained on the ridge; the right 
was extended toward the Middle Road with mounted skirmishers. 

Advancing beyond Mt. Olive, Custer pushed forward three regiments of 
dismounted skirmishers against the main CS position. Three other regiments 
and Wells' brigade were kept mounted and maneuvered for position behind 
the skirmish line. A battery of artillery unlimbered on the hill in front 
of present-day St. Matthews (or Sand Ridge) Church and engaged the 
Confederate artillery on Spiker's Hill. When Kidd's brigade made contact 
with Custer's left, Custer extended his right flank along the shoulder of 
Little North Mountain, supporting the movement with a battery. Kidd 
deployed over the hill, driving Rosser's skirmishers before him, and 
unlimbered another battery to enfilade the CS position. The Confederate 
line was gradually forced back into a horseshoe around the front of 
Spiker's Hill. A regiment of US cavalry (probably of Devin's brigade), 
moving on the Middle Road from Harrisville arrived on a hill overlooking 
Sand Ridge Road (intersection of Middle Road) and to the right and rear of 
Rosser's main force. Reacting to this threat, Rosser ordered a withdrawal. 
His men raced to mount their horses. At this point, Wells brigade attacked 
Spiker's Hill up the Back Road, taking few casualties. At the crest, Wells 
encountered Munford's brigade and a mounted mel‚e ensued. Rosser's force 
retreated, partly down Back Road to Pugh's Run, partly on Sand Ridge and 
Middle roads toward Woodstock. Custer's and Kidd's troopers pursued. 
General Sheridan is said to have watched the action from Round Hill, where 
there was a US signal station during the battle. 

Phase Four. Fighting on the Valley Pike: In the meantime, fighting 
continued along the Valley Pike. Lowell's brigade drove CS pickets back to 
Jordon Run and deployed on both sides of the pike. The 1st Michigan 
(Kidd's brigade) supported Lowell's right flank, while Devin's brigade 
moved farther to the right along the Middle Road beyond St. Johns Church. 
As Devin maneuvered, Lomax counterattacked down the Valley Pike, driving 
the Reserve brigade back to Tom's Brook. Lowell, in turn, attacked until 
stopped by artillery, At last, Devin reached a position from which to 
operate against the flanks of both Lomax and Rosser. He advanced the 9NY 
and other elements against Lomax's left and rear (probably down current 
rte. 657), making Lomax's position untenable. The Confederates began to 
retreat up the pike toward Woodstock. 

Phase Five. Rear Guard Action at Pugh's Run: Rosser retreated, losing at 
least two of his guns at Spiker's Hill. Munford's brigade attempted a 
stand behind Pugh's Run on the Back Road, but this position was quickly 
breached. The CS cavalry continued to retreat to Columbia Furnace, losing 
the rest of its artillery and all of its wagons. Perhaps 150 CS prisoners 
were captured during this phase of the retreat. 

Phase Six. Rear Guard Action at Woodstock: Lomax retreated up the Valley 
Pike to Woodstock, where he was joined by a confused portion of Rosser's 
command. The forces attempted to stand behind Pugh's Run but were soon 
scattered. Union troopers pressed forward, driving the CS cavalry to Mt. 
Jackson. Lomax lost five pieces of artillery and his rolling stock during 
this rout--two pieces at Woodstock, two at Edinburg, and the fifth beyond 
Stony Creek. The Union cavalry retired to the vicinity of Woodstock where 
it bivouacked for the night. 

Current Condition of the Battlefield

The focal points of action were Spiker's Hill where the Back Road crosses 
Tom's Brook, and the area southwest of the village of Tom's Brook along US 
11 (Valley Pike) between Tom's Brook and Jordon Run. The network of roads 
between US 11 and Spiker's Hill played a shaping role in the unfolding 
Union strategy. 

Several vantage points and viewsheds are essential for interpreting the 
battle: a) view from Round Hill where there was a US signal station at the 
time of the battle; b) Sand Ridge Church Hill, which allows interpretation 
from Custer's line and provides a panorama from Round Hill to Little North 
Mountain; and c) from Spiker's Hill where Rosser concentrated his command. 
If viewsheds from these three points could be preserved, the battlefield 
could be interpreted and would retain a high degree of historic integrity 
and rural setting. Many historic structures remain in the vicinity, 
including the Peter Muhlenburg Farm (County Alms House) at Maurertown and 
the Thornton house which served as a stage stop on the Back Road. A 21-
acre parcel of Lomax's position across the Valley Turnpike (US 11) has 
been preserved as a county recreation park. The park offers no 
interpretation of the battle. 

