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The ball opened at dawn, while a thick mist overhung the valley. Ewell rose from bivouac, extended his line on our left, brushed away our outpost and swept on. His Twenty-first North Carolina met a bloody reception. The little brigade was game to a man. From behind stone walls they gave the Carolinians a front and flank fire, which emptied the saddles of the field officers and stretched eighty-seven killed and wounded on the field. The rest broke and ran. But the Confederate line overlapped, and swinging around on the left of Donnelly enfiladed his line and pressing on northward. He saw that the plan was to envelop him, and he fell back nearer town slowly, in good order.

Let us now turn to the left, where Jackson is reaching out his long claws to grasp Gordon. In the earliest light, he saw the Federal skirmishers on the hill — Cogswell’s men of the Second. He ordered Winder to seize the hill.

That brigadier threw out the Fifth Virginia, and put in order of battle and advance, the Second, Fourth, Twenty-seventh and Thirty-third Virginia. Two Parrott guns from Poague’s artillery and the batteries of Cutshaw and Carpenter were promptly posted to reply to Peabody. Campbell’s (Second)

-54brigade was sent to support the batteries, Taliaferro’s24 brigade was to stretch further to their left, behind the ridge and sweep down upon Gordon’s right and rear. Seeing this movement, Gordon extended the Second Massachusetts further to the right, sent part of Peabody’s guns there, and threw the Twentyninth Pennsylvania and Twenty-seventh Indiana on the right of the Second.

Jackson then ordered up his Louisiana brigade, 4,000 strong, which passed to the rear of Winder and with two regiments of Taliaferro’s, they reached beyond Gordon’s power of extension. Thus deployed they had only to advance. Our line of fire could confront but a small part of their extended ranks. During this movement, Gordon threw out a company of the Second as sharpshooters. Sheltered behind a stone wall, they poured such a hot fire into Poague’s drew out of range and brought up other guns to throw solid shot against the walls.

Col. Ruger sent forward two companies under Major Crane, and they, sheltered behind a stone wall some seventy-five yards in front of the regiment, did good execution. The regiments through under heavy fire, suffered little

here, the enemy’s bullets and shells flying overhead. Jackson says:

“Regardless of the artillery fire and the musketry of the sharpshooters this (his line) strong body swept magnificently down the declivity and across the field, driving back the Federal troops and bearing down all opposition before it.” Gordon says: “They were received with a destructive fire of musketry poured in from all parts of my brigade that could reach them. Confident in their numbers and relying upon large sustaining bodies ~ ~ ~ the enemy’s line moved on, but little shaken by our fire (this was on his flank). At the same time on our front a long line of infantry showed themselves rising the crest just beyond our position. My little brigade numbering in all 2,102, in another moment would have been overwhelmed.

While this long line was advancing, the Twenty-seventh Indiana and Twenty-ninth Pennsylvania being on the hill could see the entire length of the advancing brigades. After changing front and delivering several volleys they fell back, the Indiana regiment to a stone wall, and there held its ground until the retreat became general.

When the right regiments gave ground, the Second Massachusetts also began to fall back. Gordon called out: “Why are you falling back?” “I can’t help it,” replied Andrews. “Move in good order then, and retreat steadily.” Gordon ordered Ruger to move to the rear, and take post behind a stone wall.

Calling in his two companies, Ruger about faced, and retired, as he says, “with as much regularity and in as good order as the broken and obstructed

ED. NOTE: William Booth Taliaferro, Confederate general, 28 Dec 1822 - 27 Feb 1898.

-55condition of the ground would admit.”25 The wall was only sufficient to cover the right wing, the left being exposed. Here a brisk fire was opened on the enemy’s lines, now in full view and close range. The part of the enemy’s line to which the fire of the Third was directed then halted, began firing, and a battery was brought up which sent shell into the little field behind the wall and against the wall and several rounds of canister. But the enemy, though stopped in this space of front, were advancing on every side. It was evident that our stand had checked them as long as check was possible. Col. Ruger gave the command to retreat. The left wing of the regiment passed into the street west of the main street. The right wing, not hearing the command, and engaged at the stone wall, did not move quite as promptly, but passed through an alley and continued on the same street through the town. The rear of the column, and some of the men who had remained to give one or two more bullets to the enemy, found in retreat the victors close on their heels.26 Here numbers of our men in the rush Gordon says in his “Brook Farm to Cedar Mountain”: “The scene unfolded to Jackson was one in which two regiments were retiring somewhat in disorder down the hill towards the town;

