March 8, 1864, was a wet, blustery Tuesday in Washington, D.C. Despite the bad weather, an unusually large crowd had gathered at the White House that evening for one of President and Mrs. Lincoln’s regular receptions. The reason for the increased turnout was not hard to guess: Major General Ulysses S. Grant was rumored to be in town for a high-level meeting with the president. At that meeting, Grant, the increasingly idolized victor of Fort Donelson, Vicksburg and Chattanooga, was expected to receive his much-anticipated promotion to lieutenant general–the first man to hold such an exalted rank in the United States Army since George Washington, nine decades earlier.

No one was more eager to meet the Illinois general than Abraham Lincoln. In the face of near-constant defeats on the eastern front of the war, Grant had been a consistent beacon of good news–and good generalship–in the West. While other, more dashing generals–George McClellan, John Pope, Ambrose Burnside and ‘Fighting Joe’ Hooker–had been tried and found wanting on the Virginia battlefields, the initially unknown Grant had quietly gone about the task of carving up large sections of the western Confederacy. Rumors of occasional binge drinking by Grant had floated back to Lincoln, but the hard-pressed chief executive had shown a patience for his fellow Illinoisan that he had not always demonstrated with the closer-at-hand eastern generals. ‘I can’t spare this man; he fights,’ was how Lincoln put it, joking that perhaps he should find out what brand of whiskey Grant drank and send a case to the rest of his generals to stiffen their resolve.

But Lincoln had not summoned Grant to discuss his alcoholic preferences. Nor was the general in Washington simply to receive his well-deserved raise in rank. What Lincoln wanted to hear from Grant was how, exactly, he intended to win the war, and, more to the point, how he intended to go through Robert E. Lee to do it. For, despite the dramatic Union victory at Gettysburg, Pa., on July 3, 1863, there was still the disheartening knowledge that the wily Confederate general had escaped to fight another day. And, given his past record, he could be expected to fight hard, to fight well, and to fight soon. In the eight months since Gettysburg, Lee and the tough veteran officers and men of his Army of Northern Virginia had frustrated one attempt after another by Maj. Gen. George Gordon Meade’s Army of the Potomac to finish them off. With the unusually wet winter coming to a close, Lee’s rested and reconstituted army no doubt would be back grabbing at the Union’s throat as soon as weather permitted.

As the crowd swirled and eddied around the president and his wife, Mary Todd Lincoln, in the East Room of the White House, there was a sudden stir and buzz at the far end of the room, near the doorway. The president, who, at 6 feet 4 inches, was a good head taller than anyone else in the room, looked up from the receiving line and spied the unprepossessing form of the new arrival–a man whose face he had only seen in photographs. ‘Why, here is General Grant!’ Lincoln exclaimed. With a master politician’s quick grace, the president hurried across the room, right hand outstretched. Grant, 8 inches shorter than the president, walked slowly toward him (presidential secretary John Hay remembered later that it was ‘a long walk for a bashful man’), and the two men shook hands for the first time. ‘Well, this is a great pleasure, I assure you,’ said Lincoln with a smile. Grant, who a fellow Union officer once said ‘habitually wears an expression as if he had determined to drive his head through a brick wall, and was about to do it,’ relaxed enough to permit himself a slight smile. After a lengthy wade through well-wishers–Lincoln withdrew to permit the general his moment in the sun–the two men finally sat down together in private to discuss the upcoming campaign.

Lincoln did not want to know Grant’s plan of attack in great detail; he had gotten into trouble in the past by accidently leaking details of campaigns. It was enough to know that Grant intended to make his headquarters in the field with the Army of the Potomac, and, more important, that he intended to make Robert E. Lee his primary target. Grant later recalled: ‘My general plan…was to concentrate all the force possible against the Confederate armies in the field. To get possession of Lee’s army was the first great object. With the capture of his army Richmond would necessarily follow.’ He intended to attach himself directly to the Army of the Potomac, still commanded on paper by Meade, the victor at Gettysburg. Together, they would attempt to bring Lee to battle as soon as possible. The only question was where.

