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 in Fitz Lee's division, then operating with General Early, in the Valley of Virginia. It was his brigade, with him at the head of it, which guarded the left flank of Early's army in the battle of Winchester and repulsed the Union cavalry in the Luray valley. His brigade, with him at the head of it, led the advance of Gordon's division, in the attack upon Sheridan at Cedar Creek. Crossing the north fork of the Shenandoah, below Cedar Creek, by a swift dash with picked men, he fell upon and captured the enemy's pickets and out posts without firing a shot. The enemy's camp was taken so completely by surprise that two divisions of Sheridan's corps, their camp, with all its equipment, wagons, horses, guns, fell an easy prey to Gordon's foot cavalry, which followed. Gordon, in his published reminiscences, gives this account: ‘General Payne, of Virginia, one of the ablest and most knightly soldiers in the Confederate army, plunged with his intrepid cavalry into the river, and firing as they went upon Sheridan's mounted pickets and supporting squadrons, the Virginians dashed in pursuit as if in steeple chase, with the Union riders, the coveted goal of both being the rear of Sheridan's army. The Federals sought for safety. Payne was seeking to spread confusion and panic in the Federal ranks and camps, and magnificently did he accomplish his purpose.’ At New Creek, a station on the Baltimore and Ohio railroad, in Hampshire county, in November, 1864, as Rosser, then in command of the division, approached the town, Payne requested that his brigade might lead in the assault. Colonel Cook, of the Eighth, who well knew the place, did not think it could be taken by assault. In the absence of surprise, this was no doubt the case. Rosser, however, gave to Payne the control of the advance and attack. The latter so moved the first squadron, that the pickets and reserves of the enemy were captured without firing a shot. He then moved down the road at a walk, until he reached the foot of the hill on which a fort had been constructed. No fire came from the fort because the advance was thought to be their own cavalry returning from a raid; as it had been conjectured would be supposed. Payne, then, ordering a charge, rode upon the gunners, in the act of driving the first shot into their guns. In less than half an hour the fort,
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