First, however, a look at Alfred Pleasonton is in order. Pleasonton was a West Pointer and career cavalryman. Graduating in 1844, Pleasonton entered the mounted service in the First Dragoons, where he performed well in the Seminole Indian wars. Later, he was transferred to the Second Dragoons, serving there with John Buford. After good service in the Peninsula Campaign, he was promoted to brigadier general of volunteers on July 18, 1862, just nine days before John Buford. This is why Pleasonton was appointed to command the Cavalry Corps after George Stoneman was relieved, and not Buford. (1) Pleasonton had field command of the cavalry during the Antietam Campaign, and commanded a division under Stoneman. Upon Stoneman 's relief at the end of May, 1863, Pleasonton assumed command of the Cavalry Corps by virtue of being the senior brigadier.
Pleasonton was not entirely popular with the men under his command. For example, Capt. Charles Francis Adams, of the 1st Massachusetts Cavalry, and the grandson and great grandson of two U.S. presidents, observed:
Pleasonton is the bete noir of all cavalry officers...He is pure and simple a newspaper humbug. You always see his name in the papers, but to us who have served under him, he is notorious as a bully and a toady...Yet mean and contemptible as Pleasonton is, he is always in at Head Quarters.(2)This sentiment was shared by many of the troopers of the Cavalry Corps, who lacked confidence in Pleasonton 's abilities to lead them into a pitched battle. One member of the 6th U.S. wrote home on the eve of the battle, "Stuart is in our front with a big force of cavalry. I only wish Stoneman was here. I have no confidence in Pleasonton." (3) Pleasonton formulated a plan for his reconnaissance in force. Buford would command the right wing of the operation, including the First Division and a brigade of selected infantry regiments to be commanded by Brig. Gen. Adelbert Ames. A second brigade of select infantry regiments would be commanded by Brig. Gen. David Russell. These regiments were culled from all of the corps of the Army of the Potomac, and were among the best fighting regiments of the army. It was considered a great honor to be selected for this mission. In addition, batteries of Federal horse artillery would also accompany the columns, adding firepower to the already potent Union force. Brig. Gen. David McM. Gregg would command the left wing.
Under Pleasonton 's plan, Buford 's men were to cross the Rappahannock at Beverly 's Ford, and ride to Brandy Station, where they would meet the Second Division, under Gregg 's command. Gregg 's division would cross the Rappahannock several miles south, at Kelly 's Ford. Col. Alfred Duffie 's small division would also cross at Kelly 's Ford, and would proceed to the small town of Stevensburg, several miles south of where they would then join Gregg 's column. The united columns of Federal troopers would then push for Culpeper, where they would fall upon Stuart 's unsuspecting forces, and destroy them. The infantry would be there to support the attacks, since intelligence indicated that there was Confederate infantry in the area. Careful timing would be required to pull off the attack as planned. (4)
Pleasonton 's plan assumed the Confederate cavalry was concentrated at Culpeper, five miles from Brandy Station. A rude surprise awaited the Federals the next day, when they discovered that the Rebel cavalry lay just across the Rappahannock. While the Union intelligence generally was good, it was not perfect. In fact, with respect to the disposition of Stuart 's forces, it was inaccurate. This flaw would have major consequences for the coming battle.
