With the bulk of his army now across the Rapidan and on the Confederate side of the Rappahannock River, Major General Joseph Hooker was now ready to lead his army out of the Wilderness and into the open country beyond. The last three days had seen the Army of the Potomac stealing a march on Robert E. Lee and the Confederate Army of Northern Virginia, culminating with the Union force successfully getting astride Lee's left flank.

But Robert E. Lee was undaunted. Instead of pulling back his army to safety as Hooker supposed he would, Lee left a small force to defend Fredericksburg while moving roughly 50,000 men with all speed to confront Hooker around Chancellorsville. The two armies collided on May 1.

Hooker had begun moving his army out of the forested region of the Wilderness and into the open country when he was surprised to confront a sizable force of Confederate infantry on the road to Fredericksburg just after 11:00 AM. The first shots of the battle were fired at 11:20 as the Confederate division of Major General Lafayette McLaws slammed into the Union division of George Sykes. The Union soldiers fell back in an orderly fashion, obviously surprised to have encountered such a large body of Confederates so far away from Fredericksburg. Shaken but not beaten, Sykes organized a counterattack and re-took the ground his division had given up to McLaws.

The division of Major General Richard Anderson attempted to turn the right flank of Sykes' division but his attack was stymied by the Union XII Corps that was just then moving into position on the Plank Road to support Sykes. Anderson then sent a brigade under Ambrose Wright to sneak around the right of XII Corps utilizing an unfinished railroad head. Once again, however, reinforcements (this time the XI Corps) were able to keep the Union position from being turned.

By this time, the Union position just outside the Wilderness was turning into a formidable one. The Union line, anchored by Sykes' division at Zoan Church, occupied elevated ground with good fields of fire for artillery. The XII Corps had arrived in force and the II and XI Corps were not far behind. The V Corps was advancing handsomely along the River Road and was in a position to anchor the left flank of the Army of the Potomac along the river to complete the defensive line.

For the first time in the war against Robert E. Lee, it looked as if the Union army would occupy the favorable ground for once. This was a dream scenario for Hooker who, while offensive-minded, wanted to fight a defensive battle against Lee. If that was his objective, this was the ground to do it on.

The Battle of Chancellorsville - Day One (May 1, 1863)

Historians continue to argue about what happened next. For whatever reason, Hooker decided to call a halt to the developing battle around Zoan Church and issued orders for his army to fall back into the Wilderness and take up defensive positions around Chancellorsville. Hooker's subordinates were stunned, but none were as angry as George Meade, the Union V Corps Commander: "My God," Meade was said to have remarked, "if we can't hold the top of the hill, we certainly can't hold the bottom of it!"

Many historians feel that it is here that Hooker began to realize the stresses of commanding an entire army as opposed to a division or a corps, and thus effectively lost his nerve. By surrendering the ground around Zoan Church and falling back on Chancellorsville, they argue, Hooker ceded the initiative to Lee and effectively lost the battle.

More modern scholarship, however, has observed that the logistics facing Hooker in the short term were stacked against him. The ground his commanders wanted to defend was little more than a clearing, with few roads providing access to the area. Also...the odds were stacked against the Union army on May 1. Hooker could bring little more than 30,000 men to the fight while the ever-aggressive Stonewall Jackson had something close to 48,000 in the vicinity of Zoan Church and support for Sykes and Slocum would be slow in arriving.

So the Union army fell back into the Wilderness and began digging entrenchments around the Chancellor mansion. Despite the well-reasoned withdrawal, the Union high command had begun losing confidence in their new commanding officer.

On the Confederate side, Jackson was surprised at Hooker's sudden withdrawal and believed this signaled a general retreat back across the river. Lee, however, disagreed and argued that Hooker had invested too much in the campaign to just cut and run before a major battle could be fought. He believed that Hooker would remain on their side of the river and, if that proved to be true, he would attack him come the morning of May 2.

Jeb Stuart, Lee's trusted cavalry chief, reported that evening with news on the Yankee position. Meade and the Union V Corps anchored the Union left flank on the Rappahannock River, the Union center was heavily fortified, but the Union right flank was "in the air" and thus vulnerable to attack. That area was held by Oliver Howard and the XI Corps. Lee wondered aloud if it were possible to get around the Union right without being detected. After more investigation it was proven to be possible to do just that.

It was decided that Stonewall Jackson would take a force of some considerable size on a march around the Union right and strike the XI Corps from the flank and rear. When Lee asked with what force he would use to achieve this, Jackson responded: "My whole command." This was a gamble for it would leave Lee with less than 20,000 men to contend with the rest of Hooker's army. But it was a gamble that both Lee and Jackson were willing to take. The old man gave his ascent and commanded the following: "Take your entire corps, General Jackson, and destroy the enemy."

The march would begin the next morning, May 2.

The situation on the evening of May 1