e only prevented from
taking possession of the guns by the appearance of another and
larger body of the enemy on our right. Daylight was now approaching.
Without waiting the enemy's fire, I ordered both my regiments
withdrawn, which was effected in good order, to the west of the
pike. The enemy at once reoccupied the woods in our front in
superior force, but obviously without a good battle-line. Again
I ordered the two regiments to a charge, which was splendidly
responded to, although a promised attack in our support was not
made. Elliott I did not see or receive any order from after the
battle began. Milroy was trying to maintain the fight nearer
Winchester, to the east of the pike, and he gave no order that
reached me.

After a conflict in which the two lines were engaged in places not
twenty feet apart, the enemy gave way, and our line advanced to
his artillery, shooting and driving the gunners from their pieces
and completely silencing them, the Confederates again taking refuge
in the railroad cut. I could learn nothing of the progress of the
fight at other points, and could hear no firing, save occasional
shots in the direction of Winchester. I concluded the object of
the attack was accomplished so far as possible, and that the non-
combatants had had time to escape. It was now day-dawn, and we
could not hope to further surprise the enemy or long operate on
his flank. About 5 A.M., therefore, I ordered the whole line
withdrawn from the woods, and resumed the march northward along
the Martinsburg road. I was soon joined by Generals Milroy and
Elliott and by members of their staffs, but with few men. Milroy
had personally led a charge with the 87th Pennsylvania and had a
horse shot under him, but there was no concert of action in the
conduct of the battle. Colonel Wm. G. Ely and a part of the brigade
he commanded were captured between Stephenson's Depot and Winchester,
having done little fighting, and a portion of McReynolds' brigade
shared the same fate.

The cavalry became panic-stricken and, commingling with the mules
and horses on which teamsters and others were mounted, all in great
disorder took wildly to the hills and mountains to the northwest,
followed by infantry in somewhat better order; the mules brayed,
the horses neighed, the teamsters and riders indulged in much
vigorous profanity, but the most of the retreating mass reached
Bloody Run, Pennsylvania, marching _via_ Sir John's Run, Hanco