The 1864 Valley Campaign, Part 1: Third Winchester

In the late summer and early fall of 1864, a new Union army, the Army of the Shenandoah, would pursue a campaign designed to drive Confederate forces from Virginia’s Shenandoah Valley, once and for all. General Ulysses S. Grant’s purpose in ordering the campaign was to deny the valley as both an avenue of attack and a source of sustenance for the Confederate Army of Northern Virginia. While the numbers of troops involved on both sides was relatively small compared to the other campaigns of 1864, the outcome would prove significant to the course of the war. At the time it occurred, the campaign was celebrated in the North and its success was, along with Sherman’s capture of Atlanta, a key ingredient in President Lincoln’s re-election.

In fact, it could be argued that, in the last years of the 19th century, the campaign’s final dramatic battle was as famous to many Americans as Gettysburg or Shiloh. That same battle even inspired a poem which was memorized at one time or another by almost every schoolboy north of the Mason-Dixon Line. For the South, meanwhile, the campaign not only ended a bold gamble by Robert E. Lee that had taken Confederate forces to the gates of Washington D.C., it also resulted in the brutal destruction of hundreds of valley farms. In doing so, it drove one more critical nail into the coffin of the Confederacy.

However, as time passed, the campaign lost its historical notoriety, which probably explains why so much of the three key battlegrounds of the campaign have been either threatened by or lost to commercial development. Only in the last 15 years has a concerted effort been mounted to save these fields and, through the work of organizations such as the Civil War Preservation Trust, some has been saved. So, let’s examine this campaign and its three major battles.

The Shenandoah Valley, whose name comes from a Native American word meaning “daughter of the stars,” lies sandwiched between the Blue Ridge and Appalachian Mountains. The river it is named for meanders serenely northward some 175 miles until it merges with the Potomac at Harper’s Ferry. At the time of the Civil War, the valley was filled with lush fields and forests, and dotted with small, prosperous communities and farms. The valley was also a critical piece of geography in the conduct of the war. From the beginning of the conflict, the valley was seen as a potential invasion route and, from a Northern perspective, it was, as one Union officer termed it, a “back alley” into the North and a dagger pointed at the nation’s capital. Meanwhile, from a Confederate viewpoint, any Union control of the valley would threaten Richmond and allow Federal forces to cut the Tennessee and Virginia Railroad linking the two primary theaters of the war. Finally, the valley’s farms were one of the primary sources of food for Confederate armies, especially the Army of Northern Virginia. Therefore, control of the Shenandoah Valley was deemed critical by both sides.

However, Union efforts to maintain any hold on the valley had been constantly frustrated. While Union forces would occupy Harper’s Ferry for much of the war, they had never been able to successfully prosecute any campaign to take the remainder of the valley. In 1862, Stonewall Jackson had run rings around three different Federal armies, embarrassing them in a series of stunning defeats. After that, Lee had been able to secure the valley during his campaign into Maryland in September 1862, and use it as a route of invasion when he moved into Pennsylvania during the summer of 1863. Then, as Lee savagely struggled with Grant and Meade during the summer of 1864, he again decided to make use of the valley in a bold gamble designed to relieve Grant’s stranglehold on him at Petersburg.

In July, Lee ordered General Jubal Early to detach 16,000 men from the siege lines at Petersburg and quietly move into the Shenandoah Valley. Once there, he was to drive Union forces under General David Hunter from the valley and move north to threaten and, perhaps, even enter Washington. Lee hoped that, once the capital was at risk, Grant would be forced to move north to counter Early or, at the very least, significantly weaken the massive army facing Lee. In selecting Early, Lee was giving a key assignment to an officer he referred to as “my bad old man.” It was a moniker that fit the irascible Early, who was known to his men as “Old Jube.” Early was an aggressive, brave fighter, always cool when under fire. However, while his aggressive, offensive style was well-suited to a brigade, division, or corps commander, it could be a severe handicap as an independent army commander, especially if he was forced to face superior numbers. One his subordinates and one of the finest Southern field commanders to emerge during the war, General John B. Gordon, once commented that Early tended to attack “without the courage of his convictions.” As a result, Early often fought boldly but blindly because he was unable to discern either his enemy’s weaknesses or strengths. Gordon would later write, “He strikes in the dark, madly, wildly, and often impotently.”

Early’s forces were primarily remnants of Stonewall Jackson’s famous “foot cavalry,” the once magnificent infantry that had raced up and down the valley in 1862, confounding and smashing all the Union armies sent after them. First, there was Breckenridge’s Corps, led by General John C. Breckenridge, a former Vice President of the United States and an able soldier. Breckenridge’s divisions were led by a talented group of field officers including the steady and reliable Robert Rodes, dashing young Stephen Ramseur, and the tough, charismatic Georgian, John B. Gordon. Additionally, there was the cavalry of Lunsford Lomax and Thomas Rosser, but Early had little use for the mounted arm. Early seems to have borne an infantryman’s distaste for the cavalry and he let it blind him. As a result, his use of these assets would be limited and unproductive–a critical shortcoming in the campaign that would follow.

