US Deployment at Winchester: Banks now deployed at Winchester to slow the CS pursuit. He had two brigades of infantry under Donelly and Gordon, a mixed brigade of cavalry under Hatch, and 16 guns. Gordon's brigade was placed on the US right on Bower's Hill with its left flank at the Valley Pike, supported by a battery of artillery. The center of the line (Camp Hill) was held by the cavalry supported by two guns. Donelly's brigade was placed in a crescent on the left to cover the Front Royal and Millwood roads with the rest of the artillery. At earliest light the CS skirmish line advanced in force driving the US pickets back to their main line of battle.

CS Advance on Front Royal Pike: During the night, the advance of Maj. Gen. Richard Ewell's division (four brigades) reached Buffalo Lick. At dawn, he deployed his brigades astride the Front Royal Pike and advanced against the Union left flank. His leading regiments (in particular the 21st North Carolina) came under heavy fire from US forces deployed behind stone fences and were repulsed. CS forces regrouped and brought up artillery. After about an hour, they again advanced, this time sending regiments to either side of the high ground to enfilade the Union position. Donelly (US) withdrew his brigade to a position closer to town with his right flank anchored on Camp Hill. Trimble's brigade (CS) then attempted a flanking movement to the right beyond the Millwood Road. This movement threatened the US left and rear. This movement, in conjunction with Confederate maneuvers on the left beyond the Valley Pike, caused the Union line to collapse in this sector.

CS Advance on Valley Pike: In conjunction with Ewell's advance on the Front Royal Pike, Jackson advanced the Stonewall Brigade on the Valley Pike at early dawn in a heavy fog. At Jackson's command, the brigade swept over a hill to the left of the pike, driving off the US skirmishers who held it. Jackson quickly placed a section of artillery on the hill to engage US artillery on Bower's Hill at a range of less than half a mile. Union sharpshooters along Abrams Creek began picking off the cannoneers. In response, Banks moved his artillery farther to the right to enfilade the CS artillery and heavily reinforced his right flank with infantry. Jackson brought up the rest of his artillery and a duel ensued with the Union guns on Bower's Hill. It now appeared that the Union forces were preparing to turn the Confederate left.

To counter this threat, Jackson deployed Taylor's Louisiana brigade, reinforced by two regiments of Taliaferro's, to the left along Abrams Creek. Taylor marched under fire to a position overlapping the Union right and then attacked Bower's Hill. The Confederate assault swept irresistibly forward over the crest in the face of determined resistance. The Union right flank collapsed, even as the left flank was being pressured by Ewell. Union soldiers began streaming back into town.

US Retreat: With the collapse of both flanks, Union forces retreated through the streets of Winchester and north on the Valley Pike. Confederate pursuit was lethargic, as the troops were exhausted from the non-stop marching of the previous week. Nevertheless, many Union prisoners fell into Confederate hands. Ashby's cavalry was disorganized from the actions of 24 May and did not pursue until Banks had already reached the Potomac River.

Current Condition of the Battlefield

The battlefield of First Winchester has been lost as a coherent landscape to the growth of the city of Winchester. Most of the core area has been developed for residences on Bower's Hill, along US 11, and around the intersection of I-81 and rte. 50. US Artillery positions have been built upon and vantage points lost. According to a county planning official 1,600 new residences have been approved for construction at the base of Bower's Hill along Abrams Creek. Access to Battery Hill (Hill 819) north of Cedar Creek Grade, west of US 11 and south of railroad tracks, would offer an interesting vantage point, although access is restricted. This site overlooks the field over which Taylor's Louisiana brigade marched to assault Bower's Hill, just south of the water tower. This same ground was fought over during the first day's fighting at Second Winchester when this hill served as a CS artillery position.

Willow Lawn, circa 1765, is set back from the road behind an industrial building, west of US 11 and north of the railroad. Parkins Mill on US 11 at Abrams Creek (burned in 1864 and rebuilt after the war). All historic structures are surrounded by modern buildings. The Winchester Historic District protects many buildings of Civil War vintage and offers a focal point for visitors. Beck and Grunder's ``Three Battles of Winchester'' provides a driving tour of the battlefield with stops at Camp Hill, Milltown, Williamsburg Heights, and Bower's Hill. Advance to: First Battle of Winchester and Jackson's Shenandoah Valley Campaign.