Perception of Threats to Battlefield

Almost all of the battlefield of Tom's Brook is privately owned. There are 
several immediate threats to the integrity of the above-mentioned 
viewsheds. A parcel on the summit of Spiker's Hill may be subdivided; 
survey work has been conducted but as of this writing construction has not 
begun. Construction of more houses on Spiker's Hill would degrade the 
viewshed's current high integrity. The area where the Reserve brigade 
attempted to turn Lomax's left flank was recently threatened by possible 
subdivision of the Heischmann property (about 150 acres). This property 
was auctioned in parcels but a local resident acquired the entire property 
and plans to continue farming. 

The viewshed from Round Hill may be threatened by development adjacent to 
the I-81 interchange where there is currently a truck stop complex with 
peripheral commercial enterprises. The interchange has spurred residential 
development along rte. 642, south of the truck stop. A portion of land is 
currently being developed as a subdivision where the Middle Road (rte. 
642) crosses Tom's Brook. The I-81 interchange will certainly continue to 
stimulate further residential development in this area. 

An L-shaped section of property south of the Truck Stop and I-81 along 
rte. 651 (about 250 acres) is owned by a local developer who has sought to 
rezone the property for industrial/commercial/business. Initial requests 
for rezoning were denied because of concerns over water quality. The 
impact of development of this section of land on the viewshed from Round 
Hill should be evaluated; the property near the intersection of rte. 651 
and US 11 was part of Merritt's division bivouac area the night before the 
battle. 

The strip along US 11 south of the village of Tom's Brook has been 
developed for a trailer court and other residential housing; a 
commercial/residential strip runs the rest of the way into the town of 
Tom's Brook. The right flank of Lomax's line along rte. 650 is lined with 
trailers and houses, making interpretation difficult. Lomax's bivouac and 
HQ area in the vicinity of the Peter Muhlenburg Farm (County Alms House) 
is managed by the county. Efforts to preserve the rural character of the 
cross roads between Back Road and the Valley Pike (rtes. 653, 655, 657, 
and 642), which were used as routes of maneuver by the US cavalry, would 
enhance the battlefield setting. 

Identified Sites and Features Associated with the Battlefield
(unsurveyed*)

Back Road 
Baker's Store 
Crabill House* 
Frieden Church (site of) 
Harrisville 
Heischmann Farm 
Jordon Run 
Locke House* 
Middle Road 
Mt. Hebron Church 
Mt. Olive 
Muhlenburg Farm 
Old Mill Sites 
Old Town Tom's Brook 
Pugh's Run 
Round Hill 
Sand Ridge Road 
Sawmill Valley 
Spiker's Ridge 
St. Johns Church (site) 
St. Matthews Church Hill 
Thornton Farm (Stage Road Inn) 
Tom's Brook 
Turnpike Toll House (Maurertown) 
Valley Pike 
Woodstock Road 



15. CEDAR CREEK (19 October 1864)

County: Frederick, Warren, Shenandoah 

General Location: Along US 11, Cedar Creek to Middletown; Belle Grove is a 
focal point. CS march began from Fisher's Hill

Size of Study/Core Areas: 15,607/6,252 acres

GIS Integrity of Study/Core Areas: 89/89 percent; Good/Good

Field Assessment of Study Area Integrity: Fair

USGS Quadrants: Tom's Brook, Strasburg, Mountain Falls, Middletown

Campaign: Sheridan's Valley Campaign

Principal Commanders: [c] Lt. Gen. Jubal A. Early; [u] Maj. Gen. Philip 
Sheridan, Maj. Gen. Horatio Wright

Forces Engaged: [c] Five infantry divisions (Gordon, Wharton, Ramseur, 
Pegram, Kershaw), two cavalry divisions, about 15,265; [u] Three infantry 
corps (Wright, Emory, Crook), two cavalry divisions (Merritt and Custer), 
numbering 31,944.

