Our army was thus resting in apparent security along the banks of Cedar creek. The men were amusing themselves in visiting the numerous caverns in the vicinity, strolling among the pleasant groves or wandering by the shady borders of the stream. Sheridan had left the army and returned to Washington for a day or two, to make arrangements for his future movements, and General Wright had temporary command of the army.

Our infantry force was arranged from left to right along the creek, first, on the left of the turnpike, General Crook's "Army of Virginia," or as it was more generally known, the Eighth corps, holding the left flank, facing eastward and southward; then, the Nineteenth corps, holding the pike and facing toward the south, its line occupying high bluffs which overhung the creek. On the right of the Nineteenth corps, and almost at right angles with it, was the Sixth corps, its line extending far toward the north. The corps faced the stream, looking directly west. The divisions of the corps were posted, on the right the Second, in the center the First, and on the left the Third division.

On the flanks of the infantry, cavalry was posted; Custer on the right of the Sixth corps, and Averill's division, now under Colonel Powell, on the left of the infantry line, near Front Royal. Our line thus extended from North Mountain, on the right, almost to Front Royal, on the left, following nearly the course of Cedar creek, and that part of the north branch of the Shenandoah which crosses the valley at right angles.

The enemy had been trying our line at various points, during the last two or three days, and in one instance had captured or dispersed a small squad of cavalry on the right, and captured some signaling instruments. These demonstrations were little heeded; our line had been posted by General Sheridan, and these slight attacks seemed of little account. In Early's army, however, they were considered of more weighty import. That army had recently been reinforced by Longstreet's corps of sixteen thousand men, and the immediate defeat, and, if possible, destruction, of Sheridan's army was regarded, by both General Lee and the authorities at Richmond, as absolutely necessary to the safety of Lee's army. Hence every preparation had been made for a most determined attack, and these lighter demonstrations had been made to ascertain the exact position of our troops.

When, at two o'clock, on the morning of the nineteenth of October, we heard rapid firing where Custer, with his horsemen, held the right, and on the left, where Averill's cavalry was posted, we turned over in our blankets and said, "The cavalry is having a brush," and went to sleep again. And then, at a later hour, at four o'clock in the morning, when we of the Sixth corps heard brisk picket firing in front of the Eighth and Nineteenth corps, we were scarcely aroused from our slumbers, for we thought it to be a mere picket skirmish, in which none but those directly engaged had any particular interest. But when the firing became general along the whole line of these two corps, and we saw hundreds of men going with hasty steps and lengthy strides to the rear, we were at length aroused to the truth that a battle was really in progress.

From a Sixth corps point of view, the scene was at first extremely ludicrous, we did not know and could not have believed at that time that the flank of our army was turned, and that the enemy was actually in possession of the camps of one whole corps; and when we saw stragglers filling the fields, taking rapid strides toward the rear, scarce any two of them going together, some without hats, others destitute of coats or boots, a few with guns, many wearing the shoulder straps of officers, all bent on getting a good way to the rear, never stopping to answer a question or explain what was going on at the front, the spectacle was to us of the Sixth corps one of infinite amusement. None of these hundreds and thousands of stragglers were so undignified as to run, but such walking was never seen before. None of them deigned to look to the right or left, they were bent only upon getting as far on the road to Winchester as possible.

At length the truth flashed upon us. More than half of our army was already beaten and routed, while the remainder had been in ignorance of the fact that anything serious was transpiring. Now the rebels were pouring down toward the Winchester and Strasburgh turnpike, sending a perfect shower of bullets whistling about the vicinity of the head-quarters of the army, into the Sixth corps hospital camp and into the trains, which were by this time joining in the stampede.

Staff officers now came riding furiously through the camps of the Sixth corps, with orders to fall in at once, and proceed at double-quick to the left.

We may now turn back and trace the cause of this unexpected state of affairs. Early had, without doubt, assured himself of the exact position of our army through information conveyed by spies, who were able to comprehend the whole situation. He then prepared for a bold and sudden movement, which should take by surprise one flank of our army. Kershaw's rebel division advanced along the sides of the mountains, and, at midnight, crossed the north branch of the Shenandoah, still observing the most complete silence. Even the canteens of the soldiers had been left behind lest the sound of them should betray the movement.

The whole division over, it was massed on the left of General Crook's command. A dense fog enveloped the whole surrounding country, and so thick was it that no man could see an object a few feet from him. Under the cover of this fog, the rebels succeeded in quietly capturing a large part of the picket force and nothing now interposed between the rebels and General Crook's camps. Toward these they hastened, and so complete was the surprise, that the men of the Eighth corps were, for the most part, quietly sleeping in their tents. The few who had got into the breastworks were subjected to a fierce fire in the flank, and were soon forced to abandon the line. The rebels seized the Union batteries along that part of the line, and turned them upon the camps of the Nineteenth corps, and at the same time a rebel line of battle advanced against that corps from the front. The confusion became every moment greater. Daylight was just merging from night, the thick mists hung like an impenetrable veil over the field, and the men of the Nineteenth corps were unable to tell whence came all this storm of missiles; but, trailing their guns in the direction from which the shells seemed to come, the gunners worked their pieces at random. A general stampede was commenced. The men of the Eighth corps were mostly fugitives; and those who strove to keep in line were forced back. Both the fugitives and the disordered line of battle, were rushing through the camps of the Nineteenth corps. The officers of that corps were, with shouts and wild gesticulations, striving to collect their disordered commands, but with little success. Riderless horses were galloping here and there, cows, with which the army was well supplied, were bellowing, mules were braying, bullets whistling and shells howling. The Eighth corps having left the way clear, the rebels came down upon the Nineteenth, which gave way and was doubled upon the Sixth corps, but although thrown into confusion it was not in the panic with which the Eighth corps yielded the ground.