General Location: Valley Pike (US11) at Tom's Brook and Jordon Run, I-81, Back Road (rte. 623) at
Tom's Brook.

Principal Commanders: [c] Maj. Gen. Thomas Rosser, Maj. Gen. Lunsford Lomax; [u] Brig. Gen.
Alfred Torbert

Forces Engaged: [c] Two cavalry divisions (Rosser and Lomax) about 3,500; [u] Two cavalry
divisions (Wesley Merritt and George A. Custer), about 6,300

Casualties: [c] 350 (20k/50w/280m&c); [u] 57 (10k/47w)

Significance: Tom's Brook was a battle of strategy and maneuver that pitted cavalry against
cavalry. The CS cavalry were eager for revenge against the US cavalry, which had been burning barns
and mills in the Valley for the previous week. On 9 October 1864, however, Sheridan ordered his
cavalry to ``whip'' the enemy or get whipped themselves. In the resulting conflict, the US troopers
routed the CS cavalry, impairing its morale and efficiency for the remainder of the campaign. The CS
flight was referred to by Valley residents and victorious Union troopers as the ``Woodstock Races.''
The fighting on the Back Road at Spiker's Hill pitted two former West Point roommates against one
another--Tom Rosser and George Armstrong Custer. Maj. Gen. Philip H. Sheridan watched the battle
unfold, reputedly from the summit of Round Hill.

Description of the Battle

Phase One. Disposition of Forces: On 8 October 1864, the Confederate Cavalry under overall
command of Maj. Gen. Thomas Rosser harried the withdrawing US cavalry on the Valley Pike and the
Back Road, fighting a brisk skirmish along Tom's Brook near the Back Road. The CS cavalry were
enraged by the destruction of the Valley they had witnessed in the last week and were attempting to
arrest further destruction. Rosser had been dispatched to the Valley from Petersburg to command
the CS cavalry and had generally been hailed by the local populace as the ``Savior of the Valley.'' At
dark, Rosser halted his division of three brigades (about 2,500 men) on the Back Road in the vicinity
of Spiker's Hill and pushed skirmishers beyond Tom's Brook to Mt. Olive. The Middle Road was covered
by a force of observation of unknown size. Maj. Gen. Lunsford Lomax's Division of two brigades and a
battery of horse artillery (about 1,000 men) bivouacked on both sides of the Valley Pike behind
Jordon Run just south of the hamlet of Tom's Brook.

Brig. Gen. Wesley Merritt's US cavalry division (about 3,500 men) under overall command of Brig.
Gen. Alfred Torbert encamped at the base of Round Hill. Brig. Gen. George Armstrong Custer's
division of two brigades (about 2,500), bivouacked ``behind Tumbling Run'' northeast of Mt. Olive on
the Back Road. Upset by Rosser's aggressive tactics of the previous days, army commander Maj.
Gen. Philip H. Sheridan ordered Torbert to move at daylight of 9 October and ``whip the rebel cavalry
or get whipped himself.''

Phase Two. US Advance on Valley Pike: Torbert planned to bring an overwhelming force against
Rosser's division on the Back Road while holding Lomax's division at bay with a reinforced brigade on
the Valley Pike. Lomax's main battle line was deployed behind Jordon Run on both sides of the Valley
Pike, supported by six guns. His front line was dismounted, while he maintained a strong mounted
reserve on the pike.

At dawn, Lowell's brigade (Merritt) advanced to Tom's Brook on the Pike, deployed, and pushed
forward ``one-quarter of a mile'' where it found Lomax's main line, dismounted behind Jordon Run.
The CS line was supported by six guns placed on either side of the Valley Pike and a strong mounted
reserve. While Lowell was engaged, Kidd's brigade rode north along Tom's Brook to connect and
cooperate with Custer. Devin's brigade followed but veered off on the Harrisville Road (or overland)
and advanced to the vicinity of St. Johns Church, maintaining a connection with the force on the
Valley Pike and at the same time extending a skirmish line to connect with the Kidd's brigade on the
right.

Phase Three. Custer's Advance/ Fighting on Back Road: Rosser dismounted most of his
troopers behind Tom's Brook at the base of Spiker's Hill behind stone fences and rudimentary
fieldworks (his brigades from left to right, Munford, Payne, and the Laurel brigade). Rosser's six
guns unlimbered along the crest of Spiker's Hill slightly behind a second line of barricades. A mounted
reserve was maintained on the ridge; the right was extended toward the Middle Road with mounted
skirmishers.