Despite his shortcomings, Early’s campaign was initially something of a success. He was able to slip away from Petersburg unnoticed and proceeded to drive Hunter’s army back into West Virginia. From there, his army marched down the valley to the Potomac, crossed into Maryland, and turned towards Washington. While this was happening, Grant was unable to get reliable intelligence on the size or composition of the Confederate force operating in the valley, and, as a result, did not seem to be overly concerned. However, once this new Southern army seemed poised to take Washington, the pressure to act was too great. Grant had, after all, stripped the defenses of Washington of all but the lowliest of troops to support his campaign against Lee. Now, there was virtually no one left to man the fortifications surrounding the city and, if Early wanted to take the capital, it was essentially there for the taking. On July 6, Grant pulled two brigades of the Third Division of the veteran VI Corps out of the lines at Petersburg and sent them to board ships bound for Baltimore. He hoped that these 5,000 men would be enough.

As the two VI Corps brigades raced northward, Early and his army was approaching Frederick, Maryland. Union General Lew Wallace, who would later gain fame as the author of Ben Hur, mobilized a motley, ragtag force of militia, cavalry, and light artillery and headed west to Monocacy Junction, just across the Monocacy River from Frederick, to meet Early. He had little hope of even holding the Confederates, much less stopping them. Then, late on the afternoon of July 8, the first elements of the VI Corps began to arrive, adding veteran strength to Wallace’s otherwise sad, inexperienced contingent. The next morning, Early attacked Wallace’s still outnumbered force in what was the Battle of Monocacy. Wallace held Early back all day and inflicted a high casualty toll on the Confederate forces. Eventually, the Union untis were forced to retreat, but the time they bought turned out to be critical.

Early would pause, then move forward to the outskirts of Washington, arriving on July 11. His army was now approaching exhaustion and, as he peered through his glasses at the capitol dome, the always aggressive Early hesitated. He waited one day to attack, but, when the moment came, Early discovered that the fortifications that had been almost empty the day before were now manned in force by the remainder of the VI Corps, which Grant had dispatched while Early was engaged with Wallace at Monocacy. The opportunity to take the Federal capital had been lost. Early would retreat back into the valley, falling back to encamp near Bunker Hill, Virginia.

With Early’s near success, Grant decided that the Shenandoah Valley must be dealt with and eliminated as both an avenue of attack and a source of supply for Lee. He traveled to Washington to confer with the president and Secretary of War Stanton. Grant proposed unifying several military departments into one, creating a new Army of the Shenandoah, and tasking its commander to drive Early out of the valley, destroying his army if at all possible, and wreaking havoc on the farms and fields that were feeding Lee’s army. There was a debate as to who should lead this new army, and even George McClellan’s name was mentioned in the discussions. Finally, over the objection of some, Grant named General Philip Sheridan to the new post. Initially, Sheridan was to serve merely as a field commander under the direction of General Hunter, who was the department commander. However, Hunter quickly resigned and Sheridan assumed complete command.

Sheridan arrived at Harper’s Ferry on August 6 to assume command of the forces Grant had assembled at nearby Halltown. Sheridan would find his new command totaled nearly 30,000 men, consisting of all of VI, the XIX Corps, an assemblage of units known as the Army of West Virginia, and three divisions of cavalry. VI Corps, of course, had been with the Army of the Potomac since just after Gettysburg, and was led by General Horatio Wright, a solid, steady West Pointer who had assumed command at Spotsylvania Court House after the death of John Sedgwick. XIX Corps, meanwhile, was a new organization that had been enroute from Louisiana to Petersburg when Grant diverted it to Sheridan’s new army. The Army of West Virginia, meanwhile, consisted of units primarily from that state as well as Ohio, led by General George Crook. These tough men had spent most of the war fighting bushwhackers in the mountains of West Virginia and had only recently come into the valley, where they faced Early’s men at Lynchburg. Finally, Sheridan’s cavalry was led by General Alfred Torbert and included veteran officers, among them Wesley Merritt, William Averell, and George Armstrong Custer.

Sheridan himself was something of an oddity. At only five-feet, three inches tall, he was a tough Irishman and a West Point graduate. He had distinguished himself in the West under Grant and, like Early, was an aggressive, tough fighter. He had a personality that was magnetic and charismatic to his troops, mercurial with subordinate commanders, and, at times, almost insubordinate to superiors. He had led infantry in the West and commanded Meade’s cavalry when he came east. Some considered him too cocky for independent command, but Grant liked his aggressiveness and thought him ideally suited to the job that needed to be done in the Shenandoah.

