their way through the timber and bearing down upon them like an irresistible avalanche. There was no stemming such a tide. The two guns fired a round or two, and efforts were made by the infantry here and there to form, and make some show for a fight. But the shock was too great; the sense of utter helplessness was too apparent. The resistance offered was speedily beaten down. There was nothing left but to lay down their arms and surrender, or flee. They threw them away, and fled. Arms, knapsacks, clothing, equipage, everything, was thrown aside and left behind. The camp was in wild confusion. Men lost their heads in terror, the road and the woods on both sides were filled with men, horses and cattle, in one mad flight. The rebel yells added terror to the situation, and the two guns moving abreast of the line of battle and firing alternately into the fleeing mass, completed the panic. Rodes' line swept forward driving the mass before it, but no line with so wide a front could advance rapidly through such a forest. The high ground at Talley's, five-eighths of a mile distant, which overlooked the neighborhood was the first vantage point which Jackson aimed at. This place was protected by redoubts and a battery of guns. But the panic which began with Von Gilsa's brigade had spread through the division, and the resistance offered at Talley's, was scarcely more than was encountered at the first onset. The battery was captured without its having fired a shot, and the infantry were swept along with the fleeing mass.
Beyond Talley's is a stretch of forest extending to the open space around Dowdall's tavern. The tavern is located on high ground just beyond the intersection of the plank road with the turnpike, and is surrounded by undulating fields which slope to the south and west to the margin of a small stream. These fields were occupied by Bushbeck's brigade, about 1,500 strong, of Steinwehr's division. The open space on the north side of the road had been occupied by Barlow's brigade of the same division, but had during the forenoon been ordered to the support of Sickles beyond Hazel Grove. A battery was posted on the high ground at the tavern, where Bushbeck's infantry occu-
