Averell occupied Winchester, and Crook arrived on July 22 and assumed command. Most of the army camped on the south side of town, not far from Kernstown. On July 24, Averell was ordered to conduct a flanking maneuver (Crook's left, Confederate right) near the Front Royal road to cut off what Crook believed was a small band of Confederates. By 11:00am, Schoonmaker's brigade began the maneuver as the advance. Schoonmaker discovered a huge Confederate force trying to turn the Union left flank. Soon Averell's force of 1,500 men had 3,000 Confederate infantry men from the division of Major General Robert E. Rodes on the right and 2,200 Confederate cavalrymen from Brigadier General John C. Vaughn's Division on the left. While Crook's infantry was falling back, the infantry of Rodes tried to cut off Averell from the rest of Crook's army. Rodes' men on foot could not outrace Averell's cavalry, but they did cause a panic—especially Schoonmaker's brigade that had absorbed the brunt of the initial attack. Union forces retreated through Winchester, continued across the Potomac River, and finally stopped at Hagerstown, Maryland. The Second Battle of Kernstown was a major defeat for Crook, and a victory for Early with attached forces. Union casualties were 1,185 killed, wounded or missing; including 13 for the 14th Pennsylvania Cavalry.