Casualties: [c] 2,910 (320k/1,540w/1,050m); [u] 5,665 (644k/3,430w/1,591m)

Significance: The battle of Cedar Creek dealt the crushing blow to the 
Confederacy in the Shenandoah Valley and, together with William T. 
Sherman's successes in the Atlanta Campaign, spurred the reelection of 
President Abraham Lincoln. The battle can be ranked in size and intensity 
with the battle of Opequon (Third Winchester) and both are included among 
the major battles of the Civil War. The Confederate surprise attack at 
Cedar Creek is considered one of the most daring and successful maneuvers 
of its kind and is studied by military theorists today. It was a feat 
"unduplicated" during the Civil War. General Sheridan's arrival on the 
field of battle to rally his broken troops passed into American verse and 
folklore as "Sheridan's Ride," and offers a dramatic example of the effect 
of charismatic leadership. Rarely have the scales of victory and disaster 
swung to such extremes during battle: the morning's brilliant Confederate 
success was transformed into a Union victory by day's end. 

Description of the Battle

Phase One. US Dispositions Behind Cedar Creek: The Union Army of the 
Shenandoah, about 32,000 men under Maj. Gen. Philip H. Sheridan, encamped 
on the heights above Cedar Creek from near Middle Marsh Brook to south of 
the Valley Turnpike. On the night of October 18-19, General Sheridan was 
at Winchester, returning from a conference in Washington, D.C. In his 
absence, Maj. Gen. Horatio Wright, commander of the VI Corps, was left in 
command of the army, his headquarters at Belle Grove, south of Middletown. 
The army comprised three infantry corps (Wright's VI, Maj. Gen. William 
Emory's XIX, and Brig. Gen. George Crook's Army of West Virginia), and a 
cavalry corps commanded by Maj. Gen. Alfred Torbert. The VI Corps was on 
the far right of the Union infantry on the hills north of Meadow Brook. 
Torbert's cavalry (Brig. Gen. Wesley Merritt's Division), encamped near 
Nieswander's Fort. Brig. Gen. George A. Custer's division covered the Back 
Road and the Cedar Creek crossings in the vicinity of Hite's Chapel. The 
XIX Corps occupied the bluffs above Cedar Creek, extending from Meadow 
Brook to the Valley Pike bridge. Crook's corps and an attached 
"provisional" division under Brig. Gen. John Howard Kitching were 
bivouacked south and east of the Valley Pike. The vast trains of the army 
were parked on level ground west of Belle Grove near the pike. Two of the 
three corps erected entrenchments. The Union left flank was considered 
protected by the North Fork Shenandoah River and the rough ground in front 
of the Massanutten and was lightly picketed by cavalry. Other elements of 
US cavalry covered Buckton Ford and the roads from Front Royal. 

Phase Two. CS Approach and Preparations for Battle: On 17 October 1864, 
Maj. Gen. John Gordon and topographical engineer Jedediah Hotchkiss 
climbed to Signal Knob on the Massanutten to survey the Union position 
behind Cedar Creek. While there, they formulated a daring plan to turn the 
Union left flank, which Lt. Gen. Jubal A. Early approved. After dark on 18 
October, the plan was set in motion. Gordon's, Ramseur's, and Pegram's 
divisions, (Second Corps, Army of Northern Virginia) under overall command 
of Gordon, marched from their entrenchments and crossed the North Fork 
east of Fisher's Hill. They followed a narrow path along the face of the 
Massanutten, often in single file, and along the Manassas Gap railroad to 
a spot opposite McInturff's and Colonel Bowman's fords. After surprising 
and capturing the pickets, the divisions recrossed the North Fork, passing 
north on a farm lane, past Col. Bowman's House "Long Meadow," to the 
vicinity of the Cooley House, where they faced to the left to form a line 
of battle beyond the left flank of Crook's corps. Gordon's column was in 
position by 0400 hours. 

In the meantime, Kershaw's and Wharton's divisions accompanied by the 
army's artillery, advanced down the pike, by Spangler's Mill and through 
Strasburg. Kershaw's column, accompanied by Gen. Early, diverged to the 
right on the road to Bowman's Mill Ford, where it prepared for the dawn 
attack. Wharton continued on the pike past the George Hupp House to Hupp's 
Hill, where he deployed. The CS artillery massed on the Valley Pike south 
of Strasburg to await developments at the front. In conjunction with these 
maneuvers, Brig. Gen. Thomas Rosser's cavalry division advanced on the 
Back Road to Cupp's Ford. Brig. Gen. Lunsford Lomax's cavalry division was 
ordered to advance on the Front Royal-Winchester Road and then cross over 
to the Valley Pike in the vicinity of Newtown (Stephens City). Lomax did 
not advance as directed. 

