His cannon ammunition was nearly exhausted, and he had but one day's rations for his men.

He resolved to give up all further attempts to defend the place, to abandon his wagon train and artillery, and to force his way through the hostile lines that night; taking with him only the horses and small arms.

This involved his leaving also his sick and wounded, but it was unavoidable.

He ordered all the guns spiked, and the ammunition thrown into the cisterns.
At 1 A.M.on the 15th, he moved silently out through a ravine and was not molested until he struck the Martinsburg road, about four miles from the town.

There Elliot, who was in the advance with his brigade, met a rebel skirmish line, and soon ascertained that their main body were formed, partly on high ground in a woods east of the road, and partly in an open field east of and adjoining the woods.