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[219] retire, a few hundred yards, to Kernstown. When Jack. son's main body came up, he was ordered to prepare for the attack in force by threatening the Federal left, resting on the old Front Royal road, and also its right on the Opequon road. To the latter he sent Major Funsten with 140 cavalry, leaving himself but 150.

Jackson mustered, on this Kernstown battlefield, 3,087 infantry, of which 2,742 became engaged; 27 cannon, 18 of which came into action, and 290 cavalry. Shields reported that he had for fighting duty 6,000 infantry, 750 cavalry and 24 cannon. Of his thirteen infantry regiments, six were from Ohio, three from Indiana, and one each from Illinois and West Virginia; of his artillery, two companies were from West Virginia, two from Ohio and one from the Fourth regular United States artillery. Of his sixteen companies of cavalry, four were from Michigan, two each from Ohio and Maryland, six from West Virginia, and two appear to have been regulars. McClellan's return for March indicates that Shields had 9,000 men present for duty at this time.

Scanning the topography of the field of battle and the positions his foe had occupied, from a rising ground near Kernstown, Jackson saw that a front attack would be hazardous, since the Federals were protected and concealed by a wood on their left, while their batteries, on commanding hills, guarded their right and swept the roads and open fields in their front. He quickly discovered that the dominating feature of the whole field was a prominent, but rather low ridge, partly wooded and partly cleared, that ran northeast and southwest, nearly parallel to the Valley turnpike and about three miles from it where he had massed his troops, and two miles from it where the Federal line crossed that road. This Sandy ridge, as it was called, was about four miles long; it sank down, its end crossed by a cleared field, into a large open forest at its northeastern end; this forest extended to and. concealed the Cedar Creek turnpike, which diverged to the west from the Valley turnpike some three miles beyond Kernstown.

Satisfied that he could easily flank Shields' right and force him in retreat from his position if he could gain the crest of the Sandy ridge and advance to its northeastern end, Jackson at once proceeded to execute his designs. Burks' brigade was left on the turnpike, a mile south of

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