Jackson enveloped the right flank of the Union Army under Maj. Gen. Nathaniel P. Banks and pursued it as it fled across the Potomac River into Maryland.

Jackson's success in achieving force concentration early in the fighting allowed him to secure a more decisive victory which had escaped him in previous battles of the campaign.

[3] Maj. Gen. Nathaniel P. Banks learned on May 24, 1862, that the Confederates had captured his garrison at Front Royal, Virginia, and were closing on Winchester, turning his position.

Gordon's brigade was placed on the Union right on Bower's Hill with its left flank at the Valley Pike, supported by a battery of artillery.

[5] At dawn, he deployed Trimble's brigade astride the Front Royal Pike and advanced against the Union left flank.

His leading regiments (in particular the 21st North Carolina) came under heavy fire from Union forces deployed behind stone fences and were repulsed.

Ewell then attempted a flanking movement to the right beyond the Millwood Road, but in response to orders from Banks, Donnelly withdrew through the town.

At Jackson's command, Winder's brigade swept over a hill to the left of the pike, driving off the Union skirmishers who held it.