Northern Virginia: Showdown at the North Anna

May 22, 1864 – General Robert E. Lee’s Confederate Army of Northern Virginia arrived at the North Anna River ahead of the Federal Army of the Potomac, once again blocking Lieutenant General Ulysses S. Grant’s southeastern movement toward Richmond.

Lt Gen U.S. Grant and Gen R.E. Lee | Image Credit:

Lee had anticipated that Grant would move southeast again and shifted his forces to protect Hanover Junction, where the Virginia Central and the Richmond, Fredericksburg & Potomac railroads intersected two miles south of the North Anna. From this point, Lee could defend Richmond, secure his right flank, and protect the railroads. But he would be just 23 miles from the Confederate capital.

Grant had hoped to either coax Lee into a battle on open ground or reach the North Anna first, but he did neither. When he realized that Lee’s Confederates were already on the North Anna, he halted the brief Federal pursuit down the Telegraph Road. The remaining Confederates moved south down this road and joined the main army:

  • Lieutenant General Richard Ewell’s corps guarded the railroad intersection at Hanover Junction
  • Major General Richard H. Anderson’s corps lined up on Ewell’s left around 12 p.m.
  • Major General John C. Breckinridge’s two brigades from the Shenandoah Valley and Major General George Pickett’s five brigades from Richmond were held in reserve behind Ewell
  • Lieutenant General A.P. Hill’s corps was still heading south to join the main army

Lee informed President Jefferson Davis that Grant may stay on the other side of the Mattapony (now Mattaponi) River from the Confederates so he could relink with Major General Philip Sheridan’s cavalry, which had joined the Army of the James after their raid and fight at Yellow Tavern. Lee reported:

“It appeared… that he (Grant) was endeavoring to place the Matapony river between him and our army, which secured his flank, and by rapid movements to join his cavalry under Sheridan to attack Richmond–I therefore thought it safest to move to the Annas to intercept his march, and to be within easy reach of Richmond.”

Grant transferred the Federal supply base from the depots at Belle Plain, Aquia Landing, and Fredericksburg to Port Royal, farther down the Rappahannock River. Through the day, Grant and Major General George G. Meade positioned their Federals:

  • Major General Gouverneur Warren’s V Corps moved west of Milford Station, north of Hanover Junction
  • Major General Winfield Scott Hancock’s II Corps moved between Milford Station and Hanover Junction
  • Major General Ambrose E. Burnside’s IX Corps moved between Warren and Hancock
  • Major General Horatio G. Wright’s VI Corps held Guinea Station in the rear

Meade wrote his wife:

“We expected to have another battle, but the enemy refuses to fight unless attacked in strong entrenchments; hence, when we moved on his flank, instead of coming out of his works and attacking us, he has fallen back from Spottsylvania Court House, and taken up a new position behind the North Anna River; in other words, performed the same operation which I did last fall, when I fell back from Culpeper, and for which I was ridiculed; that is to say, refusing to fight on my adversary’s terms. I suppose now we will have to repeat this turning operation, and continue to do so, till Lee gets into Richmond.”

Lee wrote Davis the next morning, assessing the situation and opining that the Federal army, “as far as I am able to judge, has been very much shaken.” Lee also responded to a proposal in which his army would fall back and join forces with the Confederates under P.G.T. Beauregard bottling up Benjamin F. Butler’s Army of the James at Bermuda Hundred; the combined force would move north to defeat Grant and then move south to defeat Butler.

Lee stated that if Beauregard did not plan to attack Butler, “no more troops are necessary there than to retain the enemy in his entrenchments.” Meanwhile, “General Grant’s army will be in the field, strengthened by all available troops from the north, and it seems to me our best policy to unite upon it and endeavor to crush it. I should be very glad to have the aide of General Beauregard in such a blow, and if it is possible to combine, I think it will succeed.”

In response to Davis’s fear that a retreat by Lee’s army might damage troop morale, Lee wrote, “The courage of this army was never better, and I fear no injury to it from any retrograde movement that may be dictated by sound military policy.”

Lee did not expect Grant to attack at Hanover Junction; he guessed that Grant would try flanking him to the southeast again. However, the Federals began deploying for battle on the night of the 22nd, determined to cross the North Anna. The relentless marching and fighting that had not stopped since May 5 would continue.


References; Denney, Robert E., The Civil War Years: A Day-by-Day Chronicle (New York: Gramercy Books, 1992 [1998 edition]), p. 412; Fredriksen, John C., Civil War Almanac (New York: Checkmark Books, 2007), p. 443; Jaynes, Gregory, The Killing Ground: Wilderness to Cold Harbor (Alexandria, VA: Time-Life Books, 1983), p. 132; Long, E.B. with Long, Barbara, The Civil War Day by Day (New York: Da Capo Press, Inc., 1971), p. 507

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