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The Battle of New Market was a battle of the American Civil War that was fought on 15 May 1864 when a makeshift Confederate army of 4,100 troops under the command of former Vice President John C. Breckinridge defeated the 6,300-strong Union Army of the Shenandoah and prevented the Union capture of Staunton.

As Union general-in-chief Ulysses S. Grant launched his Overland Campaign push on the Confederate capital of Richmond in the summer of 1864, General Franz Sigel and his 10,000-strong Army of the Shenandoah were dispatched to secure the agriculturally rich Shenandoah Valley and threaten the left flank of Robert E. Lee's Army of Northern Virginia. Sigel was to advance on Staunton and link up with George Crook's army from West Virginia to destroy the Virginia & Tennessee Railroad and other Confederate industries in the area. Major-General John C. Breckinridge was sent to prevent the Union from capturing Staunton, and he led three brigades into the Shenandoah Valley, where they were joined by the Virginia Military Institute's cadet corps. On 13 May, Breckinridge decided to attack Sigel at the New Market Gap before Sigel could attack Staunton. Sigel had already blundered by dividing his forces, sending some of his force to hunt down Confederate cavalry in the area and dispatching two regiments to guard vital bridges. On the morning of 15 May, Sigel attacked Breckinridge's army, but the Union attacks were repelled, before ordering a counterattack during a heavy rainstorm. The VMI cadets removed their boots and participated in a bayonet charge against the Union, forcing them back; Confederate artillery from Rude's Hill bombarded the fleeing Federals. Grant furiously replaced Sigel with David Hunter, assigning Sigel to command the department's reserve division at Harpers Ferry. Breckinridge was prevented from invading Maryland by overextended supply lines and the flooding of the upper Shenandoah Valley, and he instead marched east to join Lee's army in time for the Battle of Cold Harbor.

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