Daylight was now approaching. Without waiting the enemy's fire, I ordered both my regiments withdrawn, which was effected in good order, to the west of the pike. The enemy at once reoccupied the woods in our front in superior force, but obviously without a good battle-line. Again I ordered the two regiments to a charge, which was splendidly responded to, although a promised attack in our support was not made. Elliott I did not see or receive any order from after the battle began. Milroy was trying to maintain the fight nearer Winchester, to the east of the pike, and he gave no order that reached me. After a conflict in which the two lines were engaged in places not twenty feet apart, the enemy gave way, and our line advanced to his artillery, shooting and driving the gunners from their pieces and completely silencing them, the Confederates again taking refuge in the railroad cut. I could learn nothing of the progress of the fight at other points, and could hear no firing, save occasional shots in the direction of Winchester. I concluded the object of the attack was accomplished so far as possible, and that the non- combatants had had time to escape. It was now day-dawn, and we could not hope to further surprise the enemy or long operate on his flank. About 5 A.M., therefore, I ordered the whole line withdrawn from the woods, and resumed the march northward along the Martinsburg road. I was soon joined by Generals Milroy and Elliott and by members of their staffs, but with few men. Milroy had personally led a charge with the 87th Pennsylvania and had a horse shot under him, but there was no concert of action in the conduct of the battle. Colonel Wm. G. Ely and a part of the brigade he commanded were captured between Stephenson's Depot and Winchester, having done little fighting, and a portion of McReynolds' brigade shared the same fate. The cavalry became panic-stricken and, commingling with the mules and horses on which teamsters and others were mounted, all in great disorder took wildly to the hills and mountains to the northwest, followed by infantry in somewhat better order; the mules brayed, the horses neighed, the teamsters and riders indulged in much vigorous profanity, but the most of the retreating mass reached Bloody Run, Pennsylvania, marching _via_ Sir John's Run, Hancock, and Bath. Citizens on Apple-Pie Ridge who witnessed the wild scene describe it as a veritable bedlam.(14) Captain Z. Baird, of Milroy's staff, who joined me while engaged in the night fight in the woods, but who was under the erroneous impression Elliott had ordered the attack, in his testimony before the Milroy Court of Inquiry, gives this account of the engagement: