During the winter months of 1863 and 1864, Pleasant Valley, situated between Elk Mountain and South Mountain had become a Federal camp. By May 5th 1864, by orders from the War Department in Washington, the Remount Camp in Pleasant Valley was ordered to be broken up. The men of the camp were situated there waiting to be re-equipped with horses. The men were ordered to Washington and Harper's Ferry for further instructions.

The camp was not abandoned long before it was reused again by the Department of West Virginia. Camp Distribution as it was called was two camps as well as a hospital. Camp number one was for unarmed infantry, dismounted cavalry and unarmed cavalry. Camp number two was for cavalry that had horses but were waiting to be equipped. The conditions of the camp were not of the greatest standards. Many of the sick men were sent to other areas for the proper treatment. Even the hospital was unsatisfactory for the sick. By June 9th, General Julius Stahel, being relieved of field command by General David Hunter became the commander of the temporary Dismount Camp.

During the summer of 1864, General Lee's Army was protecting Richmond and Petersburg. Union General U.S. Grant had Confederate General Lee's Army of Northern Virginia under siege. The Federal cavalry had a strong hold on the Shenandoah Valley which was a vital agricultural area that fed the Army of Northern Virginia. If the Shenandoah Valley stayed in Federal hands, Lee wouldn't be able to carry on the war. By sending General Early out of Petersburg, Lee was hoping to relieve pressure off of his lines and General Grant would be forced to send troops away from Petersburg to pursue Early's forces.

General Lee sent the 2nd Corps under the command of General Jubal Early out from the trenches of Petersburg and Richmond, Virginia. General Early pulled his troops out of Petersburg on June 12th and Richmond on June 13th. He was ordered to march to Lynchburg where General John Breckinridge's Army of South Western Virginia was located and help to defend Lynchburg and liberate the Shenandoah Valley from the Union forces of General David Hunter.

General Early reached Lynchburg on June 17th. From twelve o'clock in the afternoon to two o'clock the next day, Union General David Hunter attacked Early and Breckinridge. During the night General Hunter pulled his forces back and retreated into West Virginia. Since General Early liberated the Shenandoah Valley, he was to continue with phase two of General Lee's plan. This meant that Early's and Breckinridge's forces would move into Maryland and threaten Washington and if practical send a detachment of cavalry to Point Lookout to free the Confederate prisoners there. This would provide Lee more manpower, something that he desperately needed if he was to continue the war.

As the Confederate forces marched up the Shenandoah Valley they arrived at Winchester on July 2nd where General Early ordered General Breckinridge to proceed on Martinsburg and capture Union General Franz Sigel. General Early would then move to Harper's Ferry and capture the Federal garrison under the command of General Max Webber. At Bunker Hill, Breckinridge began skirmishing with Sigel's cavalry pushing them back into Martinsburg. Once Breckinridge arrived at Martinsburg, he saw no Federal troops. Confederate Cavalry had been at work destroying the telegraph wire and capturing supplies. General Breckinridge ordered his men toward Harper's Ferry via the Shepherdstown Road. This forced General Sigel to retreat to Harper's Ferry.

On July 3rd, many citizens living in the Cumberland Valley and from the Hagerstown area hearing cannon fire in the direction of Virginia began to flee crossing South Mountain in the wake of another Maryland Invasion.  It was rumored by many refugees that General Jubal Early was leading an army, marching toward Shepherdstown. These citizens had every right to flee from the invading Confederate army since the Confederate opinion was not so strong towards Maryland's treatment of their support to the Confederate cause. As many refugees flocked east of South Mountain, Middletown residents doubted that another invasion was going to take place.

On July 4th, Early's men battled around Harper's Ferry. Seeing Maryland Heights fortified, Early decided to move his army north and cross at Shepherdstown and Boteler's Ford. General Sigel had made his way through Pleasant Valley with 176 wagons. General Early rode with his army to Harpers Ferry to take the garrison there. Generals Sigel and Webber had evacuated Harper's Ferry and made camp upon Maryland Heights.