Lee and his 65,000-man army were presently camped on the south side of the Rapidan River, directly across from Meade’s forces at Culpeper. The two sides had spent a comparatively comfortable winter–particularly from the perspective of the Union troops, who passed the winter huddling in their snug tents and cabins, writing letters home, engaging in mock-heroic snowball fights, going to armywide revival meetings and enlarging upon that endlessly fascinating topic: What are our generals going to do next? George T. Stevens, a surgeon with the 77th New York Regiment, remembered: ‘This was the most cheerful winter we had passed in camp. One agreeable feature was the great number of ladies, wives of officers, who spent the winter with their husbands. On every fine day, great numbers of ladies might be seen riding about the camps and over the desolate fields, and their presence added greatly to the brilliancy of the frequent reviews.’ The humble enlisted men, not having the pleasure of female company, manufactured their own companions. According to Captain Henry Blake of the 11th Massachusetts, the men hosted their own homespun dances, with ‘one half of the soldiers arrayed as women. The resemblance in the features of some of these persons was so perfect that a stranger would be unable to distinguish between the assumed and the genuine characters.’

The Confederates, who were not so well fed or sheltered as the Federals, occupied themselves mainly with trying to keep warm and finding enough to eat. Rations were mainly cornmeal and mush, leading one wag to nickname the two armies ‘the Fed and the Cornfed.’ Still, despite the inferior level of comfort, the Southerners maintained a surprisingly high morale, due in large part to the reverence bordering on religious zeal that the men held for their commanding general. ‘No army ever had such a leader as General Lee,’ gushed Private William Wilson of Virginia. ‘No general ever had such an army.’ When Lee went to Gordonsville in late April to personally welcome back into the army Lt. Gen. James Longstreet and his I Corps, which had been on detached service in Tennessee (and had spearheaded the great albeit Pyrrhic Confederate victory at Chickamauga), he was mobbed by the soldiers who greeted him. ‘The men hung around him and seemed satisfied to lay their hands on his gray horse or to touch the bridle, or the stirrup, or the general’s leg,’ recalled Private Frank Mixson of South Carolina. ‘Anything that Lee had was sacred to us fellows who had just come back.’ An officer observed, ‘We looked forward to victory under him as confidently as to successive sunrises.’

Although the Confederates had overwhelming faith in Lee, their Federal counterparts were less sure of Grant, at least at first. The new commanding general of the Union Army arrived at Meade’s headquarters at Brandy Station two days after his meeting with Lincoln, and immediately set out to make order of the chaotic scene. One unidentified private took note of his new commander’s less than impressive physical appearance. ‘Of all the officers in the group,’ he said, ‘I should have selected almost anyone but him as the general who won Vicksburg. He was small and slim, even to undersize; very quiet, and with a slight stoop. But for his straps, which came down too far in front of his shoulders on his rusty uniform, I should have taken him for a clerk at headquarters rather than a general.’ Nor were the men much impressed by the bold talk coming from the general’s entourage. They had heard such talk before, usually before a devastating defeat. Said Private Frank Wilkeson: ‘Old soldiers who had seen many military reputations melt before the battle fire of the Army of Northern Virginia shrugged their shoulders carelessly, and said indifferently, ‘Well, let Grant try what he can accomplish with the Army of the Potomac. He cannot be worse than his predecessors; and, if he is a fighter, he can find all the fighting he wants. We have never complained that Lee’s men would not fight.” Other soldiers joked, without much humor, that the Union Army was about to embark on its ‘annual Bull Run flogging.’

Grant’s first order of business was to decide what to do with the often vinegary Meade. Initially, he had intended to replace the patrician Pennsylvanian with one of his own trusted subordinates from the west, a move that Lincoln would have endorsed wholeheartedly, having lost whatever fleeting confidence he had in Meade following the general’s dilatory pursuit of Lee after Gettysburg. But Grant’s first meeting with Meade changed his mind. Meade humbly offered to step aside in favor of one of Grant’s western warriors, adding that ‘the work before us [is] of such vast importance to the whole nation that the feelings or wishes of no person should stand in the way of selecting the right men for all positions.’ Perhaps Grant was disarmed by Meade’s open display of patriotism. Or perhaps, having been in the same position himself following the Battle of Shiloh, he simply realized that by retaining Meade he would ensure his unquestioning loyalty and obedience. Whatever the reason, Grant elected to keep Meade in titular command of the Army of the Potomac, but he pitched his own headquarters tent nearby, and all messages, inquiries and orders went through him first, not the army’s bootless commander.

