Battle of Bristoe Station The Battle of Bristoe Station was fought on October 14 , 1863 , at Bristoe Station , Virginia , between Union forces under Maj . Gen . Gouverneur K . Warren and Confederate forces under Lt . Gen . A . P . Hill during the Bristoe Campaign of the American Civil War . The Union II Corps under Warren was able to surprise and repel the Confederate attack by Hill on the Union rearguard , resulting in a Union victory . Background . The Union army was led by Maj . Gen . George G . Meade , the Confederates by General Robert E . Lee . Lee had stolen a march , passing around Cedar Mountain , the site of a battle in 1862 . This forced Meade to retreat toward Centreville . By withdrawing , Meade prevented Lee from falling on an exposed flank of the Army of the Potomac . Maj . Gen . Gouverneur K . Warren , commanding II Corps in Maj . Gen . Winfield S . Hancock ' s absence , was following V Corps on this retreat . On October 13 , the II Corps had an encounter with Maj . Gen . J . E . B . Stuart ' s cavalry near Auburn , Virginia , the First Battle of Auburn , nicknamed " Coffee Hill . " ( Confederate shells interrupted Federals who were boiling coffee . ) Warren had to push Stuart aside and , at the same time , retreat before the advance of the Confederate corps of Lt . Gen . Richard S . Ewell . On October 14 , as Warren moved toward Bristoe Station , Stuart ' s cavalry harassed the rear guard at the Second Battle of Auburn . Lt . Gen . A . P . Hill , leading the Confederate Third Corps , was advancing on Ewell ' s left . He reached Bristoe Station on October 14 . ( The town is variously called Bristoe , Bristow , and Bristo in contemporary newspapers . ) Hill tried to harass the rearguard of V Corps just across Broad Run , but he missed the presence of II Corps just coming up from Auburn . Seeing Heth ' s advance , Warren rapidly deployed his forces behind an embankment of the Orange and Alexandria Railroad near Bristoe Station . The result was a powerful ambush as Hill ' s corps moved to attack the Federal rear guard across Broad Run . Battle . Maj . Gen . Henry Heth ' s division moved to attack the V Corps , but it was redirected to attack the II Corps . Union artillery , including the battery of Capt . R . Bruce Ricketts , opened on the Confederates ; and infantry fire soon was added . Despite this fire , Heth ' s men briefly secured a foothold in the lines of Col . James E . Mallon in the second division under Brig . Gen . Alexander S . Webb . The Confederates were driven back , and five guns of a Confederate battery were captured in a Federal counterattack . Col . Mallon was killed in the fighting . The Confederate division of Maj . Gen . Richard H . Anderson attacked the lines of Brig . Gen . Alexander Hays ' s division and also was repelled . Brig . Gen . Carnot Posey was mortally wounded in that attack . Two of Heth ' s brigade commanders also were badly wounded . Aftermath . Union casualties were 540 , Confederate about 1 , 380 . Warren , seeing Lt . Gen . Richard S . Ewell ' s Second Corps coming up on his left , eventually had to withdraw . Lee is said to have cut off Hill ' s excuses for this defeat by saying , " Well , well , general , bury these poor men and let us say no more about it . " The Union forces won the battle , but they had to retreat to Centreville , Virginia , before standing their ground . When they pulled back , starting on October 18 , the Confederates destroyed much of the Orange and Alexandria Railroad . Meade had to rebuild the railroad when he reoccupied the area around Bristoe Station . Warren won such reputation as a corps commander that he was given V Corps as a regular assignment after Hancock returned to the Army of the Potomac in 1864 .