Averell's cavalry had attempted to flank the Confederates as ordered but ran headlong into Vaughn's cavalry on the Front Royal Pike. The shock of the unexpected Confederate cavalry attack sent the Federal cavalry racing towards Martinsburg. When the fleeing cavalry encountered the retreating wagon and artillery trains north of Winchester it incited a panic among the Federal teamsters, causing many to abandon their charges as they got caught up in retreat. Many of the wagons had to be burned to prevent them from falling into Confederate hands. As night fell the Confederate cavalry swept the countryside looking for Federals who had become lost from their units in retreat. Most of the Federals spent the night out in the rain, scattered across countryside, trying to evade capture.