With Meade firmly in hand, Grant set out to plan the upcoming offensive. Lee’s army had spent the fall and winter months fortifying their lines south of the Rapidan; they were now virtually impregnable, as Meade had discovered for himself during the abortive Mine Run campaign the previous autumn, when a well-planned attempt to surprise Lee had had to be called off when the soldiers got a firsthand look at the bristling Rebel breastworks. Grant, for his part, had no intention of attacking Lee behind his defenses. Instead, he intended to outflank him by marching rapidly southward through the forbidding landscape known as the Wilderness, a 70-mile-wide, 30-mile-long stretch of second-growth timber, wiry underbrush, brackish water and barren soil that was all too familiar to the Union soldiers from their disastrous defeat at Chancellorsville exactly one year earlier. Indian legend said the shadowy woods of the Wilderness were haunted, and no one who had survived the previous spring’s debacle doubted the legends. Grant, the least superstitious of men, had no time for old wives’ tales, but he did understand that unless he moved quickly through the Wilderness, he and his army were dangerously vulnerable to enemy attack. Should Lee strike while the army was stretched out along the twisting trails and marshy gullies, the results could prove as fatal to Grant’s career as Chancellorsville had been to Hooker’s. Speed was of the essence, and the Army of the Potomac was not particularly noted for its quickness.

The task of arranging the army’s movements was left to Meade’s chief of staff, Maj. Gen. Andrew Humphreys, a prewar engineer and topographer who was as well-suited for the thankless role as anyone could be. The Pennsylvania-born Humphreys was a profane, irascible soldier whose ‘blue-gray dauntless eyes threw into his stern face the coldness of hammered steel.’ He was seldom seen to smile, and the complexities of his new assignment left him little time for amusement. He was charged with organizing a 120,000-man army into a manageable and maneuverable body, with 4,300 supply wagons and 850 field ambulances tagging along behind it like the tail of a kite. All were expected to march undisturbed through some of the roughest countryside in Virginia, beneath the very noses of their ever-vigilant opponents, and to do so in less than 30 hours, which was the amount of time it had taken Lee to move his army into position to counterattack during the Mine Run campaign the previous November. Anything less would leave the Federals dangerously exposed in the midst of the Wilderness, facing a predictably unpredictable enemy, with little room for the army’s cavalry and artillery to operate. ‘Viewed as a battleground,’ said Lt. Col. Francis Walker, the Wilderness ‘was simply infernal.’

Despite the difficulties, Humphreys quickly devised a workable plan. The army would be divided into two wings, which would cross the Rapidan at the Germanna and Ely fords and march quickly down the Germanna Plank Road to reunite at the intersection with the region’s one really good road, the Orange Turnpike. Once there, the army would have the choice of several routes leading west. With room to maneuver, the army could force the Rebels to come out of their breastworks in order to block any Union thrust toward Richmond. On an open field, the weight of Northern numbers and the deadly efficiency of the Union gunners would inevitably swing the tide of battle toward the North. Confederate artillery officer Robert Stiles, anticipating the upcoming campaign, was not alone in feeling ‘a sort of premonition of the definite mathematical calculation, in whose hard, unyielding grip our future should be held and crushed.’

It was a good plan, worthy of an experienced engineer’s logical mind. The only problem was that the best engineer in the prewar army was now wearing gray–and he was wearing three stars wreathed in gold on his collar. Already, Robert E. Lee had summoned his ranking commanders to the top of Clark’s Mountain, overlooking the suddenly busy Union camp, and unerringly predicted the path the enemy would take, down to the very fords they would use when moving against him. Surprisingly, Lee did not intend to contest the river crossings. He hoped instead to lure Grant into overconfidence (something experienced eastern officers had already seen on the part of Grant’s staff, if not the commanding general himself), and then strike him at an as-yet-undetermined place along the way.

