At Staunton I found, according to previous arrangements, Major-General Smith, of the Virginia Military Institute, with the corps of cadets, ready to co-operate in the defense of that portion of the valley.

On the morning of May 7 General Johnson, whose familiarity with that mountain region and whose high qualities as a soldier admirably fitted him for the advance, moved with his command in the direction of the enemy, followed by the brigades of General Taliaferro, Colonel Campbell, and General Winder, in the order named.

Encountering the enemy's advance near the point where the Staunton and Parkersburg turnpike intersects the Harrisonsburg and Warm Springs turnpike, General Johnson pressed forward. The Federals rapidly retreated, abandoning their baggage at Rodgers' and other points east of the Shenandoah Mountain. After the advance had reached the western base of the Shenandoah Mountain the troops bivouacked for the night.

On the following morning the march was resumed, General Johnson's brigade still in front. The head of the column was halted near the top of Bull Pasture Mountain, and General Johnson, accompanied by a party of 30 men and several officers, with a view to a reconnaissance of the enemy's position, ascended Setlington's Hill, an isolated spur of the Bull Pasture Mountain on the left of the turnpike, and commanding a full view of the village of McDowell. From this point the position, and to some extent the strength, of the enemy could be seen. In the valley in which McDowell is located was observed a considerable force of infantry. To the right, on a height, were two regiment, but too distant for an effective fire to that point. Almost a mile in front was a battery supported by infantry.

The enemy, observing a reconnoitering party, sent out a small body of skirmishers, which was promptly met by the men with General Johnson and driven back.

For the purpose of securing the hill, all of General Johnson's regiments were sent to him. The Fifty-second Virginia Regiment, being the first to reach the ground, was posted on the left as skirmishers, and it was not long before they were engaged in a brisk encounter with the enemy's skirmishers, whom they handsomely repulsed. Soon after this three other regiments arrived, and were posted as follows: The Twelfth Georgia on the crest of the hill, and forming the center of our line; the Fifty-eighth Virginia on the left, to support the Fifty-second, and the Forty-fourth Virginia on the right near a ravine.

Milroy having during the day been re-enforced by General Schenck, determined to carry the hill, if possible, by a direct attack. Advancing in force along its western slope, protected in his advance by the character of the ground and the wood interposed in our front and driving our skirmishers before him, he emerged from the woods and poured a galling fire into our right, which was returned, and a brisk and animated contest was kept up for some time, when the two remaining regiments of Johnson's brigade (the Twenty-fifth and Thirty-first) coming up, they were posted to the right. The fire was now rapid and well sustained on both sides and the conflict fierce and sanguinary.

In ascending to the crest of the hill from the turnpike the troops had to pass to the left through the woods by a narrow and rough route. To prevent the possibility of the enemy's advancing along the turnpike and seizing the point where the troops left the road to ascend the hill, the Thirty-first Virginia Regiment was posted between that point and the town, and when ordered to join its brigade in action its place was supplied by the Twenty-first Virginia Regiment. The engagement had