Lecture presented before the Ohio Valley Civil War Roundtable

Written and Researched By Paul Burig.

     The Battle of New Market, to me, is one of the most interesting of the small battles of the Civil War. Its importance went far beyond the small village where it took place.

     The prize was the Shenandoah River Valley, the breadbasket for Lee's army which also served as a buffer between West Virginia and the battlefields east of the Blue Ridge Mountains. Massanutten Mountain is a high ridge that stretches from Winchester to the New Market Gap. Both were also north of Staunton which was a main supply depot for the Confederates and the Virginia Central and Virginia & Tennessee Railroads. All three were essential to the Confederate war effort.

     Stonewall Jackson had controlled the valley until his death in May of 1863. Ewell and Early took over in Stonewall's place and routed the Union army under General Milroy at Winchester prior to the Confederate advance north which culminated in the Battle at Gettysburg. After Gettysburg the Confederates returned to the Shenandoah for the remainder of 1863.

     No major battles took place for control of the valley until the spring of 1864. The Union maintained a large force of 23,397 troops and 118 pieces of artillery in the Department of West Virginia under the command of Brig. Gen. Benjamin F. Kelley, the hero of the Phillipi Races. Kelley maintained his headquarters at Cumberland, Md. His principal mission was to control all of West Virginia, Maryland west of the Monocacy River, Loudon County, Virginia, all of the Shenandoah Valley, and to provide protection for the B. & 0. Railroad which was a vital supply route between the West and the East. All this was mountainous terrain, filled with a population whose loyalties were divided between the two warring factions.

     Kelley came under a lot of criticism on two counts. One was that he was not aggressive enough in moving into the Shenandoah and secondly, that he was unable to stop raids by confederate partisans under John S. Mosby and John M. McNeill. Both of these groups were made up of mounted raiders who came from that area and knew the terrain much better than the Union officers so they could sweep out of the mountains, pull off a raid, and then just disappear into the wilds. They also had the support of large numbers of the inhabitants who were their friends and neighbors.

     In addition to the criticism of Kelley's performance it was during this time that Grant took over command of the Union Army and mapped his strategy for 1864. Grant's strategy was for a coordinated campaign on all fronts and he needed a strong general to lead a drive up the Shenandoah Valley.

     The assignment fell to Major General Franz Sigel, despite Grant's dislike for the man. As frequently was the case with Federal appointments of generals, it was based more on politics than on Sigel's abilities. During the twenty years prior to the Civil War there had been a large influx of German immigrants due to the political turmoil in Germany. Sigel was popular with the German population and had been an officer in Germany. However, he had suffered three major defeats in Germany and fled to New York in 1852. He became involved with a German school in New York City and later moved to St. Louis where there was a large German population and became director of schools. He was also involved in a movement to liberate Germany.

     At the outbreak of the war, Sigel was drilling a regiment at St. Louis and took part in the capture of Rebel sympathizers at Camp Jackson on May 10, 1861. He fought again at Carthage on July 5 and through the minor victories became a hero with his fellow Germans and it was deemed politically expedient to appoint him a Brigidier General. His reputation suffered a major blow three days after his promotion through the Union defeat at the Battle of Wilson's Creek.

     In November, Major General Henry W. Halleck replaced Major General John C. Fremont in command of the Union forces in Missouri. The German population was outraged that Sigel had been passed over and Sigel labeled Halleck a "smart lawyer" and resigned from the army.

     He then traveled to Washington, and, playing the political game, was appointed a Major General in March 1862 and returned to Missouri where he fought ably at the Battle of Pea Ridge, Arkansas. Then he was appointed to replace Fremont in Virginia and turned in his usual poor performance during Jackson's historic campaign in the Shenandoah and in August during the Second Battle of Bull Run. He went into a snit after the Battle of Fredricksburg when he was promoted and almost immediated demoted. He asked to be relieved and went on extended leave for "medical reasons" in February 1863. In spite of his poor record, Sigel's popularity with the German population remained high.

     By the dawn of 1864, several members of the West Virginia Legislature submitted a petition that Sigel replace Kelley and Lincoln acceded and made the appointment.

     Sigel immediately set about appointing his fellow Germans to positions of authority. Two regiments, the 28th Ohio Infantry and the Ist New York Cavalry were almost entirely German, and could hardly converse with soldiers from the other regiments. One man appointed was Major General Julius Stahel-Szamvald, who had been in the Hungarian rebel army before fleeing to England and later to New York, was named chief of cavalry and later chief of staff. About this time, Rebel guerrillas began raiding again.

     On the Confederate side changes were being made. The Department of Western Virginia included all of southwestern Virginia, part of eastern Tennessee, and any parts of Kentucky and West Virginia that could be held. Since December of 1862 the department had been under the control of Brigadier General Samuel Jones, who was not in favor with Richmond. In February of 1864, Major General John C. Breckinridge of Kentucky was placed in charge.

     Breckinridge came from a family of leaders. One grandfather had been Jefferson's attorney general, another served as president of the College of New Jersey, and great-grandfather John Witherspoon was the only clergyman to sign the Declaration of Independence. Breckinridge had studied law and served as major in the 3rd Kentucky Infantry during the War with Mexico, was involved in the march on Mexico City, but saw no action in combat. As a result of his war record he was elected to the Kentucky Legislature in 1849 and two years later was elected to the U.S. Congress, representing Henry Clay's old district. Served two terms in Congress and retired from his post when the district was gerrymandered out from under him. In 1856 he was nominated to be elected Vice President of the United States when James Buchanan was elected President. He became the youngest vice president in the history of the United States.