Inexplicably, Lee made no preliminary moves to get his own somewhat scattered forces underway, preferring to leave the respective corps of Lt. Gens. Richard Ewell and Ambrose Powell Hill in their winter camps at Clark’s Mountain and Orange Court House, while Longstreet’s newly returned I Corps remained in the rear around Gordonsville, ready to fall back quickly to defend Richmond should the need arise. Perhaps, like Grant, Lee was guilty of underestimating his new opponent. Both generals had always had the advantage of fighting against opponents inferior to the ones they were now facing in each other. But if Lee was guilty of underestimating Grant, his I Corps commander was not. Longstreet had been Grant’s closest friend in the prewar army, even serving as best man at Grant’s wedding to a Longstreet cousin, and he understood the new Union leader in a way that Lee did not. ‘That man,’ Longstreet warned, ‘will fight us every day and every hour till the end of this war.’ Lee ignored the warning at his own considerable peril.

Meanwhile, preparations continued apace in the Union camp. At Brandy Station, Meade’s jumping-off point, a 3-story-high mountain of supplies grew steadily higher every day, a veritable cornucopia of soldiers’ needs–bread, beans, beef, pork, dried apples, coffee, sugar, tea, vinegar, molasses and potatoes. Finally, on May 3, the men were told to cook three days’ full rations and pack an extra three days’ partial rations, along with 50 rounds of ammunition. Experienced veterans knew what was coming, and they sought to advise the thousands of new recruits–all green as grass–on how to prepare for the upcoming campaign. Frank Wilkeson, a new artilleryman, was taken in hand by a grizzled veteran named Jellet, who ‘came to me that evening and kindly looked into my knapsack, and advised me as to what to keep and what to throw away. He cut my kit down to a change of underclothing, three pairs of socks, a pair of spare shoes, three plugs of navy tobacco, a rubber blanket, and a pair of woolen blankets.

”Now, my lad,’ Jellet said, ‘do not pick up anything excepting food and tobacco, while you are on the march. Get hold of all the food you can. Cut haversacks from dead men. Steal from the infantry if you can. Let your aim be to secure food and food and still more food, and keep your eyes open for tobacco. Do not look at clothing or shoes or blankets. You can always draw those articles from the quartermaster. Stick to your gun through thick and thin. Do not straggle. Fill your canteen at every stream we cross and wherever you get the chance elsewhere. Never wash your feet until the day’s march is over. If you do, you will surely blister.” Finally, Jellet advised Wilkeson not to burn his permanent camp. ‘Leave things as they are,’ he said. ‘We may want them before snow flies.’

At Union Army headquarters, no such qualified sense of optimism obtained. Among his other eccentricities, Grant refused to turn back after he started for a location. Indeed, if he passed a street he was looking for, he would circle the block rather than retrace his steps. Nor did he intend to do so now. After issuing his last order on the night of May 3, Grant casually crossed his legs, lit another cigar and began chatting with his staff. He explained his general reasons for choosing the eastern route through the Wilderness, instead of attempting to move around Lee’s left flank to the north. It would simplify resupply problems, he said, while also screening Washington from possible attack. Then the normally undemonstrative Grant surprised his aides by leaping to his feet, going over to a map on the wall and circling the towns of Richmond and Petersburg with his hands. ‘When my troops are there,’ Grant said, ‘Richmond is mine. Lee must retreat or surrender.’ It was becoming convincingly clear to everyone present that Grant did not envision a retreat of his own.

At 3 a.m. on May 4, the Army of the Potomac began crossing the Rapidan at Germanna Ford. Horsemen of the 3rd Indiana Cavalry splashed into the waist-deep stream, expecting a fusillade of bullets from the Confederate pickets on the other side. It never came. Obeying Lee’s orders not to contest the crossing, the pickets of the 1st North Carolina Cavalry fell back from the river and scattered into the pre-dawn darkness, leaving behind their half-cooked breakfast. The Rebels, said one Union trooper, ‘gave evidence of great fright.’ This was probably mere playacting, since Southern scouts had followed the enemy’s movements from the moment they had broken camp at midnight and begun heading toward the ford. Whatever the case, Federal engineers led by Captain William Folwell quickly followed the horsemen across the stream and began erecting two parallel bridges, 40 or 50 feet apart and 220 feet across. By dawn, when the carefully timed march of the infantry brought them to the ford, three temporary roads had already been chopped into the steep banks leading up from the river, and the foot soldiers in Maj. Gen. Gouverneur K. Warren’s V Corps marched smartly over the river and into the tangled gloom of the Wilderness.

