Portrait of Ulysses S. Grant

Lieutenant General Ulysses S. Grant (pictured here) noted that after the Battle of Proctor’s Creek, Benjamin Butler’s Army of the James “was as completely shut off from further operations directly against Richmond as if it had been in a bottle strongly corked.” [Wikimedia Commons]

Battle of Proctor's Creek

May 12–16, 1864

Also known as the Second Battle of Drewry's Bluff, the Battle of Proctor's Creek was the decisive engagement of the Bermuda Hundred Campaign.

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Prelude to the Battle

On July 15, 1863, the United States War Department issued General Orders No. 217, merging the Department of Virginia with the Department of North Carolina to form the Department of Virginia and North Carolina. The order appointed Major General John G. Foster to command the new department. A few months later, on October 28, 1863, the War Department issued General Orders No. 350, appointing Major General Benjamin F. Butler to command the department and the 18th Army Corps. Butler arrived at Fort Monroe, Virginia, and assumed command on November 10.

Grant in Charge of Union Armies

The next spring, on March 10, 1864, President Abraham Lincoln issued an executive order appointing Lieutenant-General Ulysses S. Grant to command the armies of the United States. Grant assumed his new command on March 17. Upon his arrival in Washington, Grant drafted a plan to get the various Union armies in the field to act in concert. He also devised his Overland Campaign to invade east-central Virginia and to destroy the Army of Northern Virginia, which was under the command of Robert E. Lee.

Grant Meets with Butler

Grant’s operations against Lee incorporated the troops under Butler’s command. On April 1, 1864, Grant met with Butler, and they devised a plan for Butler’s participation in the spring offensive near Richmond and Petersburg, Virginia. On April 12, 1864, Grant ordered Butler to prepare for operations south of the James River in Virginia. Butler’s forces comprised roughly 20,000 soldiers from his 18th Corps, commanded by Major General William F. Smith, and about 10,000 men from the 10th Corps, commanded by Major General Quincy A. Gillmore. Butler subsequently referred to the merged forces under his overall command as the Army of the James.

Bermuda Hundred Campaign

In broad strokes, Butler’s orders were to move his army up the James River to its confluence with the Appomattox River. After securing the village of City Point, Virginia, the bulk of his army was to disembark farther upstream at the fishing village of Bermuda Hundred. From there, he would support Grant’s Overland Campaign, which pitted Major General George G. Meade and his Army of the Potomac against General Robert E. Lee and his Army of Northern Virginia. Butler’s two main objectives were to sever the Richmond and Petersburg Railroad and to threaten Richmond from the east, forcing Lee to divert troops away from Meade’s main thrust.

Butler on the Move

By May 5, 1864, (the same day that the Battle of the Wilderness began) a flotilla of naval vessels started moving the roughly 39,000 troops Butler commanded up the James River. The next day, the soldiers began disembarking at City Point and Bermuda Hundred. Instead of immediately striking toward Richmond after his army disembarked at Bermuda Hundred, Butler ordered his soldiers to entrench as he sent Brigadier General Charles Heckman’s brigade west on a reconnaissance mission.

Beauregard in Command of Confederate Forces at Petersburg

On the same day that Butler’s army disembarked, General P. G. T. Beauregard assumed command of the Confederate defenses around Petersburg. During the first few days of Butler’s offensive, however, Beauregard was ill. The leadership of the Confederate troops in the field devolved to Major General George E. Pickett, whose reputation had suffered considerably at the Battle of Gettysburg in 1863.

Battle of Port Walthall Junction

On May 6–7, Butler’s forces defeated Confederate General Bushrod Johnson’s Division at the Battle of Port Walthall Junction. The minor Union victory, however, cost Butler two days that left his army no closer to the Confederate capital. Beauregard and Pickett used the time to reinforce their meager defenses near Richmond.

Battle of Swift Creek

Possibly frustrated by his marginal victory at Port Walthall Junction, on May 9, 1864, Butler took his eye off Richmond and turned his attention toward Petersburg. He deployed a large task force to confront Johnson’s Division at their new defensive line along Swift Creek. What followed was a series of minor engagements collectively known as the Battle of Swift Creek that produced another modest Union victory, but once again bought more time for Beauregard to solidify his forces around Richmond.

Battle of Chester Station

The next day (May 10) the Confederates conducted a reconnaissance-in-force mission that resulted in an inconclusive minor engagement known as the Battle of Chester Station. Growing increasingly impatient with his lack of progress, Butler gave up his offensive against Petersburg and spent the next two days preparing for a thrust against Richmond to the north.

Beauregard used the two-day lull to reinforce his defenses between Richmond and Butler’s headquarters at Bermuda Hundred. Rounding up about 13,000 men, the Confederate general established a defensive line along Proctor’s Creek, a tributary of the James River roughly seven miles south of Richmond. Behind that line was Fort Darling, situated atop Drewry’s Bluff, a ninety-foot-high ridge overlooking a sharp bend in the James River. Two years earlier, Confederate troops occupying Fort Darling spared Richmond from the threat of being reduced by U.S. Naval artillery at the Battle of Drewry’s Bluff (May 15, 1862) during the Peninsula Campaign.

Battle of Proctor’s Creek

May 12, 1864

On May 12, most of Butler’s army moved north from Bermuda Hundred towards the Confederate line at Proctor’s Creek in two columns. On the left, Gillmore’s 10th Corps traveled along the Richmond & Petersburg Railroad; on the right, Smith’s 18th Corps moved up the Richmond Turnpike.