     In 1860, when the Democratic Party split, the Southern fire-eaters nominated him for the presidency. He polled second in the electoral college, losing to Lincoln, the husband of a distant cousin, Mary Todd. He sat in the Senate until well after the war started, determined to voice his opposition to Lincoln's war policies. In September of 1861 Kentucky authorities decided his was dangerously disloyal and ordered his arrest. Rather than go to jail he went to Richmond instead.

     He was commissioned a brigadier general and fought well at Shiloh, Corinth, Vicksburg, Baton Rouge, Stones River, Jackson and Cickamauga. By late 1863 he had risen to major general and temporary command of a corps in Bragg's army in the siege of Chattanooga. Friction developed between him and Bragg and he was transferred to Western Virginia.

     He immediately set out to inspect his command which involved a 400-mile tour. He had two brigades of infantry led by Brigadier General John Echols and Colonel John McCausland and one brigade and several scattered regiments of cavalry which numbered 1,769 but due to the scarcity of forage they had been forced to send their horses away to far-off pastures leaving the men dismounted. He had seven batteries of artillery, but only three of them had guns, in all 14 pieces. Due to the lack of activity in the valley the troops had grown soft. Breckinridge instituted twice daily drills, set up classes for officers, cracked down on desertions and ordered the construction of defensive works.

     Reports were coming into his headquarters of Federal buildups in the Kanawha Valley, to his west, and at Martinsburg, to his north. Brigadier General John D. Imboden, chief of cavalry, had just over 2,000 troops to scout the entire Shenandoah Valley but they were constantly on the move.

     On March 29, 1864, Major General E.O.C. Ord arrived at Sigel's headquarters in Cumberland with a letter from Grant. Grant was planning his move against Lee in early May. He wanted a two-pronged attack from the West Virginia Department. The plan had three objectives:

1. A diversion to reduce the troops available to Lee;
2. Regain territory loyal to the Union;
3. Destroy railroads, supply depots and industry in the Valley that were vital to Lee's army.

     Ord was to command a column that would assemble at Beverly, West Virginia and move into the Valley and destroy as much of the Virginia & Tennessee Railroad as possible and then move on to Lynchburg and destroy supply depots located there.

     Crook was to move about 100 miles south of Charleston, West Virginia to destroy as much of the Virginia & Tennessee Railroad as possible and also destroy the lead mines and bullet producing facilities at Wytheville and the salt producing plants at Saltville.

     In the following days, revisions of the plans set in and the later actions completely altered the strategy. In the end Grant decided that it would be enough for Sigel, Crook and Ord merely to keep Breckinridge and Imboden occupied, away from Grant's front. In addition to all the other factors that entered into the plans, Grant had a very low opinion of Sigel. Friction developed between Sigel and Ord and Ord asked to be relieved from his command and Grant acceded to his wishes on April 17th.

     Grant sent Lieutenant Colonel Orville E. Babcock to keep his objectives before Sigel. Time was running out so Sigel divided Brigadier General Jeremiah C. Sullivan's division to strengthen Crook's column and his own. Crook then had 10,000 troops and Sigel had 7,000 or more. Sigel would move up the valley to Cedar Creek, near Strasburg. From there he would threaten to move on the enemy and be ready to meet or assist Crook. Both Babcock and Grant approved the plan and Grant ordered Sigel to be ready to move by May 2.

     Sigel was aloof and inaccessible to anyone except staff officers and eventually he withdrew himself from his staff. Also, he was replacing Kelley's staff with his cronies. Sigel's administration and morale were a mess. He also antagonized Grant when he made his plea to some congressmen to have two cavalry regiments returned to his command instead of to Grant. Halleck intercepted the telegram which resulted in a stern rebuke from Grant. Opinion developed that Sigel's appointment had been a mistake.

     Martinsburg was the assembly point and Sigel arrived on April 25th and immediately inspected the troops. He was highly displeased. The artillery was good but shortly two captains were under charges of misconduct. The cavalry was in wretched condition and the infantry not much better. One of his cronies, Stahel, was placed in command of all the troops in Martinsburg.

     With the start of the movement at hand, Sigel decided a grand review. It was a disaster.

     By April 28th, Sullivan had an infantry division of two brigades with only eight regiments, Stahel was in charge of the cavalry, and the five batteries of artillery reported to whomever Sigel or Sullivan assigned them. The army numbered 9,000 men and 28 guns.

     Sigel only added insult to injury when he addressed a crowd in Martinsburg and stated the war had gone on too long, largely due to "the greatest general of the age, the rebel Robert Lee." Breckinridge and Imboden were well informed of Sigel's movements. Imboden also correctly predicted their objectives.

     When Grant opened his offensive in May, Lee was so occupied with the attack that faced him that he placed the sole responsibility for the valley in the hands of Breckinridge. By the end of April Breckinridge was nearly ready with the troops he had at his disposal. His headquarters were in Dublin at the upper end of the Valley, Echols and his troops were at Lewisburg, forty miles north, and McCausland was at Narrows, 20 miles north. His cavalry was spread to the west and nearly to Beverly, West Virginia. Echols and McCausland were notified to be ready to move on a moment's notice.

