Union Brigadier General Elon John Farnsworth had seen enough of war to know that the order he had been given for a mounted cavalry charge was a grievous mistake. From where he stood on a hill east of the Emmitsburg Road, facing nearly due north toward the Bushman and Slyder farms, he could see that the terrain favored the defenders. The ground was uneven, scarred by outcroppings of rocks, splotched by stands of trees and crisscrossed by stone walls and wooden fences manned by Confederate infantrymen. Behind them, unlimbered on a ridge, the muzzles of enemy cannons pointed toward the Federals. To Farnsworth, it had the look of defeat.

It was midafternoon on Friday, July 3, 1863, at Gettysburg. The day's events, begun at daylight at the opposite end of the battlefield on Culp's Hill, had just boiled to a fearful climax on Cemetery Ridge with the repulse of Pickett's Charge. As on the two previous days at Gettysburg, when fighting had continued after dark, the gods of war seemed unfulfilled in their thirst for sacrifice and carnage. Before July 3 ended, a final tragic engagement would occur at the southern end of the battlefield in the shadow of Big Round Top.

When the combat had ended on July 2 at about 10 p.m., after General Robert E. Lee had assailed the Union position, the two days' slaughter totaled roughly 34,000 killed, wounded and captured. The fighting on July 2 was some of the war's fiercest, and the Confederate infantry and artillery came close to breaking the Union lines. Major General George G. Meade and his army's ranking subordinates shifted units to fill gaps, salvaging the day for the Army of the Potomac. With darkness, Lee issued orders to resume the offensive on July 3, while Meade and his senior officers voted at a council of war to stay and defend the ground for another day.

While war's fury engulfed the Wheatfield, Peach Orchard, Devil's Den, Little Round Top, Cemetery Hill and Culp's Hill on July 2, Union cavalrymen protected the army's right flank east of Gettysburg. Regiments from Brig. Gen. David McMurtrie Gregg's 2nd Division skirmished with Confederate infantrymen on Brinkerhoff's Ridge, and troopers from Brig. Gen. Judson Kilpatrick's 3rd Division clashed northeast of Gettysburg at Hunterstown with rear guard units of Maj. Gen. J.E.B. Stuart's Southern horsemen en route to join Lee's army after a week-long absence.

Later in the day, Maj. Gen. Alfred Pleasonton, Meade's cavalry commander, posted Gregg's two brigades along the Baltimore Pike, south of the bridge over Rock Creek, and ordered Kilpatrick and his two brigades to Two Taverns, farther south on the Baltimore Pike. Kilpatrick's men rode through the night, arriving at daylight on July 3 at the small village. Exhausted and hungry, the troopers slept for three hours and then tended to their mounts and prepared breakfast.

At 8 o'clock on the morning of July 3, Kilpatrick received an order from Pleasonton to march his two brigades northward to the army's left flank near Big Round Top. There, he was to join with Brig. Gen. Wesley Merritt's Reserve Brigade of Brig. Gen. John Buford's 1st Division, coming north from Emmitsburg, Md., and to attack the Confederate right flank. Soon, however, a second order arrived, directing Kilpatrick to send Brig. Gen. George A. Custer's Michigan brigade north from Two Taverns to the Low Dutch Road-Hanover Road intersection, where they would later get into a spirited fight with Stuart. Gregg, whose command had held the vital crossroads on July 2, had requested the switch, and Pleasonton agreed. Kilpatrick, however, was worried that the move weakened his force, and believed that the new orders had been issued "by some mistake."

Left with only Farnsworth's brigade of approximately 1,900 officers and men, Kilpatrick led it toward the army's southern flank later that morning. If Pleasonton wanted aggressive action, he had the right man in Kilpatrick, regardless of the number of troopers he commanded. Although he was a small man, Kilpatrick had the temperament of a fighting cock. An 1861 graduate of West Point, the 27-year-old brigadier had been in command of the division since June 28. He had searched for action and had found it at Hanover on June 30, when he had battled Stuart during the armies' pre-Gettysburg maneuvering, and at Hunterstown on July 2. Before long he would earn the nickname "Kil-Cavalry" for his lavish expenditure of horseflesh and of men.

Kilpatrick and Farnsworth's brigade reached the area southwest of Big Round Top about 1 p.m. As the column of horsemen began shifting into position, massed Confederate batteries unleashed the cannonade on Cemetery Ridge and Cemetery Hill that preceded the Southern infantry assault. Farnsworth deployed three of his regiments in Bushman's woods, on the farm of George Bushman. The 18th Pennsylvania Cavalry held the left of the line, followed by the 1st West Virginia Cavalry and the 1st Vermont Cavalry. Behind the troopers, Lieutenant Samuel S. Elder's gunners of Battery E, 4th U.S. Artillery, unlimbered their four 3-inch ordnance rifles on a small, rocky knoll. As support for the battery, Farnsworth placed the 5th New York Cavalry in a ravine.

Union skirmishers soon dismounted and strung out along the northern edge of the woods. To their front, Confederate infantry pickets and a pair of batteries opened fire, with Elder's crews replying with occasional rounds. The fitful exchanges lasted more than two hours while Pickett's Charge climaxed on the bloody slope of Cemetery Ridge. Kilpatrick was content to wait for Wesley Merritt's Reserve Brigade from Emmitsburg.

Merritt's column had departed from the Maryland village around noon. During the march north, Merritt detached the 6th U.S. Cavalry to Fairfield, Pa., after receiving a report that a Confederate wagon train was foraging in the area. That regiment set off on its mission, and the rest of Merritt's brigade met up with Farnsworth at about 3 o'clock. Merritt's Regulars added more than 1,300 officers and men in four regiments and a battery to the Union cavalry congregating along the Emmitsburg Road.

When Merritt arrived at the southern end of the battlefield, he deployed his regiments in the fields on both sides of Emmitsburg Road. They pushed back some Confederate skirmishers and set up a line north of the David Currens farm. Companies of the 2nd U.S. Cavalry stretched toward the left flank of Farnsworth's brigade in Bushman's woods. Six 3-inch ordnance rifles of Captain William K. Graham's Battery K, 1st U.S. Artillery, braced Merritt's line.

The skirmishers that Merritt's horsemen had pushed back were part of a line of infantry, artillery and cavalry that the Confederates had drawn up to oppose the Federals. When the fighting had ended on that portion of the battlefield on July 2, the division of Maj. Gen. John B. Hood held a line west of Little Round Top from Rose's woods, along Houck's Ridge, south through Devil's Den to the southwestern base of Big Round Top. Hood had been wounded early in the action on July 2, and was succeeded by Brig. Gen. Evander Law. During the night, Law had shifted the Texas Brigade, consisting of the 1st, 4th and 5th Texas and the 3rd Arkansas, into position on the left of Law's own Alabama brigade, the 4th, 15th, 44th, 47th and 48th Alabama, now under the command of Colonel James L. Sheffield of the 48th. Together, the two brigades covered the woods from the foot of Little Round Top to the base of Big Round Top.

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