On Averell's left, Powell and Custer attacked the remnants of Payne's and Ferguson's cavalries near the Martinsburg Pike. The two Confederate units fled into Winchester, causing panic in the town. Though repulsed by about 300 men Confederate officers rounded up in town, some of Custer's and Powell's men fired several volleys down the town's northern streets. With Merritt getting closer to Winchester, Early sent Smith's and Colonel Augustus Forsberg's brigades from Breckinridge's Division to guard the pike. They deployed about 1,500 men behind a stone wall south of the regrouping remnants of Gordon's and Patton's forces, and were aided by batteries from Braxton's and Major William McLaughlin's battalions. The Confederate artillery forced Merritt back about , where he regrouped behind a small ridge. Merritt's retreat exposed Averell's left flank, and Breckinridge's men changed their focus to Averell. Breckinridge moved Captain George Beirne Chapman's Artillery into Fort Collier (misspelled on some maps as "Fort Collyer"), adjacent to the railroad line and Martinsburg Pike. Soon Averell retreated and regrouped further west of the pike. The Union cavalry pause enabled various Confederate forces to regroup, and Lee assumed command of the forces around Fort Collier. Breckinridge and Wharton moved adjacent to Gordon's Division. Wickham's Cavalry Brigade, commanded by Munford, had been moved from the north side of Red Bud Run to the Senseny Road to assist Lomax on Early's right. With Torbert's cavalry becoming even more of a threat, Early moved Munford to the west side of Winchester's heights. Munford discovered that Fort Jackson (a.k.a. Fort Milroy) was occupied by a small force. Using a saber charge, Munford captured the fort and emplaced his two artillery pieces. From that high position, he could fire on Torbert's cavalry and Crook's infantry. Crook and Torbert continue forward Crook continued attacking Early's left. Gordon's Division and Patton's Brigade regrouped behind the right flank of the rest of Wharton's/Breckinridge's Division around 4:30pm. The Confederate left flank was now behind a stone wall that ran perpendicular to the Martinsburg Pike and rail line. Braxton posted his artillery at intervals behind the wall. The Confederates had more artillery slightly north at Fort Collier, where Chapman's Battery had four guns, supported by Lee's force. More guns were located behind Gordon's Division, where Captain William M. Lowry's Wise Legion artillery was deployed. This artillery stopped Crook's advance, but Lowry and two of Braxton's guns used up their ammunition and had to