Alarmed residents of Vicksburg, Mississippi, watched in despair on the night of May 17, 1863, as thousands of ragged, downcast Southern soldiers poured into their city from all directions. 'Where are you going?' a townsperson demanded of a fleeing Confederate. 'We are running' the soldier forthrightly replied.

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The man the Rebels were running from, Union Maj. Gen. Ulysses S. Grant, had ended months of Northern frustration and failure by landing an overwhelming force in western Mississippi on the night of April 30, then moving inland across the state. In 17 days of brilliant campaigning, the misleadingly phlegmatic Grant had inflicted five crushing defeats on separate bands of Confederate warriors who had always felt that enemy soldiers could never threaten them so deep on their own home soil.

All this Grant had accomplished while cut off from his base of operations and supply, and in direct violation of his stated orders to advance south into Louisiana for a combined operation against Port Hudson. By May 16, when he met and decisively defeated Lt. Gen. John Pemberton's troops at Champion's Hill, 25 miles east of Vicksburg, Grant stood poised for a final assault on the crucial Mississippi River town.

Vicksburg had been the object of intense Union attention since the start of the war. Abraham Lincoln knew its importance. 'We can take all the northern ports of the Confederacy, and they can still defy us from Vicksburg' he said. 'It means hogs and hominy without limit, fresh troops from all the states of the far South, and a cotton country where they can raise the staple without interference.' Confederate President Jefferson Davis called it 'the nailhead that held the South's two halves together.' Though Fort Pillow to the north and New Orleans to the south were in Union hands by May 1863, Vicksburg closed the lower Mississippi to unhindered Federal traffic-and was a looming symbol of Confederate defiance.

Following his victories at Champion's Hill and, one day later, at Big Black River Bridge, Grant was confident of quick victory. 'I believed,' he later wrote, '[the enemy] would not make much effort to hold Vicksburg.' Sergeant Osborn Oldroyd of the 20th Ohio shared the feeling. He wrote in his diary, 'We have now come here to compel them to surrender, and we are prepared to do it either by charge or by siege … they cannot say us nay.'

A Union charge was not long in coming. Grant, confident that one sharp push could overwhelm the demoralized Confederates in their defenses and avoid a long, uncomfortable siege, ordered an assault all along his front to begin at mid-afternoon on May 19. Major General William T. Sherman's XV Corps was to attack points along the northern end of the' Confederate line. Meanwhile, Maj. Gens. James McPherson's and John McClernand's troops were to assault the Confederate center and right, respectively.

But between the defeats at Champion's Hill and Big Black River Bridge and the afternoon of May 19, something had happened to the Confederate Army of Vicksburg. Pemberton had left 10,000 men in the city when he ventured out, and these unbloodied troops stiffened the resolve of those returning from battle. They were also behind strong fortifications. And, as Grant soon would find out, he could not even rely on the normal competence of his corps commanders in the upcoming fight.

The May 19 action was hampered from the start. Though Grant ordered an assault all along the line, McClernand's and McPherson's troops were delayed by the tangled underbrush and treacherous ravines common to the area, and were pinned down by sharp Confederate rifle fire. The bulk of the assault fell, thus, to Sherman's command.

Sherman's advance was tentative, not the first time this was to happen at Vicksburg. Only one brigade, commanded by Colonel Giles Smith, managed to gain much headway. It advanced to the outer trenches of the 'Stockade Redan,' at a critical bend in the defensive lines. Troopers from the 1st Battalion, 13th U.S. Infantry, Sherman's own pre-war unit, carried its flag to the very edge of the Rebel works.

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