Advancing beyond Mt. Olive, Custer pushed forward three regiments of dismounted skirmishers
against the main CS position. Three other regiments and Wells' brigade were kept mounted and
maneuvered for position behind the skirmish line. A battery of artillery unlimbered on the hill in front
of present-day St. Matthews (or Sand Ridge) Church and engaged the Confederate artillery on
Spiker's Hill. When Kidd's brigade made contact with Custer's left, Custer extended his right flank
along the shoulder of Little North Mountain, supporting the movement with a battery. Kidd deployed
over the hill, driving Rosser's skirmishers before him, and unlimbered another battery to enfilade the
CS position. The Confederate line was gradually forced back into a horseshoe around the front of
Spiker's Hill. A regiment of US cavalry (probably of Devin's brigade), moving on the Middle Road from
Harrisville arrived on a hill overlooking Sand Ridge Road (intersection of Middle Road) and to the right
and rear of Rosser's main force. Reacting to this threat, Rosser ordered a withdrawal. His men
raced to mount their horses. At this point, Wells brigade attacked Spiker's Hill up the Back Road,
taking few casualties. At the crest, Wells encountered Munford's brigade and a mounted mel,e
ensued. Rosser's force retreated, partly down Back Road to Pugh's Run, partly on Sand Ridge and
Middle roads toward Woodstock. Custer's and Kidd's troopers pursued. General Sheridan is said to
have watched the action from Round Hill, where there was a US signal station during the battle.

Phase Four. Fighting on the Valley Pike: In the meantime, fighting continued along the Valley
Pike. Lowell's brigade drove CS pickets back to Jordon Run and deployed on both sides of the pike.
The 1st Michigan (Kidd's brigade) supported Lowell's right flank, while Devin's brigade moved farther
to the right along the Middle Road beyond St. Johns Church. As Devin maneuvered, Lomax
counterattacked down the Valley Pike, driving the Reserve brigade back to Tom's Brook. Lowell, in
turn, attacked until stopped by artillery, At last, Devin reached a position from which to operate
against the flanks of both Lomax and Rosser. He advanced the 9NY and other elements against
Lomax's left and rear (probably down current rte. 657), making Lomax's position untenable. The
Confederates began to retreat up the pike toward Woodstock.

Phase Five. Rear Guard Action at Pugh's Run: Rosser retreated, losing at least two of his
guns at Spiker's Hill. Munford's brigade attempted a stand behind Pugh's Run on the Back Road, but
this position was quickly breached. The CS cavalry continued to retreat to Columbia Furnace, losing
the rest of its artillery and all of its wagons. Perhaps 150 CS prisoners were captured during this
phase of the retreat.

Phase Six. Rear Guard Action at Woodstock: Lomax retreated up the Valley Pike to
Woodstock, where he was joined by a confused portion of Rosser's command. The forces attempted
to stand behind Pugh's Run but were soon scattered. Union troopers pressed forward, driving the CS
cavalry to Mt. Jackson. Lomax lost five pieces of artillery and his rolling stock during this rout--two
pieces at Woodstock, two at Edinburg, and the fifth beyond Stony Creek. The Union cavalry retired
to the vicinity of Woodstock where it bivouacked for the night.

Current Condition of the Battlefield

The focal points of action were Spiker's Hill where the Back Road crosses Tom's Brook, and the area
southwest of the village of Tom's Brook along US 11 (Valley Pike) between Tom's Brook and Jordon
Run. The network of roads between US 11 and Spiker's Hill played a shaping role in the unfolding
Union strategy.

Several vantage points and viewsheds are essential for interpreting the battle: a) view from Round
Hill where there was a US signal station at the time of the battle; b) Sand Ridge Church Hill, which
allows interpretation from Custer's line and provides a panorama from Round Hill to Little North
Mountain; and c) from Spiker's Hill where Rosser concentrated his command. If viewsheds from these
three points could be preserved, the battlefield could be interpreted and would retain a high degree
of historic integrity and rural setting. Many historic structures remain in the vicinity, including the
Peter Muhlenburg Farm (County Alms House) at Maurertown and the Thornton house which served as
a stage stop on the Back Road. A 21-acre parcel of Lomax's position across the Valley Turnpike (US
11) has been preserved as a county recreation park. The park offers no interpretation of the battle.

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