At dawn, Confederate forces attacked, and the outnumbered and outflanked Federals retired to the mountain slopes. Federal infantry held Shepherd Mountain for a time but were gradually forced back to avoid encirclement, and by 10 a.m. they withdrew into Fort Davidson’s rifle pits. Dismounted Federal cavalry defended Pilot Knob Mountain and, in a bitter close-range fight, held positions overlooking the fort. Confederates advanced into the gap, but the fort’s artillery drove them back, and although Confederate cannons on the heights could dominate the fort, Maj. Gen. Sterling Price ordered a direct assault.