The Union Order of Battle before the battle:
CAVALRY CORPS, ARMY OF THE POTOMAC BRIG. GEN. ALRED PLEASONTON (8000 CAVALRY, 3000 INFANTRY—11,000 MEN)
First Cavalry Division (Brig. Gen. John Buford - 2061 men)
First Brigade (Col. Benjamin F. Grimes Davis-MWIA)
8th New York Cav. (Maj. Edmund M. Pope)
8th Illinois Cav (Capt. Alpheus Clark-MWIA; Capt. George A. Forsyth-WIA)
3rd Indiana Cav (Maj. William S. McClure)
9th New York Cav (Five companies-Maj. William B. Martin-WIA)
3rd (West) Virginia Cav (two companies-Capt. Seymour B. Conger)
Second Brigade (Col. Thomas C. Devin)
6th New York Cav (Maj. William E. Beardsley)
17th Pennsylvania Cav (Col. Josiah H. Kellogg)
Reserve Brigade (Maj. Charles J. Whiting--1857 men)
2nd U.S. Cav (Capt. Wesley Merritt)
5th U.S. Cav (Capt. James E. Harrison)
6th U.S. Cav (Capt. George C. Cram)
6th Pennsylvania Cav (Maj. Robert Morris, Jr. - taken prisoner; died in Libby Prison)
U.S. Horse Artillery (Capt. James M. Robertson)
1st U.S. Artillery, Battery K (Capt. William M. Graham)
2nd U.S. Artillery, Batteries B and L (consolidated—Lt. Albert O. Vincent)
4th U.S. Artillery, Battery E (Lt. Samuel S. Elder)
First Cavalry Division (Col. Thomas C. Devin)
First Brigade (Maj. William S. McClure; 8th Illinois- detached west of road)
8th New York Cav (Maj. Edmund M. Pope)
3rd Indiana Cav (Maj. Charles Lemmon)
9th New York Cav (Capt. Conway W. Ayres)
3rd (West) Virginia Cav (Capt. Seymour B. Conger)
2nd U.S. Artillery, Batteries B and L (consolidated - Lt. Albert O. Vincent)
Second Brigade (Col. Josiah H. Kellogg - anchored right of Hazel River)
17th Pennsylvania Cav
6th New York Cav
1st U.S. Artillery, Battery K (Capt. William M. Graham)
Reserve Brigade (Maj. Charles J. Whiting)
1st U.S. Cav (Capt. Richard S.C. Lord - arrived late in the day from picket duty to cover
retreat)
2nd U.S. Cav (Capt. Wesley Merritt)
5th U.S. Cav (Capt. James E. Harrison)
6th U.S. Cav (Capt. George C. Cram)
6th Pennsylvania Cav (Maj. Henry C. Whelan)
8th Illinois Cav (Capt. Elon J. Farnsworth - detached from First Brigade)
4th U.S. Artillery, Battery E (Lt. Samuel S. Elder)
Brig. Gen. Adelbert Ames 's Select Brigade of Infantry (1500 men)
86th New York Inf. (3rd Corps—Maj. Jacob H. Lansing—East of Beverly Ford Road)
124th New York Inf. (3rd Corps—Lt. Col. Francis M. Cummins)
33rd Massachusetts Inf. (11th Corps—Col. Adin B. Underwood)
2nd Massachusetts Inf. (12th Corps—Lt. Col. Charles R. Mudge)
3rd Wisconsin Inf. (12th Corps—Lt. Col. Martin Flood)
Second Cavalry Division (Col. Alfred N. Duffie - Stevensburg-1893 men)
First Brigade (Col. Louis P. diCesnola)
1st Massachusetts Cav (Lt. Col. Greely S. Curtis)
6th Ohio Cav (Maj. William Steadman)
1st Rhode Island Cav (Lt. Col. John L. Thompson)
Second Brigade (Col. John Irvin Gregg)
3rd Pennsylvania Cav (Lt. Col. Edward S. Jones)
4th Pennsylvania Cav (Lt. Col. William E. Doster)
16th Pennsylvania Cav (Maj. William H. Fry - in reserve and dismounted)
2nd U.S. Artillery, Battery M (Lt. Alexander C.M. Pennington)
Third Cavalry Division (Brig. Gen. David McM. Gregg—Fleetwood Hill -2170 men)
First Brigade (Col. Hugh Judson Kilpatrick)
2nd New York Cav (Lt. Col. Henry E. Davies)
10th New York Cav (Lt. Col. William Irvine—captured; Maj. M. Henry Avery)
1st Maine Cav (Col. Calvin S. Douty)
Orton 's Independent Co. D.C. Vols. (Capt. William H. Orton -attached for the battle)
Second Brigade (Col. Percy Wyndham—WIA; Col. John P. Taylor)
1st New Jersey Cav (Lt. Col. Virgil Broderick - KIA; Maj. John H. Shelmire - KIA; Maj.
