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The Confederate army under Lee passed down the Shenandoah Valley. His own headquarters were at Berrysville, and his army in the vicinity of Winchester. He had been reinforced by the troops from West Virginia. McClellan, after a delay at Antietam, moved southeast of the mountains, and located his headquarters at Salem.

It was evident that the future plans of the commanding generals of the two armies were incomplete and undeveloped at this time. Reconnoitering expeditions were sent out to ascertain the plans of the opposing armies. Several skirmishes occurred, productive of no decisive results. Winter was fast approaching; almost two months had elapsed since the battle of Antietam, and nothing of importance had taken place. General dissatisfaction existed with the tardy manner in which McClellan had pursued the enemy. On the 5th of November, while at Warrenton, an order was conveyed to him by Gen. Buckingham that he had been relieved of the duties as commander of the Army of the Potomac, and had been superseded by Gen. Ambrose E. Burnside. He was ordered to report at Trenton, N. J.

McClellan held the devotion of his officers, and the whole body of the army were enthusiastic in their affection for him. Burnside himself would gladly have served under McClellan, but he had no alternative except to disobey orders; so he reluctantly assumed command of the Army of the Potomac and McClellan took his departure on Nov. 10th.

BATTLE OF FREDERICKSBURG, DEC. 13, 1862.-The movement of the army toward Fredericksburg was commenced on a

direct line for conducting operations against Richmond, which was now contemplated. As Burnside moved from Warrenton along the north bank of the Rappahanock, Lee made a parallel movement along the south bank. By forced marches the Confederate army succeeded in occupying Fredericksburg in advance of the Union army, and at once proceeded to fortify their front. By Nov. 20th the Federal army was concentrated at Falmouth, which is on the north side of the stream, across from Fredericksburg. The next day Burnside demanded the surrender of the city, which was refused. Lee had assembled an army of about 90,000 men,-opposed by a force of 120,000.

Finally, preparations for the crossing of the river were commenced on the 11th of December. Those constructing the pontoon bridges, being exposed to a deadly fire from the Confederate sharpshooters, were three times driven back. Volunteers charged upon the sharpshooters, and drove them away, after which the bridges were completed, and the army passed over the river without any obstruction.

On the 13th of December began the obstinate and bloody battle of Fredericksburg. The enemy had exerted every energy to fortify themselves with impregnable defenses. A large portion of the army was posted behind a stone wall four feet high. The Federal troops made a valiant and determined effort to drive the foe from their defenses. Again and again they charged upon the enemy's works, but each time they were driven back with frightful slaughter. Of all the Federal troops engaged, those under Franklin alone had gained an advantage.

At length it became evident that any further attempt to take the heights would be futile, and result in a continuation of the reckless destruction of life. The troops were compelled to retire from the scene of their heroism, and took a position beyond the range of the batteries of the unconquerable foe.

No fighting of any importance took place on Sunday, the 14th. Some skirmishing occurred on the next day. During the following night, Burnside withdrew his forces across the Rappahannock to their former position.

The Federal loss in this battle was 1,128 killed, 9,105 wounded, 3,234 missing. The Confederate loss was about 5,000. The great disparity of Federal loss was due to the superior advantages of position and protection enjoyed by the Confederates, and to their vast number of guns brought into action.

Burnside wished to repeat the assault on the 14th, but the firm protests of his officers against such suicidal madness induced him to give way in his desires.

Lee was blamed for not leaving his defenses to complete the demoralization of the Army of the Potomac. For Lee to have left his works before the defeat of Burnside, would have been to invite defeat; and for him to have assailed the Union army in their defenses at Falmouth, would have been a repetition of Burnside's blunders.

The usefulness of Burnside as commander of the Army of the Potomac was at an end. Officers and soldiers alike felt that he had misjudged in ordering an assault upon the strong de

fenses of Fredericksburg. At his own request he was relieved of this command by the President, and Joseph Hooker was appointed to succeed him. Hooker arrived at Falmouth on the 26th of January to assume the responsibilities of his new duties. A period of several months elapsed before the Army of the Potomac again met the enemy in battle.

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CHAPTER XV.

CHANCELLORSVILLE.

THE BATTLE OF CHANCELLORSVILLE, MAY 1-3, 1863.When Gen. Hooker took command of the Army of the Potomac, its spirit and efficiency were at a low ebb. Desertions occurred at the rate of 200 a day. The number absent from their regiments as shown by the rolls was 2,922 officers and 81,964 soldiers and non-commissioned officers-in hospitals, on leave, or detached on duty; but many had deserted. The frequent audacious Confederate cavalry raids during the winter indicated the confidence and elation of the enemy, and the apathy born of despair, of the Federals. The Union army, though still greater in numbers, was probably at this time no match on equal terms for its better disciplined, self-confident and more determined foe. Hooker very properly devoted two months to organizing his army, disciplining his troops, and exalting the spirits of his men. His energy and resources were such, that in a short time he had at his command an army equal in numbers and efficiency to any ever seen on this continent, save that which McClellan commanded in the first three months of 1861. The infantry numbered 100,000; artillery, 10,000; and cavalry, 13,000. As horses and feed were both scarce in the South, there was not and never had been a Confederate cavalry force that could stand against the one at Hooker's command.

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