of Fort Pocahontas alert and ready for action. Wild commanded 1,100 men and two cannons. The Union force consisted of the 1st United States Colored Infantry Regiment (1st USCI) and four companies of the 10th USCI. Battery M, 3rd New York Artillery was the only all-white unit in the defenses. The gunboat USS Dawn lay in the James River to deliver fire support to the fort's defenders. The fort was about long, straddling the road to the wharf. It was anchored on both ends—to the west on a bluff and on the east by a branch of Kennon Creek—so it could not be flanked. It was fronted by a deep, broad ditch and abatis. Battle Around noon on May 24, Lee's men charged and drove in the Union pickets who were posted near the Charles City Road, about a north of the fort. By 1:30 p.m. the fort was invested and Lee sent two officers under a flag of truce with a message demanding the surrender of the garrison. He promised that the black soldiers would be taken to Richmond and treated as prisoners of war, but if they did not surrender, he would not be "answerable for the consequences." Wild and his men interpreted this to mean they would be killed or enslaved, particularly due to the massacre of black troops after their surrender at the Battle of Fort Pillow six weeks earlier. Wild sent back a written reply that said "Present my compliments to General Fitz Lee and tell him to go to hell,” and verbally told the two officers "Take the fort if you can." Lee planned a two-pronged attack. Brig. Gen. Williams C. Wickham's brigade moved east of the fort, concealed in ravines of Kennon Creek. To distract the Federals from Wickham's attack, Col. John Dunovant of the 5th South Carolina demonstrated on the western end of the fort. Dunovant's men advanced as far as the ditch and abatis, but were driven back by heavy fire. Wickham's men rushed forward across an open field and were met by interlocking fields of musket fire, canister rounds from two 10-pounder Parrott rifles, and naval gunfire from the Dawn. As Lee looked for a weak point in the fort's defenses, Union reinforcements arrived at about 4 p.m. on the steamer George Washington, carrying four companies of the 10th USCI. Lee ordered his men to withdraw to Charles City Court