Myron H. Beaumont)
1st Pennsylvania Cav (Col. John P. Taylor—to brigade command; Lt. Col. David Gardner)
1st Maryland Cav (Lt. Col. James M. Deems)
New York Light Artillery, 6th Independent Battery (Capt. Joseph W. Martin)
Brig. Gen. David A. Russell 's Select Infantry Brigade (1500 men)
56th Pennsylvania Inf. (1st Corps—Col. J. William Hoffman)
7th Wisconsin Inf. & two companies from 2nd Wisconsin Inf. (1st Corps - Col. William
Robinson commanding both)
6th Maine Inf. (6th Corps—Col. Hiram Burnham)
119th Pennsylvania Inf. (6th Corps--Maj. Henry P. Truefitt, Jr.)
5th New Hampshire Inf. & 81st Pennsylvania Inf. (2nd Corps - Col. Edward E. Cross,
commanding both)
3rd U.S. Artillery, Battery C (Lt. William D. Fuller)
Jones 's Brigade (Brig. Gen. William E. "Grumble" Jones - 3000 men)
6th Virginia Cav (Maj. Cabell E. Fluornoy)
7th Virginia Cav (Lt. Col. Thomas C. Marshall)
11th Virginia Cav (Col. Lunsford L. Lomax)
12th Virginia Cav (Col. Asher W. Harman - WIA; remained in command)
35th Battalion Virginia Cav (Lt. Col. Elijah V. White -WIA; remained in command)
Rooney Lee 's Brigade (Brig. Gen. William H.F. "Rooney" Lee - WIA; Col. James Lucius
Davis; Col. John R. Chambliss, Jr. - 1529 men)
2nd North Carolina Cav (Col. Solomon Williams—KIA: Lt. Col. William H.F. Payne)
9th Virginia Cav (Col. Richard L.T. Beale)
10th Virginia Cav (Col. James Lucius Davis; Maj. Joseph Rosser)
13th Virginia Cav (Col. John R. Chambliss)
Hampton 's Brigade (Brig. Gen. Wade Hampton - 1894 men)
Cobb 's Legion (Col. Pierce M.B. Young - WIA; remained in command)
1st South Carolina Cav (Col. John L. Black)
1st North Carolina Cav (Col. Laurence S. Baker)
Jeff Davis Legion (Lt. Col. Joseph F. Waring)
2nd South Carolina Cav (Col. Matthew C. Butler - WIA; Maj. Thomas J. Lipscomb
regt. detached at Stevensburg)
Fitz Lee 's Brigade (Col. Thomas T. Munford - 1613 men)
1st Virginia Cav (Col. James H. Drake)
2nd Virginia Cav (Lt. Col. James W. Watts)
3rd Virginia Cav (Col. Thomas H. Owen)
4th Virginia Cav (Col. Williams C. Wickham - regt. detached at Stevensburg)
Robertson 's Brigade (Brig. Gen. Beverly H. Robertson - 1135 men)
4th North Carolina Cav (Col. Dennis C. Ferebee)
5th North Carolina Cav (Col. Peter G. Evans)
Stuart 's Horse Artillery (Maj. Robert F. Beckham - 22 guns; 500 men)
Hart 's Battery (Capt. James F. Hart)
Breathed 's Battery (Capt. James Breathed)
Chew 's Battery (Capt. Roger Preston Chew)
Moorman 's Battery (Capt. Marcellus Moorman)
McGregor 's Battery (Capt. William M. McGregor)
Note: 15th Va. Cav. (Rooney Lee 's Brigade); Phillips Legion (Hampton 's Brigade) and 5th Va. Cav. (Munford 's Brigade) detached and serving picket duty at time of battle and not included in this order of battle
Order of Battle courtesy of Clark B. Hall