|Battle Name:||Kernstown II|
|Location:||Frederick County and Winchester|
|Campaign:||Early’s Raid and Operations against the B&O Railroad (June-August 1864)|
|Dates:||Date(s):July 24, 1864|
|Principal Commanders:||Brig. Gen. George Crook [US]; Lt. Gen. Jubal A. Early [CS]|
|Forces Engaged:||23,000 total (US 10,000; CS 13,000)|
|Estimated Casualties:||1,800 total (US 1,200; CS 600)|
Believing that Early’s army was no longer a threat in the Valley, Maj. Gen. Horatio Wright abandoned his pursuit and ordered the VI and XIX Corps to return to Washington, where they were to be sent to Grant’s “army group” before Petersburg. Wright left Brig. Gen. George Crook with three divisions and some cavalry to hold Winchester. Under orders to prevent reinforcements from being sent to Grant, Early marched north on July 24 against Crook. After an hour of stubborn resistance at Pritchard’s Hill, the Federal line collapsed and Crook’s divisions streamed back in disarray through the streets of Winchester. Col. James Mulligan commanding Crook’s 3rd Division was mortally wounded. Rutherford B. Hayes commanded a brigade against John C. Breckinridge’s wing. Crook retreated to the Potomac River and crossed near Williamsport on July 26. As a result of this defeat and the burning of Chambersburg, Pennsylvania, on July 30, Grant returned the VI and XIX Corps and appointed Sheridan as commander of Union forces in the Valley.
Late in the afternoon on July 24, 1864, 1,800 Union soldiers led by Colonel James A. Mulligan fell back to this lane. Major General John B. Gordon's Confederate force attacked from the ground beyond Opequon Church. Mulligan held off Gordon briefly, but Confederate Major General John C. Breckinridge's devastating flank attack struck the Irishman from the east side of the Valley Pike. Breckinridge, a former U.S. Vice President, personally led his men forward. One soldiers deemed him, "the bravest man I ever saw." To the west, sharpshooters from Major General Stephen D. Ramseur's Confederate command attacked Mulligan's right flank, a short distance beyond the wheelwright shop.