     On April 25th Breckinridge got a boost when a brigade under Brigadier General Gabriel C. Wharton, 1,000 strong, was ordered to report to him. Wharton arrived at Dublin on April 30th. Breckinridge immediately ordered him to Narrows to relieve McCausland. This was followed by a second bit of good news. His old friend, General John Hunt Morgan, was ordered to join him but it would be several days before he arrived. His ability to resist the anticipated advance of the Union army had greatly improved.

     Averill was reported to have moved out of Charleston to Logan Courthouse with eleven regiments of infantry and eight of cavalry. Breckinridge was ready to move out to meet him by May 4th. He had three infantry brigades numbering 4,000 and 2,600 cavalry. At this point a new source of aid became available: Major General Francis H. Smith, superintendent of Virginia Military Institute, informed Breckinridge that Lee had authorized him to offer the services of the Corps of Cadets, made up of boys from fourteen to eighteen, numbering about 250 and two pieces of artillery.

     That evening he received a message from Jefferson Davis advising him he should join up with Imboden and direct his movements toward Staunton. Sigel had started his move south. Breckinridge was now faced with two movements against him: Averill from the Kanawha and Sigel from Martinsburg.

     Breckinridge queried Lee for instructions. Lee replied quickly that he should stop Sigel if possible. If not he was to cross the Blue Ridge to Orange Courthouse to stop Sigel from attacking Lee's left flank. In the midst of it all, he received an order from Bragg, Davis' military adviser, to send a brigade of cavalry to eastern Tennessee, where the enemy was not even moving.

     Even as all this was taking place, Grant had crossed the Rapidan to start his offensive against Lee.

     Orders went to McCausland, Echols and Wharton to get to Jackson's River Depot fast. There was supposed to be rail transportation available on May 7th. Breckinridge hoped to have 4,500 men and two batteries in Staunton by May 8th. Word came in from Imboden that Sigel had reached Winchester 90 miles north of Staunton. Breckinridge and his party rode by horseback 52 miles in one day and 27 miles the next to be at Jackson's River Depot by the 7th. Echols' brigade was there to meet them. Unfortunately, the rail transportation had been delayed; the troops would have to march to Staunton. Reports came in that Crook was only 27 miles from Narrows and the departure of McCausland was delayed. Averill was reported near Wytheville. It was hoped that Jones and Morgan could stop him. Breckinridge started on the ride to Staunton on the 8th riding a horse that had been given to him named, Old Sorrel.

     At the other end of the Valley, Sigel's men marched out of Martinsburg on April 29th. The weather was fine, the road good but hard which left a lot of the men with sore legs. It took them 11 hours to cover 11 miles to Bunker Hill. In view of the good weather, the troops began tossing aside extra clothing and equipment. Reports came in that Confederate Cavalry was moving near the B & 0 Railroad. Sigel decided to move on to Winchester. Despite the poor condition of the troops, Sigel ordered two hours of drill in the morning and one hour in the afternoon as well as exercises by regiments, batteries, brigades and divisions. This led to a lot of grumbling among the troops.

     On May 1st the army set off for Winchester, 11 miles south. Along the way they passed many hastily dug graves of casualties from the previous year's battle at Winchester. The supply train was delayed and the hungry troops proceeded to confiscate hogs and sheep. A cavalryman was shot from a house and the assailant was dragged from his house to watch his home burned. The troops also put several homes nearby to the torch. To keep the troops busy, Sigel ordered more drilling.

     While the army was getting underway on its march South, Mosby's partisans were busy little bees. In Winchester, his troops captured eight wagons of Sigel's private train. In Martinsburg, they stole into the officers quarters at night and stole their wardrobes and 15 horses.

     On May 5th, McNeill's raiders captured a train at Bloomington, commandeered the locomotive and rode into Piedmont under a flag of truce and demanded the surrender of the garrison of the 6th West Virginia Regiment, attacked the B & 0 Railroad shop and storage yards at Piedmont, and out the telegraph wires, However, McNeill had been spotted and the information had been telegraphed to New Creek's (Keyser) garrison before the wires were out. The raiders set fire to seven buildings, including the roundhouse, machine shops and storage sheds. Nine engines in the yard were destroyed and six more were fired up and sent racing down the line toward New Creek. Between 75 to 80 freight cars were also set on fire. Seventy-five men and a cannon were dispatched from New Creek to intercept McNeill. As soon as they made contact they opened fire and McNeill and his raiders hightailed it back to Bloomington. While McNeill was sacking Piedmont, Captain Peerce and his raiders stopped two freight trains, opened the boxcars for looting by the citizens and went into hiding as a third train approached. It contained two carloads of Federal troops, who were armed but without ammunition. Peerce demanded their surrender resulting in the capture of 115 troops. He then set about destroying the trains when McNeill rode up. They paroled their prisoners and rode off to safety at Moorefield.

     Secretary of War Stanton was furious. Sigel had marched off without leaving a sufficient force to protect the vital railroad. Sigel adopted a cavalier attitude about the losses stating that he could not fulfill his part of Grant's plan and protect the railroad at the same time. Besides, he protested, "this affair . . . seems to me insignificant." However, he did order a detachment of 500 cavalry to search for McNeill.