Grant’s orders to Sheridan were simple and clear:

In pushing up the Shenandoah Valley, as it is expected you will have to go, first or last, it is desirable that nothing should be left to invite the enemy to return. Take all provisions, forage, and stock wanted for the use of your command; such as cannot be consumed, destroy. It is not desirable that the buildings should be destroyed; they should rather be protected; but the people should be informed that so long as an army can subsist among them recurrences of these raids must be expected, and we are determined to stop them at all hazards. Bear in mind the object is to drive the enemy south, and to do this you want to keep him always in sight. Be guided in your course by the course he takes.

Sheridan immediately put the army in motion and pointed them south, up the valley. On August 10, the army moved towards Bulltown and Sheridan hoped this would get Early’s attention and cause him to fall back toward Winchester. Early did exactly as Sheridan had hoped but the Union general received some disquieting news that caused him to slow his advance. Lee had heard of the formation of Sheridan’s army and knew that Early must be its target. Therefore, he began shifting a division of infantry under General Kershaw, some artillery, and Fitzhugh Lee’s cavalry to Early. Grant received intelligence of this fact and sent a dispatch to General Halleck urging caution.

Inform Sheridan that it is now certain two divisions of infantry have gone to Early and some cavalry and twenty pieces of artillery. This movement commenced last Saturday night. He must be cautious and act now on the defensive until movements here force them to detach to send this way. Early's force, with this increase, cannot exceed 40,000, but this is too much for Sheridan to attack.

Sheridan continued a slow movement towards Early, but when news of the Confederate reinforcements was confirmed, he withdrew back to Halltown on August 23. This, in turn, led Early to believe that he was facing a timid opponent and, once his reinforcements did arrive, he began to behave more aggressively, moving some of his force to Charlestown and, at one point, even making a feint that was designed to make Sheridan believe he might move into Maryland. Early soon returned to Bunker Hill, but kept up cavalry patrols along Opequon Creek, which resulted in numerous skirmishes. One Union officer described this pattern between Sheridan and Early as “Mimic War” and it continued into early September.

Grant soon grew tired of this lack of offensive action and feared that his orders to that effect were not getting to Sheridan. Therefore, Grant proposed a meeting with Sheridan for September 15, at which he planned to provide him with an operational plan of Grant’s own making. Grant later described the meeting in his memoirs:

On the 15th of September I started to visit General Sheridan in the Shenandoah Valley. My purpose was to have him attack Early, or drive him out of the valley and destroy that source of supplies for Lee's army. I knew it was impossible for me to get orders through Washington to Sheridan to make a move, because they would be stopped there and such orders as Halleck's caution (and that of the Secretary of War) would suggest would be given instead, and would, no doubt, be contradictory to mine. I therefore, without stopping at Washington, went directly through to Charlestown, some ten miles above Harper's Ferry, and waited there to see General Sheridan, having sent a courier in advance to inform him where to meet me.

When Sheridan arrived I asked him if he had a map showing the positions of his army and that of the enemy. He at once drew one out of his side pocket, showing all roads and streams, and the camps of the two armies. He said that if he had permission he would move so and so (pointing out how) against the Confederates, and that he could "whip them." 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.

At 1:00 a.m. on the morning of September 19, Sheridan began his campaign against Early in earnest, ordering his army to advance towards Winchester on the Winchester-Berryville Pike. Wilson’s cavalry division led the way, crossing Opequon Creek, then moving through a narrow defile known as Berryville Canyon, followed by the XIX and VI Corps. Sheridan’s plan was for the cavalry to sweep away any Confederate pickets in the canyon, then seize the open ground beyond, allowing the infantry of VI and XIX Corps to quickly form up and attack. However, his plan was far too optimistic about the speed at which the infantry would move through the canyon and could have been a fatal error. The cavalry swiftly made it through the narrow passage, scattered the pickets at the far end, and moved forward to the attack, charging the elements of Ramseur’s Division that were blocking the pike ahead.

However, as the Federal troopers crashed unsuccessfully against Ramseur’s line, the infantry got hopelessly bogged down in the canyon amid a jam of men and wagons. As a result, the initiative was lost and Early had time to react, moving more men into position on Ramseur’s left. Had Sheridan’s plan worked, Early would have been the one in trouble. Convinced that he was facing a slow, cautious opponent, he had placed his men in position carelessly, with huge gaps between each division’s flank. Now, however, he was quickly trying to close those gaps to meet Sheridan’s assault, which would not get underway until almost noon.

That assault would first come from XIX Corps, which attacked from the Union right against John Gordon’s division. At first, they met with success, but Gordon’s men, supported by Confederate horse artillery to their left, smashed the assault, sending the inexperienced Federal troops fleeing backward. As they ran, Gordon’s men cheered and continued to pour volleys into the fleeing troops. One young Union soldier from Iowa saw his own father go down, badly wounded. He stopped ran to his father, hoisted him onto his back and continued running amid a hailstorm of bullets until he reached the safety of his own lines. Remarkably, both men survived.

