Von Gilsa’s brigade was staggered by enemy fire from three directions. There was no time to change front. Men from the 41st and 45th New York either crossed the road to re-form or fled eastward. The 153rd Pennsylvania and 54th New York staggered into a thin battle line and opened fire. After one or two volleys, the 1st Brigade’s flanks were turned. Three options existed: death, flight or surrender. Fearing capture as much as being killed, the men ran for the rear, pursued by Alabamians, Georgians and North Carolinians. Von Gilsa’s command disintegrated; McLean’s was next.

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Colonel John Lee heard the firing at 5:30 p.m. and rode rapidly toward von Gilsa. Looking down the road, he saw enemy cavalry followed by a battery galloping toward him. Turning around, Lee rode to Talley’s, where he found Devens and McLean mounted outside the house. Solid shot struck the road as Lee told them that there was firing to the west but no activity to his front. Should he change front to meet the enemy? Devens said nothing. McLean replied, ‘Not yet.’ Lee found his regiment standing in the woods to escape enemy fire–they had charged across the road between canister rounds. In a few minutes, Lee returned to Talley’s and reported that the 1st Brigade was falling back. Once again failing to receive orders from either general, the frustrated colonel departed.

During the Southern advance, two guns of Stuart’s horse artillery took up position on the turnpike and fired into the retreating Federals. A second section came forward, relieved the first, and continued the chase.

At the first sound of fighting, the men in the 75th Ohio grabbed their muskets and deployed into line. Under heavy fire, Colonel Reily ordered a change of front to the west. Before the movement could be completed, von Gilsa’s men appeared. Some stopped and rallied on the 75th. Most, however, continued their flight to the rear, followed by horses, mules, stragglers and a few wagons. Reily threatened to shoot the fugitives as they ran by, but opened his ranks instead. The 75th came into line and delivered a volley that slowed the Rebel infantry, now less than 30 yards away. Enemy fire struck them from the front and right. Shot in the leg, Reily fell off his horse. After firing a few volleys and suffering 150 casualties, the 75th fell back to a new line in front of the Talley farm. Among those left behind was their wounded colonel.

Following McLean’s orders, Richardson deployed the 25th Ohio into line and changed front to the west. The regiment stood 300 yards east of the 75th. The open ground to the north was full of enemy troops. Alonzo Keller, a private in Company C, recorded in his diary that the 55th ‘was attacked on our right by a hurricane force.’ Driven out of position by enfilading fire, many from the 55th and 107th Ohio ran across the road. McLean tried to re-form them behind the 25th. The 17th Connecticut remained west of the Talley house as Confederate pressure from the left eased. Deployed to the south, the 55th Ohio’s pickets delayed Brig. Gens. Alfred H. Colquitt’s and Stephen D. Ramseur’s brigades. Reinforced by some of von Gilsa’s men, the 2nd Brigade made a stand.

Not knowing what to do, Devens watched as his command was destroyed. Confederate artillery opened with canister at short range. Two Rebel infantry brigades enveloped the division’s front and right. After momentarily stopping Rodes’ advance with three volleys, the 25th broke and ran. Behind them, the 55th fired two or three more rounds, then followed. Every mounted officer in McLean’s brigade was down. Talley’s clearing quickly was filled with panic-stricken soldiers. Facing the same three choices as von Gilsa’s men, they ran at top speed toward Wilderness Church. Here, Schurz hurriedly formed a westward-facing battle line of about 5,000 men. Wounded in the foot, Devens gave McLean divisional command and left the field.

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