     McNeill's raid not only resulted in a reduction of Sigel's force but also caused him to be move more slowly which bought Breckinridge time to reach Staunton before Sigel.

     Meanwhile, the Confederate forces were moving northward. Echols, although in poor health, and his regiments marched from Jackson's River Depot to Staunton in two days. Wharton had farther to march and expected to walk the entire distance to Staunton but when the reached Jackson's River one train did arrive and part of his units were loaded aboard to ride the rest of the way. Breckinridge reached Staunton on the evening of May 8th having riden 145 miles on horseback. Imboden was ordered to send out a force to intercept the Federal cavalry that had been sent after McNeill. Part of Imboden's cavalry was left near Winchester to keep an eye on Sigel. Then there was the bad news.

     Crook was reported ten miles from Breckinridge's headquarters at Dublin. Brigadier General Albert Jenkins and McCausland moved to stop Crook and a stiff fight developed at Cloyd's Mountain. Jenkins gave Crook a bad time but it resulted in his defeat and he was mortally wounded. McCausland was able to save the stores of the Confederate headquarters before he had to fall back. McCausland wired Richmond asking that Breckinridge be sent back. Neither Bragg nor Seddon knew what was happening in the Valley so they left it up to Breckinridge's discretion.

     Sigel continued to linger at Winchester. He continued the daily regimen of drill. (Sigel would have been a good reenactor.) He had every unit advancing, retreating, charging imaginary foes, being charged at every turn with no seeming purpose. The 116th Ohio was ordered to advance, first to the left, then to the right and then charge. They went so far they did not hear recall and finally staff officers had to go and retrieve them. Respect for Sigel was shattered.

     Sickness broke out in the camp, but worst of all was hunger. Wagon trains came through but did not provide enough. The men could see 250 wagons standing idle. Mosby harassed Sigel continuously and captured a guard post taking 17 prisoners. It took 400 calvarymen to escort a hundred wagon train from Martinsburg. Back in Cumberland, Kelley was exasperated and stated, "we must kill, capture or drive McNeill out of the country before we can expect quiet or safety." On May 6th the order went out for the army to march south on May 8th.

     Meanwhile, on May 10th in Lexington, the VMI Cadets were honoring the memory of Stonewall Jackson on the anniversary of his death. That evening a dispatch arrived from Breckinridge asking for the assistance of the Corps of Cadets. They had been waiting for their moment to arrive for a long time. In 1861, Stonewall had led them to Richmond to drill new rebel units. While there, so many cadets enlisted in the units the Institute closed its doors because there were no cadets left. It reopened the next January with a completely new student body. Samuel Spriggs Shriver of Wheeling was a member of that class. Stonewall took them with him on his march to victory at McDowell, Virginia in 1862 but they saw no action. They spent that summer chasing deserters in the mountains. In 1863 they took part in three separate expeditions to repel Union raids by Averell and in September Governor Letcher authorized their use in emergencies. The superintendent ordered Commandant of Cadets, Colonel Scott Ship, to have them ready to march the next morning, May llth.

     Twenty-seven cadets had to be left behind to serve as a guard for the Institute. At 7 a.m. the contingent of 222 cadets shouldered their Austrian muzzle-loaders, checked their 40 rounds of ammunition and paraded on the avenue, four companies strong. Shriver was a Cadet Captain. The artillery section, a fifer and two drummers joined them as did seven field and staff officers led by Colonel Ship. The column numbered 264 men and boys.

     In Stanton, Breckinridge was organizing his forces. In additon to the regular troops he had about 1,000 reserves armed with rifles and shotguns. In addition, he found the 2nd Battalion Maryland Cavalry idle because their commander was under arrest pending Lee's review of his case. Breckinridge looked over the record of charges against Major Harry W. Gilmor and immediately reinstated him to his command. He ordered Gilmor to get in Sigel's rear and harass his supply trains. Wharton's brigade appeared on an unexpected train, Echols was doing well and was camped within sight of Staunton. Things had changed for the better.

     On May 12th, Breckinridge allowed the men to rest in camp due to the hard marchs they had made to get there. Colonel Ship rode ahead of the cadets to inform Breckinridge they were on their way.

     The cadets had marched 18 miles the first day and many were suffering from sore feet. It rained all day the second day but they still covered the 18 remaining miles before arriving about a mile outside of Staunton. The old veterans met them with taunts. Col. Ship restricted them to their camp to prevent trouble. Three of the cadets were so used up by the march they would have to be left behind in Staunton. Breckinridge's force was now complete and once reunited with Imboden would number 5,300 men and 18 guns. By May 12th, Imboden was camped at the road through New Market Gap. He felt that this place or Rude's Hill to his front offered the best positions to meet Sigel.

     Despite conflicting opinions of Seddon and Bragg in Richmond that Breckinridge should fall back to Lynchburg, Lee left it to Breckinridge to decide what course of action to follow. He decided to march North and give his enemy battle wherever he found him. He started his army on the march North at 6 a.m. on May 13th.

     To the North, Sigel had not left Winchester until May 9th. They were preceded by cavalry. The heat and dust took its toll and they were exhausted by 1 p.m. when they reached Cedar Creek, two miles north of Strasburg. A band of 25 rebels were busy destroying the bridge over the creek. They spent the next day in camp while the engineers repaired the bridge. Of course they drilled that day.

