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[79] arms, ready to move to Ramseur's assistance, and rode to his position to ascertain the extent and character of the demonstration. On getting there I found Ramseur's division in line of battle, and the enemy evidently advancing with his whole force. The other divisions were immediately ordered up and the trains all put in motion for their security. Bodes and Gordon arrived just before the enemy commenced advancing a heavy fire on Ramseur's left for the purpose of overwhelming him, and when their columns commenced advancing on Ramseur, I attacked them with Rodes's and Gordon's divisions, and drove them back with great slaughter — the artillery doing most splending service. Braxton's battalion driving back with canister, a heavy force, before which Evans's brigade, of Gordon's division, which was on the left, had given way. This brigade was now rallied, and Battle's brigade coming to its assistance, the enemy was pushed back a considerable distance, and we were successful. Breckenridge's division did not arrive for some time, because General Breckenridge had moved it out, after my order to him, to drive back some of the enemy's cavalry, which was crossing the Opequon, and I sent for him again, and he came up in the afternoon, before the enemy had made any further attack; but as he reported the enemy's cavalry advancing on the road from Charlestown by Burntown and Stevenson's depot, I ordered one of his brigades to the left on that road, and directed General Fitz Lee to take charge of all the cavalry on that flank (my left) and check the enemy's cavalry, and moved the other two brigades of Breckenridge's division towards the right, where our forces were weakest and the enemy was making demonstrations in force.

Breckenridge was scarcely in position before our cavalry on the left was discovered coming back in great confusion followed by the enemy's, and Breckenridge's force was ordered to the left to repel this cavalry force, which had gotten in rear of my left, and this with the assistance of the artillery he succeeded in doing. But as soon as the firing was heard in rear of our left flank the infantry commenced falling back along the whole line, and it was very difficult to stop them. I succeeded, however in stopping enough of them in the old rifle pits, constructed by General Johnston, to arrest the progress of the enemy's infantry, which commenced advancing again, when the confusion in our ranks was discovered, and would have still won the day if our cavalry would have stopped the enemy's, but so overwhelming was the battle and so demoralized was the larger part of ours, that no assistance was received from it. The enemy's cavalry again charged around my left flank and the men began to give way again, so that it was necessory for me to retire through the town.

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