Further south, the VI Corps began its attack along with the XIX Corps, but their flanks quickly separated and neither could support the other. Still, these veterans had some success against Ramseur, with two brigades rupturing the Confederate center and then moving to capture a battery of artillery. Ramseur's left flank now gave way and his men began to drift back toward Winchester. However, just as Ramseur's flank gave way from weight of the VI Corps assault, Rodes brought his division forward from a protected position in the West Woods. About 1:30 p.m., he launched a devastating counterattack into the gap that had opened between the VI and XIX Corps. One Southern brigade “came out of the woods like a whirlwind,'' crushing Ricketts's division of VI Corps, which formed the corps’ right flank. About this time, Rodes was killed by shrapnel, the first of many generals Early would lose in the course of the campaign.

Union soldiers of both corps now streamed back along the Berryville Pike, while two artillery batteries sitting astride the road tried to slow the Confederate advance. Seeing a potential disaster in the making, Sheridan committed his reserves, which included the brigade belonging to one of the Union’s brightest stars, Emory Upton. Upton was more than brave and aggressive, he was a brilliant tactician, an innovator. Upton led a bold and impetuous charge that stunned the Confederates and drove them back into the West Woods. His corps commander would later say that Upton’s attack was the turning point of the battle.

As the VI and XIX Corps were struggling against Early’s infantry, Sheridan’s cavalry went into action. Early’s misuse of his cavalry during the campaign would stand in stark contrast to Sheridan’s brilliant employment of his mounted forces. Throughout the campaign, Sheridan would use his cavalry effectively in concert with his infantry in a true “combined arms” approach. On this morning, that began with Merritt’s cavalry division pushing down from north of Winchester, forcing Confederate cavalry backward. By 10:30 a.m., Merritt’s troopers had completely swept the Southern cavalry aside and encountered Confederate infantry from Wharton’s division, which were deployed across the roads in woods and behind stone fences. The Federal cavalry probed Wharton’s defenses with skirmishers and artillery and launched one charge, which was quickly turned back. By noon, however, with Sheridan’s infantry attack in full swing, Wharton withdrew south to form along the Confederate left flank. Merritt continued down the road and was able to merge with Averell’s cavalry in the early afternoon.

After Upton’s counterattack stopped the Confederate advance, Sheridan ordered Crook to bring his West Virginians and Ohioans forward from their reserve position in the rear. His plan called for Crook’s two divisions under Generals Thoburn and Duval to split, with Thoburn entering the line to replace XIX Corps while Duval's division deployed to the west near the Hackwood House. Crook now ordered his artillery to open a massive barrage on Gordon’s Confederates followed by Duval's infantry, who swept forward and smashed into Gordon's flank, turning it, and advancing against Wharton's line. As he did so, Thoburn's West Virginians charged out of the woods against Gordon’s right. Caught in a deadly pincer, Gordon abandoned his line and fell back, finally realigning himself. However, the Confederate battle line was now bent into a compact L-shape, anchored by cavalry on the far left. Wharton's division faced north while Gordon's division made the turn of the L and Rodes' and Ramseur's divisions extended the line south.

With the success of Crook’s attack and the realignment of Early’s forces, Sheridan saw an opportunity to break the Confederate defenses. He ordered a massive general advance of the entire army against the Southern position just north and east of Winchester. As the long blue line surged forward, the din of battle became incredible, with a constant crash of artillery and rifle fire. The Confederates held desperately onto their positions because they essentially had nowhere to go. Behind them lay the streets and houses of Winchester where there would be no chance to set up a defense. If they fell back, it would have to be in full retreat.

Around 3:30 p.m., with the infantry battle raging, Averell and Merritt led their cavalry divisions down the Valley Pike from the north at a thundering gallop, crashing into the Confederate left flank. They quickly overran the cavalry and infantry defending the Southern redoubts there and forced the enemy infantry to withdraw. The damage caused by this attack was phenomenal. The word that Union cavalry was in their rear spread panic all along the Confederate line, and Early’s soldiers began a mad dash for the rear, “whirling through Winchester.” Wharton's and Gordon's divisions essentially disintegrated. Rodes's division was able to finally change fronts and stem the onrushing Federal cavalry, but it was too late–Early's army was in full retreat.

As night fell, Early withdrew his army up the Valley Pike to Fisher's Hill south of Strasburg. Sheridan’s men were too disorganized by their victory to immediately pursue and they halted in Winchester. Casualties were heavy on both sides, with Union killed, wounded, and missing totaling over 5,000 men, while Early lost more than 3,000 men he could ill afford to lose. The first round of the fight for the Shenandoah was over, and Sheridan was the clear victor.