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I deemed it most propitious to do so; and although before leaving

City Point he had outlined certain operations for my army; yet he

neither discussed nor disclosed his plans; my knowledge of the

situation striking him as being so much more accurate than his own。





'Extract from Grant's Memoirs;〃 page 328。'



〃。。。。Before starting I had drawn up a plan of campaign for Sheridan;

which I had brought with me; but seeing that he was so clear and so

positive in his views; and so confident of success; I said nothing

about this; and did not take it out of my pocket。。。。〃







The interview over; I returned to my army to arrange for its movement

toward Newtown; but while busy with these preparations; a report came

to me from General Averell which showed that Early was moving with

two divisions of infantry toward Martinsburg。  This considerably

altered the state of affairs; and I now decided to change my plan and

attack at once the two divisions remaining about Winchester and

Stephenson's depot; and later; the two sent to Martinsburg; the

disjointed state of the enemy giving me an opportunity to take him in

detail; unless the Martinsburg column should be returned by forced

marches。



While General Early was in the telegraph office at Martinsburg on the

morning of the 18th; he learned of Grant's visit to me; and

anticipating activity by reason of this circumstance; he promptly

proceeded to withdraw so as to get the two divisions within

supporting distance of Ramseur's; which lay across the Berryville

pike about two miles east of Winchester; between Abraham's Creek and

Red Bud Run; so by the night of the 18th Wharton's division; under

Breckenridge; was at Stephenson's depot; Rodes near there; and

Gordon's at Bunker Hill。  At daylight of the 19th these positions of

the Confederate infantry still obtained; with the cavalry of Lomax;

Jackson; and Johnson on the right of Ramseur; while to the left and

rear of the enemy;s general line was Fitzhugh Lee; covering from

Stephenson's depot west across the Valley pike to Applepie Ridge。



My army moved at 3 o'clock that morning。  The plan was for Torbert to

advance with Merritt's division of cavalry from Summit Point; carry

the crossings of the Opequon at Stevens's and Lock's fords; and form

a junction near Stephenson's depot; with Averell; who was to move

south from Darksville by the Valley pike。  Meanwhile; Wilson was to

strike up the Berryville pike; carry the Berryville crossing of the

Opequon; charge through the gorge or canyon on the road west of the

stream; and occupy the open ground at the head of this defile。

Wilson's attack was to be supported by the Sixth and Nineteenth

corps; which were ordered to the Berryville crossing; and as the

cavalry gained the open ground beyond the gorge; the two infantry

corps; under command of General Wright; were expected to press on

after and occupy Wilson's ground; who was then to shift to the south

bank of Abraham's Creek and cover my left; Crook's two divisions;

