On Richardson’s Hill, the commanding height at Front Royal, Union Colonel John H. Kenly made his last attempt to hold the town in order to protect the left flank of General Nathaniel Banks’s main army at Strasburg. On this cherty ridge, Kenly placed the two-gun section of Knap's Battery E, Pennsylvania Light Artillery, where Lieutenant Charles Atwell’s two ten-pounder Parrott rifled cannons pinned down Confederates on the plain below while Kenly’s infantry gathered to support the guns. Kenly later wrote that he prepared to hold the position as long as possible because if he did not check Jackson’s advance, Banks was lost. Two companies of the 5th New York Cavalry arrived from Strasburg to strengthen his force, but Colonel Bradley T. Johnson, commanding the Confederate attackers, countered the deployment. As the 1st Maryland infantry (CSA) and Major Chatham Roberdeau Wheat’s battalion fired from behind the stone wall below the hill, the 6th Louisiana Infantry flanked the Union position to the west, and Lieutenant Colonel Thomas S. Flournoy's 6th Virginia Cavalry threatened the Federal rear. About to be surrounded, Kenly ordered a retreat north across the forks of the Shenandoah River.
