Battle of Spotsylvania • Tour the Battlefield • Monuments & Markers • The Armies
The Confederate Counterattack wayside marker and the ‘Upton’s Assault’ marker next to it are at a pull-off on Anderson Drive about 0.2 mile southwest of Stop 3 on the Spotsylvania Battlefield Auto Tour. The trail coming out of the woods and across the field is the continuation of Upton’s Trail from Tour Stop 2.

The Confederate Counterattack wayside marker on the Spotsylvania battlefield
Confederate Counterattack
Confederate General Richard S. Ewell responded quickly to Upton’s breakthrough at Dole’s Salient. Wading into the melee, he shouted to the outnumbered defenders: “Don’t run, boys. I will have enough men here in five minutes to eat up every damned one of them!” Ewell was as good as his word. Within minutes, thousands of Confederate soldiers converged on this spot.
Although initially successful, Upton’s attack quickly turned into a fight for survival. Confederate lines coming across the fields behind you pressed against now-ragged Union battle lines. Without help, Upton’s men could not hold out for long. As darkness settled over the battlefield, the Southerners drove Upton’s men from the salient and recaptured the cannons they had lost earlier in the evening.
From the caption to the background drawing:
Upton captured 950 Confederates in his initial charge. Union soldiers hurried the prisoners to the rear under a heavy fire.

Two wayside markers at the point where Upton’s Assault broke the Confederate line on May 10. 1864
Location of the markers
The ‘Upton’s Assault’ and ‘Confederate Counterattack’ wayside markers are on the west side of Anderson Drive about 400 yards south of Tour Stop 3. They can also be reached by a quarter mile trail from Tour Stop 3 that follows the route of Upton’s attack. (38°13’14.5″N 77°35’36.0″W)
(go to the Upton’s Road page)
(go to Tour Stop 4)
(go to the main Battle of Spotsylvania Auto Tour page)