May 13–15, 1864

On May 13, Gillmore’s men struck Beauregard’s right flank near the Wooldridge House. The aggressive Federal assault forced the Confederate defenders to abandon the Proctor Creek line and fall back toward Drewry’s Bluff.

The next morning, Gillmore renewed his assault. The action featured a twelve-hour artillery duel that failed to dislodge Confederate forces from Fort Stevens, an earthen structure built near Fort Darling in 1862 to defend the southern approach to Richmond. Despite the standoff at Fort Stevens, by midday, the Federals held over two miles of the Proctor’s Creek line.

Notwithstanding Gillmore’s success, Butler failed to push on because low water levels prevented Union gunboats from navigating up the James River to provide artillery support for his right flank. Instead, the Union commander spent the next day-and-a-half establishing a defensive line in front of the Confederates with Gillmore’s troops on the left and Smith’s forces on the right.

While Butler procrastinated, Beauregard traveled from Petersburg and assumed field command of the Rebel forces at Fort Darling on May 14. The next day, Major General Robert Ransom’s Division moved down from Richmond to join his command. The addition of Ransom’s 5,000 soldiers prompted Beauregard to seize the initiative and plan a three-pronged attack on Butler’s line.

  1. Ransom’s Division would storm Smith’s 18th Corps and turn Butler’s right flank near the James River;
  2. Major General Robert Hoke’s Division would attack Gillmore’s 10th Corps on Butler’s left flank;
  3. Major General William H. C. Whiting’s Division would come up from Petersburg and attack the enemy’s rear.

Beauregard scheduled his offensive to take place on May 16.

May 16, 1864

A little before 5 a.m. on May 16, Ransom’s Division marched south from Drewry’s Bluff with orders from Beauregard to turn Butler’s right flank. Concealed by heavy fog, the Confederate soldiers surprised their enemy, capturing Brigadier General Charles A. Heckman and 500 of his men. Gradually, the fleeing Yankees reorganized enough to mount a modest counterattack that briefly stalled the Rebel onslaught. At roughly 6 o’clock, however, the hastily reorganized Union line collapsed, again sending the Federals in retreat. By then, however, the exhausted Rebel soldiers were running low on ammunition. Having suffered heavy losses, Ransom halted the attack and reorganized his four brigades, which had become disoriented by the dense fog.

While Ransom’s Division was attempting to turn Butler’s right flank, Hoke’s Division, led by General Johnson Hagood’s South Carolina Brigade, mounted an assault against Gillmore’s 10th Corps from Fort Stevens. Meeting stiff resistance, Hagood’s brigade suffered 664 casualties, the most of any Confederate brigade during the battle. Still, Hoke’s assault against Gillmore’s front forced the stubborn Federals to fall back. Eventually, however, the thick fog forced Hoke to call a halt to restructure his disorganized command.

At about the same time that Ransom began his assault on Butler’s right flank, Whiting led about 5,000 men north out of Petersburg. By 11 a.m., the Rebels occupied Port Walthall as they marched toward Butler’s rear. Upon confronting General Adelbert Ames’ Brigade, Whiting (who was ill or possibly drunk) lost his nerve. Disobeying his orders to attack Butler’s rear, Whiting left a path open for Butler’s beleaguered forces to retreat.

Toward noon, Butler ordered the Army of the James to retreat to their entrenchments north of Bermuda Hundred. Beauregard had scored a respectable triumph at the Battle of Proctor’s Creek; however, the failures of Whiting and Ransom spoiled their commander’s grand, but very achievable goal of annihilating Butler’s army.

Aftermath of the Battle

On the morning of May 17, Major General Braxton Bragg recalled Ransom’s Division to Richmond. Three days later, Beauregard’s forces assaulted the Union lines near Ware Bottom Church. The attack forced the Yankees to abandon their forward positions, but with the size of his command markedly reduced, Beauregard abandoned his hope of destroying Butler’s army. Instead, the Confederate general followed up by constructing a series of strong defensive works roughly parallel to Butler’s line stretching across the peninsula from the James River to the Appomattox River. Known as the Howlett Line, the Confederate bulwarks virtually trapped the Army of the James on the tip of the peninsula. As Grant later noted in his memoirs, Butler’s army “was as completely shut off from further operations directly against Richmond as if it had been in a bottle strongly corked.”

Casualties at the Battle of Proctor’s Creek were not extensive by Civil War standards. Beauregard reported losses of 2,194 (364 killed, 1,610 wounded, and  220 captured/missing). Butler’s casualties totaled 3,411 (300 killed, 1,721 wounded, and 1,390 captured/missing).

Despite the relatively low number of casualties, the Battle of Proctor’s Creek was a significant Confederate victory because it took Butler’s forces out of operations during the Overland Campaign. Still, the conflict was not as meaningful as it might have been if Beauregard had achieved his lofty goal of destroying the Army of the James. After the war, Colonel William G. Lewis, one of Ransom’s brigade commanders, asserted that “Had General Whiting advanced from Petersburg as ordered, there is no doubt we would have captured Butler’s entire army, which would have enabled General Lee to take Beauregard’s army . . . and attack Grant’s army, with almost a certainty of defeating him.” Whether Lewis’ conclusion was correct, there can be little doubt that the addition of thousands of soldiers on either side would have notably altered the prolonged and costly operations around Richmond and Petersburg during the last months of the war.

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Citation Information

The following information is provided for citations.

  • Article Title Battle of Proctor's Creek
  • Coverage May 12–16, 1864
  • Author
  • Keywords Battle of Proctor's Creek
  • Website Name American History Central
  • Access Date July 30, 2021
  • Publisher R.Squared Communications, LLC
  • Original Published Date
  • Date of Last Update March 16, 2021