     The farther south they went the less welcome they were. It didn't help any that the soldiers had been stealing livestock all along the way. Mosby's rangers had been helping themselves to Sigel's wagons and even captured a sutler's wagon and an $8,000 payroll. Spies were everywhere and no sooner had Sigel camped near Strasburg than the information was signaled from Massanutten Mountain.

     Sigel was unsure about what course to take but decided to advance as far as Woodstock. On May llth he resumed the march. The heat and dust were as bad as before and in addition shots were being fired at the column from ambush. To guard against surprise, Sigel had sent the 1st New York (Lincoln) Cavalry ahead to scout the road to Woodstock and as far as New Market if possible. The cavalry skirmished with Sturgis Davis' battalion all day and by the time the army reached Woodstock the men were exhausted.

     But before Davis could evacuate his quarters and destroy the documents in the telegraphers office the Union cavalrymen had taken over. As a result Sigel had in his hands all of Breckinridge's dispatches for the past week. Based on what he found in the documents, Sigel decided to stay put in Woodstock. He was a day's march away from New Market and Breckinridge was two days away to the south. Besides his men needed to be drilled.

     Bad news began to filter into Sigel's camp. After the raids by McNeill's partisans on the B & 0 railroad, Major Jacob Higgins had been sent out after him. Imboden became aware of Higgins' pursuit and went out after Higgins. Higgins caught up with McNeill at Moorefield and routed him but McNeill escaped. Imboden was close on the tail of Higgins and a chase began. Imboden caught up with Higgins' column when they were resting and grazing their horses. He overran the camp and as many of Higgins troopers as could fled through Romney scattering their equipment along the road. The escape route covered about 60 miles with Higgins abandoning his men. It didn't stop until they reached Old Town, Maryland. The attempt to halt McNeill cost Sigel 500 cavalry taken out of action along with their ammunition and forage.

     To add to the confusion, a written order from General Sullivan's quartermasters was produced that started a wagon train back toward Martinsburg. No guard was ordered. It was on its way before the quartermaster heard of it and dashed off to return it to safety. Mosby's men were now ordering about Sigel's own trains.

     New Market was a sleepy little town of about 700 people. It was originally called Cross Roads because it was the junction of two Indian trails. By May 13th, Imboden was resting his troops and mounts at Rude's Hill, near New Market. Major Harry Gilmor, the officer Breckinridge reinstated for duty, reported to Imboden. His men had been riding with Imboden. He heard firing nearby and had his men mount up and went riding toward the firing and ran headon into one of Sigel's reconnaissances. Gilmor was outnumbered and beat a speedy retreat. The federals became strung out along the pike and Gilmor turned his troopers and charged. Several of his men had their mounts killed under them and Gilmor was wounded. Gilmor rode back to Imboden's camp and despite his wound was ordered to take his unit east toward Luray to keep watch in case Sigel might make a move east of the Blue Ridge. It wasn't long until he made contact with a Federal detachment that was out seeking a larger unit to head it back to Woodstock. Federal scouts had been hovering around New Market all day which kept Imboden's troops constantly on the alert.

     The Federal troops were under the command of Colonel William Boyd and had been traveling south along the eastern side of Massanutten mountain. The had turned west to cross over the New Market Gap into the Shenandoah valley. When they came in sight of New Market they could see in a distance an encampment but at that distance it was impossible to identify troops. Boyd surmised that it was the van of Sigel's army. He ordered the First New York Cavalry to advance down the mountain. The advance ran into an ambush. Boyd had been spotted by the Confederates on Shirley's hill southwest of New Market. Imboden got his troops underway and beat a retreat toward New Market. He then had the 18th Virginia Cavalry split off to circle around behind Boyd while the 23rd Virginia acted as a decoy. The Yanks were caught between the two Confederate regiments. Boyd's men broke and fled into the woods and up the mountain. Of the 300 men in Boyd's unit about 100 were killed, wounded or missing.

     This along with Higgins' defeat had put about 800 of Sigel's cavalry out of action, reducing it by one third. Thus Friday, May 13th came to an end.

     In addition to all his other problems, they were having heavy rains, creeks were rising so fast many were uncrossable, and in spite of the rain, it was extremely hot and a number of his troops were coming down with heatstroke.

     Reports coming in to Sigel indicated that only Imboden was at New Market. Sigel assumed that Breckinridge was still in Staunton. So he split his force. Colonel August Moor marched out of Woodstock with the 1st West Virginia and 34th Massachusetts Infantry regiments, and four guns of Captain Alonzo Snow's Battery B, Maryland Light Artillery. These troops had not previously been under Moor's command. Colonel John E. Wynkoop, commanding Stahel's Second Cavalry Brigade, included 170 men of the 20th Pennsylvania, and 130 men of the 15th New York. Up ahead the 123rd Ohio Infantry joined them along with Major Timothy Quinn and 600 troopers of the lst New York and 21st New York Cavalry. Moor's command numbered about 2,350 of all arms.

     About mid-afternoon cannon fire was heard coming from the direction of Mount Jackson. Sigel sent the 18th Connecticut regiment to Edinburg to be within supporting distance of Moor. At Edinburg there was a brief skirmish with Confederate pickets. A Confederate captain was captured who warned them hot resistance was waiting for them. The 18th Connecticut went into bivouac for the night. Rebel prisoners, deserters and refugees coming to Woodstock reported that Breckinridge was on the way with a 15,000 man division.

