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[613] of preparation, disquieted them. At length, as the gray light of dawn disclosed the eastern hill-tops, a tremendous volley of musketry, on either flank and away to the rear, startled the sleepers into bewildered consciousness; and the next moment, with their well known battle-yell, the charging lines came on.

“ Tell the brigade commanders to move their men into the trenches,” said Gen. Grover, calmly; and the order was given; but it was already too late. The Rebels, disdaining to notice the picket-fire, were themselves in the trenches on both flanks before our astonished soldiers could occupy them in effective force. On our side, all was amazement and confusion; on theirs, thorough wakefulness and perfect comprehension. In fifteen minutes, the Army of West Virginia was a flying mob ; one battalion of its picket-line had lost 100 killed and wounded, and seven hundred prisoners. The enemy, knowing every foot of the ground as familiarly as their own door-yards, never stopped to reconnoiter or consider, but rushed on with incredible celerity.

Emory tried, of course, to stop them, but with no chance of success. Assailed in overwhelming force in front, on both flanks, and well to the rear, he pushed forward McMillen's brigade to breast the Rebel torrent, and give time for the 6th corps to come up. One-third of it was killed and wounded in the effort; but to no purpose, though two other brigades were sent up to its support. But Early's three divisions on our left, led by Gordon, continued their flanking advance, turning us out of every position whereon a stand had been made; while Kershaw led the column pressing fiercely on our right and front. The resistance of the 19th corps was brief and bloody; and, when it had melted away, the 6th, assailed in turn, gave ground — slowly, in good order, but as if consciously unable to resist the determined charge of the flushed and eager foe. And when at length it had gained a position where it seemed able and willing to stand, Wright saw that it had been crowded clear off the turnpike, while our forces lad no other line of concentration or retreat; so that to hold here was to enable Gordon to interpose between it and the rest of our army: hence he ordered a general retreat; which was made in good order: our columns inclining toward the turnpike so as to recover their communications. The enemy, intent on plundering our captured camps, and doubtless hungry, thirsty, and exhausted with sixteen hours arduous marching and fighting, had halted, or were advancing slowly and cautiously, their muskets silent, will but occasional shots at long, range front their artillery. We had lost;, beside our killed and wounded, time battle, our camps, defenses, equipage, 21 guns, and 1,200 prisoners.

Sheridan had slept unapprehensively at Winchester, on his return from Washington, while the enemy were executing his bold movement; but the morning breeze wafted ominous sounds to his ears; and he was soon riding rapidly southward, and not long in meeting the kind of drift that may be seen in the rear of every fighting army, more especially if that army is being worsted. Putting spurs to his horse, he reached tile front at 10 A. M.; just as Wright had

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