A FEW days after Burnside replaced McClellan in command of the Army of the Potomac, this photograph was taken while he was with his staff at Warrenton, Virginia, in the middle of November, in 1862. Burnside is here seen in the midst of his officers, with one hand characteristically tucked into his coat and the other holding a written military order. Burnside was a graduate of West Point and when twenty-four years old helped to take the Capital in the Mexican War. He had also been an Indian fighter and during those days made a journey of over a thousand miles across the plains in seventeen days, accompanied by only three men, to carry dispatches to President Filmore. At twenty-nine years of age he resigned from the United States Army and invented the Burnside rifle. He was one of McClellan's intimate friends, and while a civilian he was engaged with him on the Illinois Central Railroad. Burnside was in New York when the Civil War broke out and hurried to the front in command of the First Rhode Island Volunteers. He fought at the first battle of Bull Run and commanded an expedition that stormed the North Carolina coast. He was in the famous Battle of Roanoke Island and Newbern and as a reward for these successes he was given the rank of major-general. He later fought the Battle of Camden, attacked and reduced Fort Macon, and during the Peninsula Campaign fought at the Battle of South Mountain and Antietam. When Lincoln first offered Burnside the command held by McClellan it is said that he refused it three times. Not until he knew that his friend must go did he concede to the wishes of the president. When Burnside took command of the Union forces he was but thirty-nine years old, but an experienced warrior. [Illustration: PHOTOGRAPH TAKEN WHILE MAJOR-GENERAL AMBROSE E. BURNSIDE WAS ENCAMPED WITH HIS STAFF IN 1862] [Illustration: GENERAL EDWIN V. SUMNER AND STAFF IN PENINSULA CAMPAIGN IN 1862]