May 25.

At Kernstown, behind Hogg Run, the Federal rear-guard halted for the last time, but after a short engagement fell back on Winchester.  It was now three o’clock, an hour before dawn, and the Massachusetts men became aware that the enemy had halted.  Their skirmishers still pressed slowly forward, and an occasional shot flashed out in the darkness.  But that noise which once heard on a still night is never forgotten, the solid tramp of a heavy column on a hard road, like the dull roar of a distant cataract, had suddenly died away.  As the day broke the Confederate advanced guard, passing Pritchard’s Hill and Kernstown battlefield, struck the Federal pickets on Parkin’s Hill.  In front was a brook which goes by the name of Abraham’s Creek; beyond the brook rose the ridge which covers Winchester, and Jackson at last permitted his men to rest.  The coveted heights were within easy grasp.  The Federal army was still in Winchester, and nothing now remained but to storm the hills, and drive the enemy in panic from the town.

The Confederates, when the order was given to halt, had dropped where they stood, and lay sleeping by the roadside.  But their commander permitted himself no repose.  For more than an hour, without a cloak to protect him from the chilling dews, listening to every sound that came from the front, he stood like a sentinel over the prostrate ranks.  As the dawn rose, in a quiet undertone he gave the word to march.  The order was passed down the column, and, in the dim grey light, the men, rising from their short slumbers, stiff, cold, and hungry, advanced to battle.

Jackson had with him on the turnpike, for the most part south of Kernstown, his own division, supported by the brigades of Scott and Elzey and by nine batteries.  About a mile eastward on the Front Royal road was Ewell, with Trimble’s brigade and ten guns.  This detachment had moved on Winchester the preceding evening, driving in the Federal pickets, and had halted within three miles of the town.  During the night Jackson had sent a staff officer with instructions to Ewell.  The message, although the bearer had to ride nine-and-twenty miles, by Newton and Nineveh, had reached its destination in good time; and as the Stonewall Brigade moved silently past Pritchard’s Hill, Trimble’s brigade advanced abreast of it beyond the intervening woods.

On both the Valley turnpike and the Front Royal road the Federals were favoured by the ground, and their position, although the two wings were widely separated, had been skilfully selected.  On the turnpike and west of it was Gordon’s brigade of four regiments, strengthened by eight guns, and by a strong force of cavalry in reserve.  Watching the Front Royal road was Donnelly’s brigade, also of four regiments, with eight guns and a few squadrons.  The line of defence ran along a broken ridge, lined in many places with stout stone walls, and protected in front by the winding reaches of Abraham’s Creek.