having to march from Summit Point; were to follow the Sixth and

Nineteenth corps to the Opcquon; and should they arrive before the

action began; they were to be held in reserve till the proper moment

came; and then; as a turning…column; be thrown over toward the Valley

pike; south of Winchester。



McIntosh's brigade of Wilson's division drove the enemy's pickets

away from the Berryville crossing at dawn; and Wilson following

rapidly through the gorge with the rest of the division; debouched

from its western extremity with such suddenness as to capture a small

earthwork in front of General Ramseur's main line; and not…

withstanding the Confederate infantry; on recovering from its

astonishment; tried hard to dislodge them; Wilson's troopers

obstinately held the work till the Sixth Corps came up。  I followed

Wilson to select the ground on which to form the infantry。  The Sixth

Corps began to arrive about 8 o'clock; and taking up the line Wilson

had been holding; just beyond the head of the narrow ravine; the

cavalry was transferred to the south side of Abraham's Creek。



The Confederate line lay along some elevated ground about two miles

east of Winchester; and extended from Abraham's Creek north across

the Berryville pike; the left being hidden in the heavy timber on Red

Bud Run。  Between this line and mine; especially on my right; clumps

of woods and patches of underbrush occurred here and there; but the

undulating ground consisted mainly of open fields; many of which were

covered with standing corn that had already ripened。



Much time was lost in getting all of the Sixth and Nineteenth corps

through the narrow defile; Grover's division being greatly delayed

there by a train of ammunition wagons; and it was not until late in

the forenoon that the troops intended for the attack could be got

into line ready to advance。  General Early was not slow to avail

himself of the advantages thus offered him; and my chances of

striking him in detail were growing less every moment; for Gordon and

Rodes were hurrying their divisions from Stephenson's depotacross…

country on a line that would place Gordon in the woods south of Red

Bud Run; and bring Rodes into the interval between Gordon and

Ramseur。



When the two corps had all got through the canyon they were formed

with Getty's division of the Sixth to the left of the Berryville

pike; Rickett's division to the right of the pike; and Russell's

division in reserve in rear of the other two。  Grover's division of

the Nineteenth Corps came next on the right of Rickett's; with Dwight

to its rear in reserve; while Crook was to begin massing near the

Opequon crossing about the time Wright and Emory were ready to

attack。



Just before noon the line of Getty; Ricketts; and Grover moved

forward; and as we advanced; the Confederates; covered by some heavy

woods on their right; slight underbrush and corn…fields along their

Centre; and a large body of timber on their left along the Red Bud;

opened fire from their whole front。  We gained considerable ground at

first; especially on our left but the desperate resistance which the

right met with demonstrated that the time we had unavoidably lost in

the morning had been of incalculable value to Early; for it was

evident that he had been enabled already to so far concentrate his

troops as to have the different divisions of his army in a connected

line of battle; in good shape to resist。



Getty and Ricketts made some progress toward Winchester in connection

with Wilson's cavalry; which was beyond the Senseny road on Getty's

left; and as they were pressing back Ramseur's infantry and Lomax's

cavalry Grover attacked from the right with decided effect。  Grover

in a few minutes broke up Evans's brigade of Gordon's division; but

his pursuit of Evans destroyed the continuity of my general line; and

increased an interval that had already been made by the deflection of

Ricketts to the 1eft; in obedience to instructions that had been

given him to guide his division on the Berryville pike。  As the line

pressed forward; Ricketts observed this widening interval and

endeavored to fill it with the small brigade of Colonel Keifer; but

at this juncture both Gordon and Rodes struck the weak spot where the

right of the Sixth Corps and the left of the Nineteenth should have

been in conjunction; and succeeded in checking my advance by driving

back a part of Ricketts's division; and the most of Grover's。  As

these troops were retiring I ordered Russell's reserve division to be

put into action; and just as the flank of the enemy's troops in

pursuit of Grover was presented; Upton's brigade; led in person by

both Russell and Upton; struck it in a charge so vigorous as to drive

the Confederates back in turn to their original ground。



The success of Russell enabled me to re…establish the right of my

line some little distance in advance of the position from which it

started in the morning; and behind Russell's division (now commanded

by Upton) the broken regiments of Ricketts's division were rallied。

Dwight's division was then brought up on the right; and Grover's men

formed behind it。



The charge of Russell was most opportune; but it cost many men in

killed and wounded。  Among the former was the courageous Russell

himself; killed by a piece of shell that passed through his heart;

although he had previously been struck by a bullet in the left

breast; which wound; from its nature; must have proved mortal; yet of

which he had not spoken。  Russell's death oppressed us all with

sadness; and me particularly。  In the early days of my army life he

was my captain and friend; and I was deeply indebted to him; not only

for sound advice and good example; but for the inestimable service he

had just performed; and sealed with his life; so it may be inferred

how keenly I felt his loss。



As my lines were being rearranged; it was suggested to me to put

Crook into the battle; but so strongly had I set my heart on using

him to take possession of the Valley pike and cut off the enemy; that

I resisted this advice; hoping that the necessity for putting him in

would be obviated by the attack near Stephenson's depot that

Torbert's cavalry was to make; and from which I was momentarily

expecting to hear。  No news of Torbert's progress came; however; so;

yielding at last; I directed Crook to take post on the right of the

Nineteenth Corps and; when the action was renewed; to push his

command forward as a turning…column in conjunction with Emory。  After

some delay in the annoying defile; Crook got his men up; and posting

Colonel Thoburn's division on the prolongation of the Nineteenth

Corps; he formed Colonel Duval's division to the right of Thoburn。

Here I joined Crook; informing him that I had just got word that

Torbert was driving the enemy in confusion along the Martinsburg pike

toward Winchester; at the same

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