Phase Three. Surprise Attack on US Left Flank: Before dawn a heavy fog 
descended on the area. At precisely 0500, Kershaw's division fired a 
thunderous volley and rushed the entrenchments of Thoburn's division 
(Crook), overrunning them. Gordon's force began to advance and a few 
minutes later smashed into Brig. Gen. Rutherford B. Hayes' division 
(Crook) and Kitching's provisional division. Hayes' veterans attempted a 
stand which soon evaporated as Confederates closed in on both flanks of 
the disorganized units. Union soldiers, surprised in their camps, streamed 
rearward. At the sound of firing, Wharton's division advanced to the creek 
and deployed, awaiting further developments. The CS artillery raced to the 
front and opened fire on the XIX Corps from the heights overlooking Cedar 
Creek. A detachment of CS cavalry with Gordon attempted to reach Belle 
Grove, where they expected to capture Sheridan. 

By 0530, mobs of stragglers from Crook's and Kitching's commands streamed 
west across the Valley Pike, confirming the scope of the disaster. Emory 
withdrew the units that covered the turnpike bridge and attempted to form 
a defensive line parallel with the pike. As he did so, Wharton's division 
crossed Cedar Creek at Stickley's Mill and rushed the heights, capturing 7 
guns. Only desperate action enabled the rest of the US artillery to 
escape. Colonel Thomas Wilde's brigade (Crook's corps) went into line just 
east of the pike to contest the CS attack. General Wright directed their 
advance personally and was painfully wounded in the chin. A second US 
brigade under Col. Stephen Thomas (XIX Corps) advanced to high ground 
about 200 yards east of the pike and fired volley after volley into the 
fog, suffering heavy casualties. The stand of these brigades bought time 
for the Union trains parked near Belle Grove to escape to the north. The 
advanced US units were steadily driven back to Belle Grove. Crook's corps 
and Kitching's command were shattered and out of the fighting for the rest 
of the day. 

Phase Four. VI Corps and XIX Corps Resistance: The VI Corps deployed to 
meet the approaching assault. While elements of the XIX Corps reorganized 
on Red Hill, Ricketts's Division (VI Corps) formed a line of battle 
anchored on Cedar Creek and fought an isolated battle against Kershaw's 
division which furiously attacked their line. Wheaton's Division (VI 
Corps) advanced to high ground in the fields north of Belle Grove Mansion, 
where they were assaulted by Gordon. The fog burned off and for the first 
time the opposing forces could see one another clearly. CS batteries were 
brought to bear against the US line. Kershaw assaulted repeatedly but was 
repulsed. Gradually, all US forces in the area withdrew and retreated 
northeast along Middle Marsh Brook. 

Phase Five. Getty's Defense of Cemetery Hill: While fighting raged to his 
right, Maj. Gen. George Getty maneuvered his division (VI Corps) toward 
Middletown, seeking to extend the Union line to cover the Valley Pike. 
When US forces on the right began to withdraw, however, Getty established 
a defensive salient on Cemetery Hill, supported by artillery. General 
Early concentrated against Getty's position, launching disjointed attacks 
with elements of four different divisions which were successively repulsed 
with heavy casualties in the area near the Sperry House and the Ridings 
House. The CS artillery massed along the Valley Pike and concentrated a 
deadly fire on Cemetery Hill. After about an hour, Getty withdrew to join 
the rest of the army which was rallying, first along the Old Forge Road 
and then in a salient across the Valley Pike. Getty's stand broke the 
momentum of the CS assaults and enabled other US units to withdraw north 
of the cemetery to regroup. 

In the meantime, Custer's division, after throwing back Rosser's feeble 
attempt to gain the US rear, joined Merritt on the far left of the Union 
line, east of the pike and north of Middletown. This concentration of 
cavalry threatened Early's right flank and forced him to redeploy heavy 
force in this area. 

Phase Six. Sheridan Arrives/ US Army Regroups: About 1030, Sheridan 
arrived on the field after riding from Winchester. He established his 
command post near the Valley Pike (vicinity of the Dinges Farm) and began 
to reorganize his forces. The VI Corps was deployed on the left, adjacent 
to the Valley Pike, with the XIX Corps on the right. Crook's disorganized 
command was placed in reserve along the pike. In a dramatic moment, 
Sheridan rode along the front of the reestablished battle line. The men 
responded with a tremendous cheer. As skirmishing continued, Sheridan 
placed a cavalry division on each of his flanks, Merritt on the left and 
Custer on the right. About 1500, he prepared to launch a counterattack. 