Six miles downriver, at Ely’s Ford, Maj. Gen. Winfield Scott Hancock’s II Corps made a similar uncontested crossing. A canvas pontoon bridge had been thrown across the ford, but many of the infantrymen eschewed the bridge and simply waded across in water up to their hips, holding their cartridge boxes and rifles above their heads to keep them dry. Behind them they left a trail of discarded blankets and overcoats, so many that Wilkeson believed ‘it would be no exaggeration to say that one could have marched to the Rapidan on overcoats and blankets that were thrown away by tired soldiers.’ An irate Connecticut chaplain estimated the wastage at between 20 and 30 thousand dollars. Wilkeson, who marched with his fellow gunners behind a regiment of heavily sweating German immigrants, watched as the Germans struggled painfully up the steep riverbank, discarding their bulging knapsacks as they made their way. ‘Near the top of the hill we found many well-filled haversacks,’ he recalled, ‘and we picked up every one of them and hung them on the limbers and caissons and guns. The mine was rich, and we worked it thoroughly.’

Grant and his personal entourage followed the line of march to Germanna Ford. Loud cheers greeted them along the way. Usually a plain dresser, Grant had donned a smart pair of yellowish-brown gloves and a black slouch hat with a gold cord to mark the occasion. Accompanying him on the ride south was his political mentor, Illinois Congressman Elihu B. Washburne, who had been instrumental in Grant’s phenomenal rise to the top. Washburne was dressed entirely in black, and puzzled soldiers wondered aloud whether the somber figure was Grant’s ‘personal undertaker.’ Shortly before noon, Grant crossed the ford and set up temporary headquarters in an old farmhouse on a bluff overlooking the river. Nearby, Meade had established his own headquarters, and his personal flag–a golden eagle wreathed in silver on a lavender backdrop–flourished in the breeze. Grant, sitting on the porch of the ramshackle farmhouse smoking an ever-present cigar, asked jokingly: ‘What’s this? Is Imperial Caesar anywhere about here?’ When a Northern newspaperman, taking advantage of the general’s good mood, asked him how long it would take to reach Richmond, Grant responded airily, ‘About four days–that is, if General Lee becomes a party to the agreement; but if he objects, the trip will undoubtedly be prolonged.’

Grant’s untypically jovial mood was cut short a few minutes later when he was handed an intercepted message from the Confederates showing that Ewell’s corps was moving forward swiftly, destination as yet unknown. Immediately, Grant ordered Maj. Gen. Ambrose Burnside to prepare to cross the Rapidan with his IX Corps, which Grant had hoped to leave on the other side of the river to safeguard the Orange & Alexandria Railroad. Now, with evidence that Lee was moving with more dispatch than he had anticipated (veteran campaigners could have told him that would be the case), Grant ordered Burnside to ‘make forced marches until you reach this place. Start your troops now in the rear the moment they can be got off, and require them to make a night march.’ In the meantime, the II Corps had moved into position on the old killing ground at Chancellorsville, while the V and VI corps (the latter under Maj. Gen. John Sedgwick) were moving down the Germanna Plank Road to the point where it intersected the Orange Turnpike. There, they were to halt for the night while the lengthy and ponderous wagon train caught up with them.

The army had made good progress, but it had not passed completely through the Wilderness, and many of the soldiers, particularly those camping among the disinterred remains of the hastily buried Union dead at Chancellorsville, were increasingly uneasy. ‘A sense of ominous dread which many of us found impossible to shake off’ seized the men, one soldier recalled. ‘It was a very easy matter to discover just where pools of blood had been,’ another noted, ‘for those particular spots were marked by the greenest tufts of grass and brightest flowers to be found upon the field.’ Brigadier General Robert McAllister sent his wife a somewhat ghoulish present of ‘two or three pretty violets that I picked upon the very ground where my regiment stood and fought so splendidly [the year before]. The ground was made rich by the blood of our brave soldiers. I thought the flowers would be a relic prized by you.’ An even more grisly relic was unearthed by a less romantic infantryman, who pried up a bullet-shattered skull from a shallow grave and rolled it across the ground. ‘That is what you are all coming to, and some of you will start toward it tomorrow,’ he warned. Another Chancellorsville veteran spooked his campmates by noting that ‘the wounded are liable to be burned to death. I am willing to take my chances of getting killed, but I dread to have a leg broken and then be burned slowly; and these woods will surely be burned if we fight here.’ Few of his listeners slept well that night.