On July 5th, General Franz Sigel who made his headquarters upon Maryland Heights stated that his forces consisted of two regiments of infantry, 2,500 dismounted cavalry, two battalions of heavy artillery, and twenty-six field guns. A portion of the Confederate cavalry was at Boonsboro scouting for Federal troops. General Sigel ordered General Stahel, who was located in Pleasant Valley to skirmish with the Confederates crossing the Potomac River near Sharpsburg. General Stahel's forces consisted of about 1,000 effectives, two companies of artillery acting as infantry and one four-gun battery. Realizing the size of the Confederate Army crossing the Potomac River, General Stahel instead decides to only conduct reconnaissance of the Sharpsburg area.

General Early's Corps and General Breckinridge's Division started to cross the Potomac River at Shepherdstown on July 5th and continued to cross the Potomac until July 7th. Once in Sharpsburg, Early's forces started to set up camp. The Confederate cavalry under General John McCausland reached Hagerstown with orders to ransom the town for $200,000. Misunderstanding the order, McCausland only demanded $20,000.

General Stahel skirmished with Confederate troops on the western side of Elk Mountain; General Sigel ordered him to pull back and move toward Rohrersville and defend the area against any Confederate troops advancing toward Maryland Heights. With Breckinridge's troops marching toward Rohrersville, a full out assault was not in question against the mass numbers of General Breckinridge's troops.

Breckinridge's forces moved onto Rohrersville and a portion of the Confederate soldiers encamped there at the base of South Mountain while another portion of Breckinridge's men skirmished with General Stahel's troops near Maryland Heights. The following day at Rohrersville, Confederate troops received their much needed supplies such as shoes.

During the Confederate concentration at Sharpsburg and Rohrersville, Union cavalry were able to scout the Confederates using South Mountain for intelligence from the direction of Frederick. Lieutenant Colonel George Vernon took a portion of Cole's Cavalry that was operating in Pleasant Valley and Maryland Heights and ordered them to scout and harass Early's men as they encamped. Lieutenant Colonel Vernon operated within Early's lines, capturing many prisoners of General Johnson's Cavalry.

On July 7th, Johnson's Cavalry Brigade skirmished with a portion of the 8th Illinois Cavalry and their artillery support at Turner's Gap. After the skirmish, Johnson's Brigade moved toward Frederick. Frederick was a wild scene as wagons abandoned by Union troops escaping from Harper's Ferry. The next day, Johnson's Brigade was ordered back to Turner's Gap where it fought off a Union Cavalry attack.

On July 8th, Early's Army began marching toward Middletown. The army crossed over South Mountain at two different mountain gaps. Fox's Gap was the route of Breckinridge's men while General Early traveled over Turner's Gap. Both of the Confederate columns converged at the town of Middletown, where a ransom of $4,000 was met. As Early's men approached the Catoctin Mountain, the Confederate cavalry began skirmishing with Union troopers. That night Early's men encamped at Middletown.

As the Confederate troops moved over South Mountain, Captain Edward Frey skirmished with the Confederate cavalry rear guard. He stated in a report to General Sigel that the Confederate Army was in mass advancing on the Boonsboro Road leading to the right of John Brown's Schoolhouse. During the afternoon, General Stahel wrote to General Sigel that the Confederates were marching in full force, at least a whole corps and were now marching in the Middletown Valley.

Union General A.P. Howell wrote to General Hallack who was near Harper's Ferry during the evening of July 8th, that he was in possession of Crampton's Gap. He also stated that he was keeping the Confederate prisoners there as they were captured as Early's men crossed over South Mountain.

Early in the morning on July 9th, Major John B. Burt an Aid-de-Camp wrote a dispatch to Major Schultze that Confederate troops were fortifying South Mountain near the old battlefield. In his report he also stated that two of his men were in a Confederate camp at Wolfsville on South Mountain. The Federal scouts stated that about fifty Confederate infantrymen were on picket duty and that they were part of a chain of pickets that stretched across the South Mountain from there to Boonsboro.