     That evening news came into Sigel's headquarters that Crook was in Lewisburg and could give support against Breckinridge. Reports from Moor indicated that he was fighting Imboden around New Market and doing well. He had pushed Imboden back three or four miles and had taken the town. Sigel then issued orders to Stahel that the army would march at 6 a.m. for Mount Jackson the next morning, May 15th.

     Moor's advance on the 14th was not without problems. Marching though a driving rain, they came upon scattered cavalrymen who were part of Boyd's unit that had been routed by Imboden. Major Quinn, with 600 cavalry had reached Mount Jackson unopposed but discovered Imboden had removed the planks from the bridge across the Shenandoah. His advance was delayed while the bridge was repaired. After the bridge was repaired the federals advanced on Rude's Hill. It became a contest for ground by feet and inches. Imboden had left his force in the charge of Colonel George Smith, while he rode south to meet with Breckinridge. Imboden was ordered back to New Market and to hold the town if possible and Breckinridge and his forces would join him during the night. Imboden sent back word that the federals were in the town. Breckinridge issued orders for his army to move at 1 a.m., Sunday, May 15th.

     On the evening of the 14th, the 62nd Virginia held the town and a line west of it. The 18th and 23rd Virginia Cavalry occupied the village and the ground to the east. These troops were nearly exhausted due to the long marches on the preceeding days and three days of nearly constant skirmishing.

     Quinn and the Yanks had reached the outskirts of New Market and had put his troopers into position when word reached him that the remainder of Moor's force was close behind. Ewing and Snow's artillery were moved into position and there was an exchange of artillery fire. The cannonade from both sides lasted about two hours. The Confederates were located on Shirley Hill and to the north the Federal artillery was in place on Manor's Hill.

     That evening Imboden led the troopers of the 62nd Virginia Mounted Infantry, dismounted on a foray against the Union lines and later led a general attack against Moor's line. Both were repulsed and Imboden withdrew to Shirley's Hill for the night.

     Sporadic firing continued until about 11 p.m. The Federals had to make camp where they were, in the mud with no food. The artillery kept its horses hitched and saddled all night for fear of a surprise attack. In the Confederate camps to the south, barely anyone had been able to get any sleep including the cadets before they set off to the north and their destiny.

With all the previous information as prelude, the battle is about to begin.

     Breckinridge arrived at Imboden's camp on Shirley Hill sometime after 3 a.m. It was still raining, a bad day for a battle. Breckinridge surveyed the landscape and decided to take up a defensive position about 2 miles south of New Market. Wharton and Echols moved into the positions and used rails from the fence around a house to provide some protection. Wharton was on the left, Echols on the right and Edgar's 26th Virginia Battalion and the VMI Cadets were behind the line in reserve. The breastworks completed, everything was ready, except for a cadet, George Lee. He was curled up asleep behind the breastworks.

     Breckinridge sent Imboden's cavalry out in the direction of the Federal lines hoping to lure them into launching an attack. Several attempts failed. Moor wouldn't take the bait and stayed put.

     With no movement taking place along the Federal line, Breckinridge moved his artillery into position and launched a barrage which the Yanks returned. The cannonading went on for about two hours.

     While Breckinridge and Imboden were studying the field ahead of them, news came to him that John Hunt Morgan had defeated Averill at Wytheville and that Crook was no longer a threat to his headquarters at Dublin.

     Only part of Sigel's army was on the field that morning. After several movements of his troops including intensive skirmishing, Moor located his troops in a defensive position and also provided a fallback line in case it was necessary to retreat. Many of the movements were back an forth across a very wet field which became a sticky mess. This area became known as "the field of lost shoes." This placed his line along Manor's Hill, to the south of the Bushong farmstead.

     That morning, Sigel had sent Major Theodore F. Lang and a squad of couriers to Moor to keep him advised. Moor immediately sent back word that Breckinridge had arrived on the field. This was immediately followed by another message that the enemy was advancing. No sooner than the second courier had been dispatched than General Stahel appeared with the remainder of the cavalry and took charge.

     At about 10 a.m., Breckinridge decided since Moor would not attack him, he would go on the offensive.

     During the artillery barrage the village of New Market was caught in the middle and the civilians had to duck for cover as best they could.

     Breckinridge advanced his units northward in the same order as previously arranged with Wharton on the left and Echols on the right. The VMI cadets and 26th Virginia Battalion were held in reserve under Wharton's command. The veterans of the 26th were enraged that they had been linked to the schoolboys. Breckinridge began a maneuvering movement of his troops that made it appear that there were more troops along the line than were actually there.

     Breckinridge also detached Imboden and McClanahan's cannon and sent them off to the east to work their way around to Stahel's rear and destroy the bridge over the river. This would trap the Federal force with no route for escape.

     At about 11 o'clock, Wharton's men were the first to advance from Shirley's Hill. When Wharton's men came into view, Major Lang sent a courier back to inform Sigel. When Echol's men came into view he sent another. Sigel was needed now, but Sigel was twenty miles away in Woodstock, along with most of his army. Units of federal troops began to arrive from Edinburg. The first to arrive was the 18th Connecticut and the 30th New York battery. They were put in line near the 1st West Virginia.