Phase Seven. CS Line Advances to Miller's Mill Road: After the US 
withdrawal from Cemetery Hill, Early advanced to occupy the hill and 
called a halt to regroup. He placed his divisions in a line about two and 
a half miles long, just north of Middletown, and pushed Ramseur and 
Kershaw forward to Miller's Mill Road. The CS divisions from left to right 
were: Gordon, Kershaw, Ramseur, Pegram, Wharton. As the afternoon wore on, 
skirmishing continued and several probes were made of the newly 
reestablished US line, but no serious fighting developed. Early appeared 
convinced that he had won the battle and that US forces would retreat 
after dark. 

Phase Eight. Cavalry Maneuvers/Collapse of CS Left: About 1500 hours, 
Merritt advanced on the Union left, putting pressure on the CS right flank 
north of Middletown. Heavy US skirmish lines forced CS skirmishers back on 
their main line along the Miller's Mill Road and west. Custer maneuvered 
into position on the US right flank, confronting Gordon's men near Middle 
Marsh Brook. About 1530 Custer's division of cavalry and elements of the 
XIX Corps advanced against the CS left flank (Gordon and Kershaw), which 
was hanging in the air. Custer continued extending west beyond Middle 
Marsh Brook, thinning the CS line. He then launched a powerful attack that 
overran and scattered Gordon's division. The Confederate line now began to 
unravel from west to east, putting additional pressure on Ramseur's 
command at the center. 

Phase Nine. Union Counterattack: At 1600 Sheridan ordered a general 
advance which led to fierce fighting along the front. Ramseur's division 
at the Confederate center near Miller's Mill bore the brunt of the attacks 
and repulsed several, in spite of the withdrawal of Kershaw and Gordon on 
his left. Fighting raged around the D. J. Miller House and mill until 
Ramseur fell mortally wounded. Then CS resistance in this area began to 
collapse. CS forces along the pike retreated hastily, although in fairly 
good order, up the Valley Pike toward the Union camps they had captured in 
the morning. Delaying actions fought by artillery and infantry units kept 
pursuing Union forces at bay. Merritt pressed forward with his division, 
pursuing closely as Confederates retreated across Cedar Creek. 

Phase Ten. CS Retreat to Fisher's Hill: Custer's division advanced south 
along Middle Marsh Brook, gaining the rear of the Confederate army. As the 
CS rout continued, Custer crossed Cedar Creek at Hottel's Mill Ford and 
joined Merritt's division on Hupp's Hill at dusk about 1830. The cavalry 
advanced, pursuing the Confederates back along the Valley Pike. The bridge 
near Spangler's Mill collapsed causing Early to lose most of his artillery 
and many wagons. The cavalry pursuit continued after dark, ending at 
Fisher's Hill. The US cavalry captured 43 cannons, more than 200 wagons, 
and many prisoners. The Confederates lost at least ten battle flags, which 
symbolized the progressive disintegration of the army. 

Current Condition of the Battlefield

In spite of the damage wrought by interstate highway construction, 
encroaching development in the vicinity of Middletown, and a large-scale 
quarry along Middle Marsh Brook, the integrity of Cedar Creek battlefield 
is high. The battlefield core is very large, extending from Hupp's Hill to 
rte. 633 north of Middletown, and from the North Fork Shenandoah to Middle 
Marsh Brook. The study area encompasses the initial Confederate position 
at Fisher's Hill. 

Beginning with surviving entrenchments on Fisher's Hill, the line of 
Gordon's flank march can be traced along the base of Massanutten through a 
pristine natural landscape. The fords where Confederate infantry crossed 
the North Fork can be located and waded. The Col. Bowman and Cooley 
houses, which figured prominently in the Confederate deployment, are there 
and in good condition. Union entrenchments remain on Hupp's Hill and along 
Cedar Creek. Belle Grove (Sheridan's headquarters) is preserved by the 
National Trust. Two hundred-fifty-eight acres of the surrounding fields 
are held by the National Trust and the Cedar Creek Battlefield Foundation 
(CCBF). An additional 100 acres adjacent to Cedar Creek in the vicinity of 
Bowman's Fort has recently been donated to the National Trust/CCBF. Cedar 
Creek Battlefield is registered as a National Historic Landmark. The 
acreage included within the landmark boundaries fairly accurately reflects 
the size of the battlefield's core area. The CCBF is currently raising 
funds to renovate the historic Heater House. 