General Early continued his march toward Frederick. Once his men took possession of Frederick, General Early issued a ransom for the town in the amount of $200,000. As General Early turned southward he ran into resistance from General Lew Wallace and General Ricketts, who re-enforced Wallace's small force. General Early battled with Wallace at Monocacy until the evening.

After the battle of Monocacy, Lt. Colonel Vernon's detachment of Cole's Cavalry was still scouting for small bands of Confederate cavalry that were scattered throughout all of Northern Frederick County. In his book: "Cole's Cavalry; or Three Years in the Saddle" C. Armour Newcomer wrote:

"Lieutenant Colonel Vernon and his small force of sixty-five men were familiar with the country. The enemy's cavalry were overrunning Frederick County in small detachments, gathering up horses from the farmers. Our detachment had come upon several small squads of Rebel Cavalrymen and either captured or dispersed them. On our arrival in the neighborhood of Middletown we were informed by the citizens that an old gentleman, a farmer by the name of George Blessing, living several miles distant, had shot one or more Rebels, and Colonel Vernon started at once with his men for Blessing's farm. As our advance was proceeding up the lane leading to the farmer's house they were halted by an old gray-haired man, fully sixty-five years of age, who demanded that they should go back, or he would shoot. The old gentleman was partially concealed behind a large tree, with a rifle in his hand. Colonel Vernon called him by name and informed him we were Cole's men and had come to protect him. Mr. Blessing gave us a hearty welcome and said he had mistaken us for the Confederates whom he had exchanged shots with a number of times during the day, and had driven off the enemy not an hour before, who threatened to return and hang him and burn his property. To prove his assertion, he led the way up to his barnyard, where lay a dead Rebel and one in the barn, wounded. The old farmer had some half dozen guns of different patterns; when the roving bands of Confederates approached his house he would warn them off, they would fire upon him, and this old patriot stood his ground. He would do the shooting whilst his small grandson would load the pieces. Our command remained at the farmhouse over night and the "Johnnies" failed to put in an appearance; they would have received a warm reception if they had returned. Our men buried the dead soldier and left the wounded prisoner in the hands of his captor, who promised to have him properly taken care of."

On July 10th, Confederate cavalry were foraging South Mountain from Monterey to Frederick, stealing horses, and creating much alarm. During the day Major John Burt wrote to General Couch who was at Chambersburg that about 3,000 cavalry under General Bradley Johnson was in Lewistown and Creagerstown. Another 7,000 Confederate cavalry were at Smoketown. He also confirmed that the Confederate troops were fortifying South Mountain and that General Imboden, with about 1,500 men came down the west side of South Mountain sending a small detail of men into Smithsburg eight miles from Waynesboro, Pennsylvania.

Captain Maxwell Woodhull who was serving as Acting Assistant Adjutant-General wrote a dispatch to Lieutenant Colonel Lawrence that General Morris wanted a cavalry to scout the area near South Mountain at Black Rock Bridge. Reports were of Confederate cavalry and a section of artillery moving along the Westminster and Baltimore Pike, moving from Boonsboro. The Westminster and Baltimore Pike was a roadway that led from Hagerstown over South Mountain at Wolf's Tavern and at the Catoctin Mountain to Emmitsburg and continued to Westminster.

From the banks of the Monocacy River, the Confederate Army continued their journey to Washington. By July 11th, Early was within sight of the ring of forts that surrounded Washington. He sent forward his skirmishers. After hearing reports of Union re-enforcements from Petersburg, General Early on the night of July 12th, began to retire from Washington and headed for Leesburg where he would take his army to the safety of Virginia.

After Early's invasion, Pleasant Valley became Headquarters of the Department of West Virginia under the command of General George Crook. General David Hunter on July 27th wrote to General Halleck that after inspection by General Crook, he has not over 7,000 men who will fight and the dismounted cavalry he stated: "Are perfectly worthless".

On July 28th, in a correspondence to the War Department, a new formation was put in motion for a new division called the Third Division, however this was revoked. Instead the troops were designated as Third Brigade of the First Division under the command of Colonel J.M. Campbell.