The Union soldiers, veterans and newcomers alike, were right to entertain ominous forebodings. While they made camp, the battle-hardened Confederates were moving toward them through the woods, getting in position for a daylight attack that few of the Southerners doubted would be successful. Lee was still unsure of Grant’s ultimate intentions, whether his new adversary was heading for Fredericksburg, to the south, or was swinging around for a thrust westward toward Richmond. Lee wanted to be prepared for either contingency. He ordered Ewell and his II Corps to march due east along the Orange Turnpike until they passed the old fortifications at Mine Run, while A.P. Hill’s III Corps was to move along the Orange Plank Road to New Verdiersville. Once in place, the two corps would be within easy supporting distance of one another. Meanwhile, Longstreet’s I Corps, farther west at Gordonsville, was directed to move across country toward Todd’s Tavern, at the southern tip of the Wilderness. There it would be in place, said Lee, to ‘intercept the enemy’s march, and cause him to develop plans before he could get out of the Wilderness.’

Lee, traveling with Hill’s corps, camped for the night at New Verdiersville, where he directed Ewell to ‘bring [the enemy] to battle as soon now as possible.’ With Longstreet still a day’s march behind, it was a risky tactic, but Lee seldom shied away from taking risks. With less than a third of Grant’s manpower, he intended to jab hard into the Union flank and instigate a battle with the full knowledge that his own most dependable corps would not be available to fight for another full day. To Lee’s mind, this was the only thing he could do. If Grant got through the Wilderness unscathed, the full brunt of the Union Army would have a clear path around Lee’s southern flank to Richmond, and the war would be lost anyway. As Lee had already made clear in a letter to one of his sons, he did not intend to lose without a fight. Perhaps he would die, but ‘if victorious, we have everything to live for. If defeated, there will be nothing left for us to live for.’ By attacking at once, even with only two-thirds of his available force, he would at least give himself and his army a fighting chance. At that stage of the war, it was the best they could hope for. Grant’s incautious delay in traversing the Wilderness would give them that chance.

The morning of May 5 dawned clear and warm. By 8 a.m., it had already grown so hot that some out-of-shape Union soldiers, having spent the long winter months eating and lounging about camp, were reeling from heat prostration. Not that they were being hurried along–the pace of the morning’s march was ‘a moderate gait,’ Wilkeson recalled, ‘with occasional short halts.’ Both Grant and Meade believed that Lee had moved his men back inside the fortifications along Mine Run, 10 miles away, where presumably they would wait politely to be attacked at Grant’s leisure. In the meantime, Grant would be able to reunite the disparate wings of his army. Accordingly, Hancock was directed to swing his II Corps southwest from Chancellorsville to Parker’s Store, an abandoned country market, where he would link up with Warren’s V Corps from the north. Behind Warren, Sedgwick’s VI Corps would swing into place and wait for Burnside’s IX Corps, which was crossing Germanna Ford after an all-night march. When the entire Federal line had been reunited, Grant intended to move west and make contact with Lee’s army in the clear ground beyond the Wilderness.

As usual, however, Lee moved first. Having received word the night before from Maj. Gen. J.E.B. Stuart, his cavalry chief, that Union horsemen were screening the approach to Parker’s Store, Lee correctly divined that Grant was indeed intending to move west from the Wilderness. He no longer had to worry about the Federals passing around his right flank. Instead, they were conveniently standing still on unfavorable ground where their vast numerical superiority, their generally more modern small arms and their deadly artillery would be negated to a great extent by the narrow roads, thick undergrowth, limited visibility and lack of maneuvering room. If Ewell and Hill could hold them in place a little longer, Longstreet’s corps, swinging up from the south, would be ideally situated to strike them in the flank and roll them up as swiftly and easily as Lt. Gen. T.J. ‘Stonewall’ Jackson had done on almost the same ground, exactly one year earlier. To his aide, Colonel Charles Venable, Lee ‘expressed his pleasure that the Federal general had not profited by General Hooker’s Wilderness experience, and that he seemed inclined to throw away to some extent the immense advantage which his great superiority in numbers gave him.’ Perhaps, his shining reputation notwithstanding, Grant would prove to be no worthier an opponent than Hooker.

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