another, the Second Massachusetts, breaking to the rear in columns of companies, as quietly and orderly as on parade; while the fourth and last, the Third Wisconsin, with line of battle formed to the rear by an about face, was moving leisurely in retreat. Seeing this, Jackson, setting spurs to his horse, bounded upon the crest, and shouted to the officers nearest him, ‘Forward, after the enemy.’” In his official report Gordon says: “Where all the regiments of any brigade behaved so well, it is not intended to reflect in the least upon the others in mentioning the steadiness and discipline of the Second Massachusetts, Lieut.-Col. Andrews, and Third Wisconsin, Col. Ruger. The enemy will long remember the destructive fire which three or four companies of the Third Wisconsin, and a like number of the Second Massachusetts, poured into them as these sturdy regiments moved slowly in lines of battle and in column from the field.” “Colonel Gordon held the remaining regiments of his brigade (Second Massachusetts and Third Wisconsin) unbroken, and checked the advance of the rebels until it became evident that the attacking columns were overwhelming and would soon cut off the avenues of retreat. The regiments were then withdrawn, for the most part in columns, after reaching the edge of the town, through which they passed in good order.” (Williams’ report.) “The Federal forces, upon falling back into the town, preserved their organization remarkably well. In passing through the streets they were thrown into confusion, and shortly after debouching into the plain and turnpike to Martinsburg and after being fired upon by our artillery, they presented the aspect of a mass of disordered fugitives.” (Jackson’s report.) The large number of camp followers that were fleeing at this time probably led Jackson to think the entire command was in disorder.

Captain Julian W. Hinkley says: “Just as we turned into the main streets of Winchester, which is a continuation of the Martinsburg turnpike, the whole street behind us toward the south was swarming with Confederate soldiers not fifty feet away, and in such a confused mass that it was impossible for them to fire effectively, and in fact they did not seem to try to fire, but from that point until we were clear of the streets, it was simply a foot race, in which we were the winners. ~ ~ About the time we were clear of the street shot and shell were flying over our heads. One of our batteries had taken position at what was still our end of the street, and as soon as we were clear of it, began firing rapidly down it.”

-56were captured.

As we drew out of town and the victorious enemy poured in pell-mell, the uproar was one never to be forgotten. It was a roar of cannon, a bursting of shells, the sharp, irregular rattle of rifle-shots, the clatter of artillery and caissons, the shouts of soldiers. The citizens of Winchester were half crazed with delight. The men and women rushed into the streets, jeering and taunting the pursued and cheering and embracing the pursuers. Pistol shots were fired from windows. Reports state that some of our men were shot down in the streets by women from their doors and windows. But in such a roar, tumult and excitement, it is to be doubted whether accurate observations were taken at the time.

Gen. Jackson was beside himself with joy, so his biographers tell, and for the first and only time in his life he pulled off his old, greasy, faded foragecap, and swinging it in air cheered in triumph. The streets were full of gray and blue. Many of the Union soldiers were captured or gave themselves up in the streets, fearing to run the gauntlet of such a host in their attempts to escape. Cavalrymen in fright ran over and knocked down foot soldiers; and woe betided the footman who did not get out of the way when the artillery galloped through the throng in their mad haste to take some position to check the yelling host of rebels.

The Third regiment, still in line, stood in this battery a few minutes gathering in the men who had become separated in the crush in the street;27 but the enemy could be seen on the hills west of the town hastening to throw a cordon around the north end to cut us off from the Martinsburg turnpike. On this road our trains and non-combatants were in full flight, and it was but prudence to move on. The regiment did no more running, and for some distance kept in good order; but, as the road was filled with vehicles, felling cavalry and the could of refugees and colored people, who were following, the regiment was obliged to march in the fields beside the road. The climbing of walls and fences soon broke up the formation, and for the rest of the distance, thirty-five miles, the retreating body was an indistinguishable mass.