Union General David Hunter sent a dispatch to General Halleck that stated that a Confederate force was moving to Snicker's Gap. In order to protect the roadways that led into Baltimore and Washington, General Halleck ordered General Crook and General Wright if necessary to unite at South Mountain or Monocacy Junction depending on the location of where the Confederate troopers ford the Potomac River.

By late July, General Early ordered his army north, and split his army into two columns. The first column under the command of General John McCausland, was sent forth to Chambersburg, PA, while the second column under General Early himself set forth to Moorefield W.V. Some independent Confederate cavalry units operated independently along the Maryland Border. The Union Army took action in protecting its communities along the Mason and Dixon Line.

On July 28th, an unusual order arrived for General McCausland. General Early had enough of the new Federal policy of destruction. Later McCausland wrote: "My men had just dismounted and were making camp and getting ready to eat what rations they could find. I was sitting there on my horse talking to Nick Fitzhugh, my adjutant, when a courier handed me a dispatch from Early. I opened it up and when I read those first lines I nearly fell out of the saddle. He ordered me in a very few words to make a retaliatory raid and give the Yankees a taste of their own medicine."

Early had selected Chambersburg, Pennsylvania, as the location of where the retaliation would be made. General Early demanded $100,000 in gold or $500,000 in U.S. currency in compensation for the homes destroyed by Union General Hunter in the Shenandoah Valley near Lynchburg. The town's leading citizens could not or would not pay and McCausland, ordered torches to be ignited. Soon three quarters of the town was fully in flames, the Confederate response to the atrocities of the Union army were now a matter of open policy ordered from Washington's War Department.

On July 30th, around 11:30 a.m. General H. W. Halleck sent word to General Hunter that as of 3 a.m. the enemy entered Chambersburg in three columns. A detachment of Hunter's Cavalrymen were ordered to march by South Mountain toward Emmitsburg. General Halleck stated that it was absolutely necessary that he know where the Confederates were marching to in order to send re-enforcements. By 3:00 p.m. General Halleck sent another dispatch to General Hunter stating that Clendenin's Cavalry was ordered to scout toward Emmitsburg and send back information on a rebel force that had entered Chambersburg. Meanwhile, General Lew Wallace sent a detachment of the Twenty-first Pennsylvania Cavalry, under the command of Captain J. C. Hullinger to march to Waynesboro via Emmitsburg. Also a Signal Camp was opened at Emmitsburg by Chief Signal Officer Amos M. Thayer relaying messages to the cavalry stationed at Emmitsburg as they waited.

General Halleck ordered General Hunter to advance to the eastern side of South Mountain and occupy Crampton's Gap and the other South Mountain Passes. General Hunter sent a small cavalry force to occupy Turner's Gap in order for them to communicate with him by courier if any Confederate troop movements appeared in the area.

On July 31st, General Hunter was moving toward Emmitsburg and sent General Crook on the road to Middletown and General Wright on the road to Frederick. The Federal Departments, fearing an absence of troops of the eastern side of South Mountain toward Emmitsburg began to follow up on the pursuit of the Confederate troops of McCausland's Cavalry. McCausland turned due west toward Bedford Valley the Federal Departments would now follow up and pursue McCausland's Cavalry through South Mountain to Williamsport and then onto Hancock.

Following the days after the raid on Chambersburg, several regiments from the Department of West Virginia were encamped near Wolfsville. The 11th West Virginia Infantry Battalion, General Duffie's First Cavalry Division and Second Brigade, First Infantry Division all were encamped in the fields surrounding Wolfsville. On August 1st, Lieutenant Ellis reported from High Rock that Chambersburg was burned. After the burning of Chambersburg, Pennsylvania, Generals Johnson's and McCausland's Cavalry Brigades rode toward Cumberland, Maryland, to disrupt the B&O Railroad. The Confederates destroyed the vital bridges along the B&O Railroad at Flocks Mill near Cumberland.