Major General George B. McClellan affected a smile as he read the fateful orders from Washington. Turning toward his late night visitor, McClellan spoke without revealing his bitter disappointment. "Well Burnside, I turn the command over to you." With these words, the charismatic, overcautious leader of the Union's most famous fighting force exited the military stage, yielding to a new man with a different vision of war.
General Ambrose E. Burnside inherited the Army of the Potomac on November 7, 1862. Its 120,000 men occupied camps near Warrenton, Virginia. Within two days, the 38 year-old Indiana native proposed abandoning McClellan's sluggish southwesterly advance in favor of a 40-mile dash across country to Fredericksburg. Such a maneuver would position the Federal army on the direct road to Richmond, the Confederate capital, as well as ensure a secure supply line to Washington.
President Lincoln approved Burnside's initiative but advised him to march quickly. Burnside took the President at his word and launched his army toward Fredericksburg on November 15. The bewhiskered commander (whose facial hair inspired the term "sideburns") also streamlined the army's organization by partitioning it into thirds that he styled "grand divisions." The blue clad veterans covered the miles at a brisk pace and on November 17 the lead units arrived opposite Fredericksburg on Stafford Heights.
Burnside's swift March placed General Robert E. Lee and his Army of Northern Virginia at a perilous disadvantage. After the Maryland Campaign, Lee had boldly divided his 78,000 men, leaving Lieutenant General Thomas J. "Stonewall" Jackson in the Shenandoah Valley while sending Lieutenant General James Longstreet to face the Federals at Culpeper. Lee had not anticipated Burnside's shift to Fredericksburg and now neither of his wings was in position to defend the old city.
The Federals could not move South, however, without first crossing the Rappahannock River, the largest of several river barriers that flowed across his path to Richmond. Because the civilian bridges had been destroyed earlier in the war, Burnside directed that pontoon equipment meet him at Stafford Heights. A combination of miscommunication, inefficient army bureaucracy, and poor weather delayed the arrival of the floating bridges. When the pontoons finally appeared on November 25, so had the Army of Northern Virginia.
Burnside's strategy depended upon an unopposed crossing of the Rappahannock. Consequently, his plan had failed before a gun had been fired. Nevertheless, the country demanded action. Winter weather would soon render Virginia's highways impassable and end serious campaigning until spring. The Union commander had no choice but to search for a new way to outwit Lee and satisfy the public's desire for victory. This would not be an easy task.