     Along the Confederate line as it moved forward, the VMI Cadets were also advanced. The fifer and drummers struck up a tune as they advanced in perfect order. However, as they advanced they came within range of the enemy guns and several of the cadets were struck. They advanced to a fence which was the only protection between them and the Yankee guns. There they stayed put while the officers adjusted their lines.

     After the brief respite, Breckinridge gave the order to advance on Manor's hill. All of Wharton's troops moved forward except for the 26nd Virginia and the cadets. Then Echol's units moved out and after them the cadets advanced.

     The cadets began passing by wounded rebels. As they advanced some of the wounded cheered them on. And then a shell exploded in their midst leaving a number of mangled bodies.

     On the Yankee side, Stahel decided that the rebels were in a superior position and had superior numbers so he decided to make a slow withdrawal. Just as he was putting his orders in motion, Sigel arrived and took charge.

     It had been a bad morning for Sigel. When he awoke at 5 a.m. in Woodstock, 20 miles to the north, he discovered someone had stolen his brandy flask. Then the reports from Moor began to arrive. By the time he reached Mount Jackson, the estimates of Breckinridge's strength ranged from 10,000 to 20,000. Sigel began to look for a position to withdraw to but finding none ordered his troops to advance.

     Then came a blunder. Four of his infantry regiments, most of his cavalry and parts of three batteries of artillery were with Moor. The 54th Pennsylvania and part of the 12th West Virginia along with a battery were moving some distance behind Sigel, and the 28th and 116th Ohio Regiments and du Pont's battery were far to the rear with Sullivan and the baggage trains. First he had ordered Moor to withdraw to Mount Jackson and also ordered Sullivan to the same place. Then he changed his plans to move to New Market but he failed to inform Sullivan of the change. In the face of the Rebel advance, Sigel ordered a withdrawal, which was anything but orderly. Stahel was beginning to worry about any possibility of making a stand when half of the army was strung out along the pike.

     By 12:30 p.m., the Rebels had taken the town. Breckinridge narrowly escaped being killed when a shell hit a post about five feet from him but failed to explode. Due to poor visibility it was difficult for him to gage the strength of the Yankee positions being established on Bushong's Hill. He needed time to make some readjustments in his lines so the Rebels launched another artillery barrage. The gun duel lasted an hour or more. Wharton continued on the left, and Echols units were moved east of the pike. Colonel George Patton's regiment was placed astraddle of the pike.

     Due to the lay of the land, he moved a number of artillery units to the east of the pike to be in position to place an enfilading fire across the Federal lines. Meanwhile, Imboden was feeling his way around the east of the Federal line and discovered a large number of Federal cavalry. While his mission was to destroy the bridge over the Shenandoah, Breckinridge consented to have Imboden launch an attack against the Yank horse soldiers.

     About 2 p.m. the Confederates resumed their advance. It was raining torrents as they went. Sigel opened first with artillery. Then the Rebs pushed back the Yankee skirmishers and the musketry fire began in earnest. The Yankee units began falling back in disorder. Withdrawal as far as some of the units were concerned turned into a rout.

     By then, Sigel had attempted to establish a line along Bushong's Hill. Carlin's Battery served as an anchor on the right overlooking the river, to Carlin's left was Snow's Battery, next to Snow was the 34th Massachusetts Infantry, next was the 1st West Virginia Infantry, and behind these two infantry regiments was the 12th West Virginia Regiment as a reserve. Sigel also brought up the 54th Pennsylvania to fill the gap between the lst West Virginia and the pike. East of the pike were three regiments more or less bunched up along with Stahel's cavalry. Imboden brought up his artillery and lobbed some shells into Stahel's troops throwing them into confusion. Ewing's Battery of the West Virginia Artillery was placed just east of the Pike. Kleiser's Battery was positioned forward of the 54th Massachusetts and 1st West Virginia regiments. Sigel had made the most of a bad situation. But his biggest problem was the Sullivan was nowhere in sight.

     Sullivan had reached Mount Jackson and could hear cannon firing up ahead but taking his orders literally, stopped for lunch. Sigel then began sending back orders for Sullivan to send units forward, piecemeal. One of the first was Carlin and Kleiser's Batteries. After lunch, Sigel ordered Sullivan to bring up the infantry. Sullivan took Sigel at his word and left du Pont's artillery behind. For no apparent reason, Sullivan stopped about a mile short of New Market.

     Sullivan, as far as Sigel's staff was concerned, was an outsider. He was the only non-foreigner on Sigel's staff and was the son in law of General Kelley so there was probably considerable distance between him and his commander. General Crook considered him a coward.

     To make matters worse, Sigel had become greatly excited and was shouting his orders in German, which his regimental commanders didn't understand. Sigel ordered Moor to reform what was left of his regiments to fall in line with Sullivan's troops when they came up. Moor sent couriers back to Sullivan to bring up his troops.

     When Breckinridge launched the next attack it was with all guns firing. Smoke was so thick visibility on the field was blanked out. Breckinridge kept himself visible to his troops and personally directed much of the artillery fire so it would cause the most havoc. Among the artillery were the two pieces manned by the VMI cadets. The VMI infantry pushed forward behind the 62nd Regiment.

