At dawn on 20 July 1863, Confederate cavalry under Maj. Andrew J. May surprised a Union raiding party led by Lt. Col. Freeman E. Franklin at Falls Mills. The Union force, aroused from its bivouac in Brown’s Meadow where it was preparing to burn the Falls Mill, fled north toward Abb’s Valley. As the raiders withdrew up the valley, Brig. Gen. John S. Williams’s Confederate cavalry struck them and compelled them to abandon captured livestock and contraband slaves.