The view from Getty's position on Cemetery Hill remains scenic in spite of 
new townhouse construction at the base of the hill. The Historic District 
of Middletown is a contributing resource. The D. J. Miller House and the 
McDaniel House, where Ramseur was mortally wounded, stand. Undisturbed 
fields to the north and east witnessed the counterattack directed by 
Sheridan late in the day, although new construction has begun that may 
impact upon this area. These and related parcels allow in-depth 
interpretation of the battle. 

Perception of Threats to the Battlefield

In recent years, the pace of subdivision and new construction in the area 
has stepped up. An industrial/business park was built along US 11 south of 
Middletown (ironically, on the very ground labelled "Cedar Creek 
Battlefield" on the USGS quadrant). This industrial park currently 
consists of three large, but low- profile buildings, south of the 
Victorian house called Montvue. On this crest Confederate artillery massed 
against Cemetery Hill and General Early established his command post, 
during the battle. These buildings are visible from many parts of the 
battlefield. Construction northeast of Belle Grove along rte. 624 would 
tend to degrade the viewshed of the land preserved by the National Trust 
and CCBF. A modern house is currently under construction in this area. 

The area between Cemetery Hill and Old Town Middletown has filled in with 
townhouses and apartments in the past few years. Residential development 
has also occurred and continues adjacent to the I-81 interchange (#77). 
New construction of several large homes on 3-5 acre lots began in early 
1991 and is ongoing south of rte. 634 and west of the Miller-McDaniel Farm 
(ground has being recontoured). This area saw severe fighting in later 
phases of the battle. Of all residential construction, this new 
development is potentially the most damaging to battlefield integrity, 
because it establishes a foothold in the rural landscape west of town. 
Other construction has been more or less associated with the existing 
town. Lord Fairfax College and the new elementary school were built north 
of town, along US 11, on ground separating the two final battle lines of 
the armies and fought over by Wesley Merritt's cavalrymen and Gabriel 
Wharton's, John Pegram's, and William Wofford's infantrymen. 

The quarries along Cedar Creek and Middle Marsh Brook are large- scale 
operations that are gradually working northeast along the valley. It 
appears that the quarry company owns land all the way to rte. 627 and 
possibly beyond. If continued north another half mile, this quarrying will 
eradicate the ruins of 18th-century Nieswander's Fort, site of Merritt's 
bivouac and George A. Custer's decisive flanking attack against John B. 
Gordon. The quarry works are visually intrusive from various parts of the 
battlefield. 

The battlefield south of the junction of interstate highways I-66 and I-81 
does not seem immediately in jeopardy because there is no interchange and 
access to the area is restricted to four county roads. This block of land 
retains very high rural/historic integrity and contains the Colonel Bowman 
and Cooley houses. 

Identified Sites and Features Associated with the Battlefield
(unsurveyed*)

8th Vermont Monument 
19th Corps Entrenchments 
128th New York Monument 
Belle Grove 
Bowman's Fort 
Bowman's Mill (site of) 
Bowman's Mill Ford 
Buckton Ford 
Cedar Creek 
Cedar Creek Crossing 
Clover House at Mine Bank Ford* 
Col. Bowman's Ford 
Collapsed Bridge Site 
Cooley House 
Crook's Entrenchments (traces) 
Cupp's Ford 
Wm. Dinges Farm* 
Entrenchments 
Fisher's Hill 
Fisher's Mill* 
G. A. Hupp House (site of*) 
George Hupp House 
Heater House 
Hottel's Mill (site of*) 
Hupp's Ford 
Hupp's Hill 
Long Meadow (Col. Bowman House) 
Lowell Monument 
Manassas Gap Railroad 
McInturff House (ruin) 
McInturff's Ford 
Meadow Brook 
Middle Marsh Brook 
Middletown Cemetery 
Miller House 
Miller's Mill (ruin) 
Miller-Kendricks Structures 
Nieswander's Fort 
North Fork Shenandoah River 
Old Front Royal Road 
Old Town Strasburg 
Old Town Middletown 
Ramseur Monument 
Red Hill 
Signal Knob 
Fort Banks (site of) 
Spangler's Mill 
Sperry House (site of*) 
Stickley House 
Stickley's Mill (ruin) 
Stone Bridge (ruin) 
Stone House 
Sunnyside 
Thoburn's Redoubt 
Valley Turnpike 
Walton House 
Widow Funkhouser House (site of) 


End Battle Summaries