     As the rebel line neared the Federals, Sigel had his artillery double their guns with grapeshot and canister to maximize its effect on the advancing troops. Acompanied by intense musket fire from the Federals much of the 51st Virginia Regiment had to withdraw to near the Bushong fence. None of Wharton's units suffered losses greater than the 62nd Regiment.

     Company A of the lst Missouri Cavalry, the only Missouri unit in Virginia, was made up of parolees from Port Gibson, Mississippi. Mostly dismounted, they were assigned to Imboden's cavalry. This company was able to get close enough to Kleiser's Battery to use pistols to shoot at the cannoneers. They made it extremely difficult for Kleiser's men to maintain their position and fire their guns. But it was at a terrific price. Forty of the 62 members of the company were casualties.

     East of the pike, Echol's troops were also meeting stiff resistance. The situation all along Breckinridge's line was grim. As the battle wore on a gap developed between the East and West portions of the line. After considerable agonizing over the decision, Breckinridge ordered the cadets up to fill the gap. The cadets marched onto the field just north of Bushong's house and were immediately met by intense fire from the Federal batteries. Cadet Captain Samuel Shriver and his Company C passed to the west of the house. Some of the cadets discovered that the rain had swollen the wooden ramrods so that they could not be withdrawn to reload their weapons. It was during the advance north of the house that Shriver was hit by a shell fragment and knocked to the ground. He managed to regain his feet and lead his company on only to be struck a second time and had to be removed from the field. He was somewhat crippled as a result of his wounds for the remainder of his life. The gap in the Confederate line had been closed but Wharton's troops were still wavering. Up on the hill it appeared that the Union troops were preparing for a countercharge.

     East of the pike Stahel formed his cavalry, 2,000 strong, and launched a charge against the Confederate lines. Breckinridge was able to bring his artillery to bear on the charge and threw it into utter confusion. Mother nature lent an assist with a terrific thunderstorm that only added to the fray. Stahel's cavalry charge was an utter disaster.

     Up to this point the fighting on Bushong's Hill had gone well for Sigel. A gap had developed in the Confederate line and a cavalry charge could have saved the day, but Sigel had no cavalry in view of Stahel's defeat. In addition to his other troubles, Sigel had trouble with the 12th West Virginia Regiment. A Rebel unit had worked its way to the west of Carlin's Battery and was giving it grief. Carlin called for support. Sigel ordered ordered two companies from the 12th to move to Carlin's support but they refused to move. Finally about 20 soldiers from the 12th moved over to give Carlin some protection. Then to make matters worse, Sigel wanted to go to see about the problems east of the Pike and the 12th West Virginia troops insisted on following him. In order to keep them in place, Sigel could not move.

     All in all the 12th West Virginia had a bad day. They were held in reserve, behind the 34th Massachusetts and the Ist West Virginia. When they were moved into action they could not fire on the enemy for fear of hitting troops of the 34th.

     Sigel now attempted to organize a charge utilizing the 34th Massachusetts, 1st West Virginia and 54th Pennsylvania Regiments totaling 1700 men against the entire line of Breckinridge's army. Sigel was outnumbered about three to two.

     The charge was to be led by Colonel Joseph Thoburn. In the midst of the rain, the commander of the 54th Pennsylvania never got the order but moved forward when he saw the West Virginians moving. The Ist West Virginia met the Confederate fire first, advancing barely a hundred yards when they came under fire from Smith's 62nd Regiment and the VMI cadets. It was also coming under fire from artillery firing from the pike to the east. Since it had moved out ahead of the Union units on either side, the West Virginians' flanks were exposed. The charge faultered and the other two regiments never got into the charge. During the movement the left flank of the 54th Pennsylvania became entirely exposed and came under fire. To his right the lst West Virginia was falling back so in order not to become exposed on three sides the 54th Pennsylvania fell back also. But when the other two regiments fell back, this left the 34th Massachusetts exposed and it would suffer the most of the units involved in this ill-advised charge. Due to the confusion and noise the unit failed to hear the order to withdraw. In a matter of minutes it suffered about 200 casualties.

     The 1st West Virginia did not stop when it reached its previous position but continued on back to the rear and toward the pike. By 3 o'clock in the afternoon the Confederates again had the advantage. The left part of Wharton's line moved forward, a movement that included the VMI Cadets. The Federal lines were disintegrating and Carlin limbered up his artillery to withdraw. As the cadets moved forward toward Kleiser's guns they had to cross a depression in the field that was filled with water and mud. Many of them lost their shoes during the march. By this time the jeers of the veteran rebels had turned to cheers as the cadets proved their metal. During the course of their advance they were able to capture one of Kleiser's guns.

     The charge of the Confederate line became a general rout with the Union regiments fleeing in terror and confusion. The soldiers of the 12th West Virginia ignored an order to provide cover while Carlin limbered up his guns and left the artillery exposed. Carlin lost 17 horses and one gun during the rout. Then they lost a second gun. Then a third gun got mired in the mud and one of the horses was shot. The men tried to free it by hand. Then another team was hitched only to have more horses fall. They abandoned this gun also. Carlin went on with his remaining guns. Later he put his guns into position to fire on the advancing Rebels only to find that his caissons had run ahead of him so he had no ammunition.

     The Confederates continued to dog the retreating Federal regiments but the main part of the fighting was over. The Rebels had won the day and New Market was theirs.