After attacking Washington, D.C. earlier in July, Confederate Lieutenant General Jubal Early learned that the Union army had begun to retreat from the valley, leaving Brigadier General George Crook's twelve thousand-strong Army of the Kanawha to hold Winchester. Early, with sixteen thousand, turned to attack his weakened enemy on July 24, 1864. Crook, believing that he outnumbered the Confederates and thinking Early was using a cavalry force to cover his retreat, ordered his divisions to attack. He distrusted their reports of Confederate strength and, becoming impatient with his division commanders' unwillingness to attack the Confederate positions, ordered them to advance promptly as before directed. Around 2:45 PM, Colonel James Mulligan's Union division moved through the Pritchard farm fields toward Opequon Presbyterian Church and took up a position in the churchyard and cemetery. Meanwhile, Colonel Joseph Thoburn's Union division advanced southward into the fields, with his lines extending west to Sandy Ridge. Colonel William Ely, commanding Thoburn's left brigade, moved westward to link up with Colonel George Wells' brigade, separating from Mulligan's right flank and creating a large gap in the Union lines occupied by only a few skirmishers. At 3 PM, Major General Stephen Ramseur's Confederate division exploited the gap and attacked into Mulligan's right flank while Major General John Breckinridge attacked the Union left flank. The Union line collapsed. Although the battle was tremendously successful for the Confederate army, it was their last victory in the Shenandoah Valley.