The pursuit was feeble. Ashby’s men were not there. They had broken and scattered when they got a chance to plunder a few wagons between Middletown and Newtown; and now, when they could have reaped a rich harvest in pursuing our broken column, they were away. Jackson lamented this, and upbraided Ashby for the failure of his cavalry to be there.

“Tell the troops to press right on to the Potomac,” was Jackson’s Company A, then on provost guard duty, had marched down from Strasburg the day before and encamped at the south end of Winchester. It was on duty at headquarters when the battle began. Captain Bertram at once led the company to the scene of action; and it stood in support of the guns on the turnpike until Donnelly’s brigade fell back. Pushing through the town it joined the Third regiment just as it was marching out of Winchester.

-57command. But Gen. Stewart, who commanded most of the cavalry present, higgled about receiving orders direct from Jackson, as he was under Ewell, and lost time thereby that was valuable to us. The Confederate infantry dogged our steps for some five miles; and a battery shelled us just enough to keep our column of fugitives well closed up.

When we were out some five miles, Banks made an appeal to the soldiery to rally and make a stand. “My God, men, don’t you love your country?” he pleaded. “Yes,” said one, near the writer, “and I am trying to get to it as fast as I can.” Here a halt was made, quite a line was formed, the enemy checked, and the train was allowed to move further to the rear; and then the line, formed of volunteers without respect to organization, soon melted into the retreating mass.

At Martinsburg a brief halt was made. There was nothing to be had in the way of food; and the tired band soon moved on to the Potomac, thirteen miles further, arriving at from 10 till 11 o’clock. Those who were fortunate enough to have saved in the retreat their regimental wagons and to find them in the chaotic jumble on the banks had some supper. Those not so fortunate sand down to rest, too weary to heed the pangs of hunger. Gen. Banks took a cup of coffee offered him by a soldier and drank it with much relish. The Third Wisconsin pulled itself together in part and lay down until three o’clock when the men were roused up to take the ferry which had been plying all night. Two companies of the regiment and two of the Second Massachusetts were left on the Virginia side as rear guard. The other companies as soon as they had crossed were put in line of battle to cover the remnants still hovering on the Virginia side waiting their turn at the ferry.

Here, when we got the chance to rest, we lay torpid for a day or two, gathered in stragglers, and then took an inventory of our losses. The Third Wisconsin had suffered less than some other regiments. Our killed were, as


Private Ansel A. Edwards, Company G, who was shot at Buckton while defending the bridge; private Cyrus B. Van Doozer Company G, mortally wounded at the same place;

John Killale, Company D, killed near Front Royal; private Carl Matte, Company E, mortally wounded at Winchester; private Henry L. Beach, Company H, shot through the head at Winchester while firing over the stone wall; private August Ruter, Company I, killed at Winchester, and private Andrew Johnson, Company K. The latter was shot in the streets while on retreat. It was reported at the time that he was shot from a house, but the story needs verification. Killalee, of Company D, was captured, and afterwards discharged for disability.

Our wounded were: Privates G. W. Dodge, Company G, at Buckton; Asahel W. Morley, Company B; Sergt. Seth Raymond, private Andrew Warner, Company C; privates Fred.

Pankow, John Cannan, James Parrett and James Brennan, Company E; privates Gilbert Ferris, Edward Hamilton, Caleb C. Briggs and Theophilus Reed, Company G; privates Ole Larson and J. H. Sawdy, Company H, and private Thomas Harper, Company I, or six killed and fifteen wounded.

-58The missing, as appears by the regimental monthly return, were the


Company A — Sergt. Wm. Whipple, Corp. Lyman Cook, privates George Lockwood, Sidney Lund, Warren M. Otterson, William Rupp, Elijah Tuttle. Company B — 1st Sergt.

Henry Wilson, Sergt. Wm. Leach, Corp. Asahel W. Morley, privates James N. Alley, Charles Burns, John Brennan, Aug. Pomeranke, Wm. Schwartz. Company C — Privates Philip Morris, John Becker, Robt. W. McFarland, john S. Walde, Wm. H. Fleek, Geo. L.

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