Nathan B. Forrest took matters into his own hands at Ft. Donelson—and a legend was born.

As his generals argued for surrender, Nathan Bedford Forrest fumed. To that point the neophyte cavalry commander had been the good soldier, obeying every order as the Confederates fought desperately to hold onto Fort Donelson in February 1862. With the panache of a grizzled veteran, he had led several attacks that had bloodied the Union forces as they converged on the Cumberland River bastion. At one point—fighting for several hours in an exposed position well beyond the Rebel trenches surrounding the fort—he had battled the Federals to a standstill. Later in the struggle, when his plea to charge the enemy was rejected, he complied, even though his instincts told him he would crush his foe if he could just keep going.

But when the Confederate hierarchy at Donelson decided it could hold the fort no longer, Forrest had had enough. If Fort Donelson fell, it would open the gates of the Tennessee capital of Nashville—and two-thirds of the state—to the Federals. Nine days earlier, nearby Fort Henry had succumbed in only two hours, giving the Union control of the important Tennessee River. Overcoming all that plus the loss of Donelson and a sizable Rebel army would be all but impossible.

Forrest was just a lieutenant colonel, but he bluntly dressed-down his superiors as they weighed raising the white flag on the morning of February 16. He had not come to Donelson to surrender, Forrest told the three brigadier generals in the room: John Floyd, Gideon Pillow and Simon Bolivar Buckner. He had promised the parents of his young troopers that he would protect them for as long as possible, and he would not see them marched off and consigned to the hardships of a Yankee prison. Turning to Pillow, the only general he had known before the battle, Forrest asked for counsel, but he already knew what he wanted to hear. “Cut your way out,” Pillow advised. Forrest said he would do exactly that, and would take all who would go with him, even if the escape saved only one life and cost him his own.

The Confederate surrender of Fort Donelson was the beginning of Nathan Bedford Forrest’s military epiphany. Although born into poverty, the eldest son of a hard-working blacksmith in Chapel Hill, Tenn., he had enjoyed plenty of success in his first 40 years. Forrest was 15 when his father died, but he rose to the challenge as the new head of his family. Scrambling with a store, a brickyard and a stage line, he worked his way to wealth as a slave-trader and plantation owner. He even was elected a city alderman in Memphis.

When the Civil War began, Forrest, as a planter, would have been exempt from fighting. But though he was one of the richest men in the entire South—claiming a net worth of $1.5 million—he didn’t hesitate to join the Confederate Army, even as a lowly private. It wouldn’t matter that Forrest had no formal military training; his martial genius and remarkable grasp of battle tactics were quickly apparent. He remained a private less than a month before Tennessee Governor Isham G. Harris named him a lieutenant colonel and asked him to recruit and lead a battalion of Confederate Mounted Rangers.

Self-reliance and stony individuality had been the key aspects of Forrest’s personality in private and public matters before the war, but for his first nine months in uniform he remained a respectful, dutiful soldier. He seemed willing to let the generals, the men who had trained their entire careers for this, call the shots.

Forrest was in Kentucky, scouting for the western Confederate army’s Bowling Green headquarters, when Brig. Gen. Lloyd Tilghman surrendered Fort Henry to Ulysses S. Grant on February 6. Henry and Donelson, just 12 miles apart by land, were critical to the defense of central and west Tennessee, but Tilghman could hardly be blamed for surrendering Henry when Grant came calling with four ironclads, three so-called “timberclads” and 15,000 infantrymen. Before the soldiers arrived and the boats opened fire, Tilghman ordered all but a handful of his 2,600-man garrison to evacuate by land toward Donelson, then held on for two hours to buy them time.

Had he been there, Forrest certainly would not have tolerated the cavalry’s behavior during the escape from Henry. Assigned to guard the rear, the horsemen instead galloped through the infantrymen in terror, helping turn the retreat into a stampede.

The mood at Fort Donelson was tense as Forrest and his 500 cavalrymen reached the bank of the Cumberland River on the afternoon of February 10. Early the next day, he finished ferrying his men across the river into the trench lines at the fort and the adjacent steamboat landing at Dover, Tenn.

Pillow, a lawyer and politician in Tennessee before the war, had arrived at Donelson the same day and became the fort’s commander, taking over for Brig. Gen. Bushrod Johnson. Acquainted with Forrest when the colonel was a Memphis alderman, Pillow named him chief of Fort Donelson’s cavalry, for good reason.

Forrest was the most senior lieutenant colonel of the cavalry present, outranking the lackluster leader of the Henry horsemen, Lt. Col. George W. Gantt. Little did Pillow or Forrest know that the fort’s new cavalry leader would soon begin suffering a crisis of confidence in the aristocratic Confederate command structure that Pillow represented.

Forrest had barely found a campsite near the fort before Pillow ordered him to scout the twin roads connecting Henry and Donelson. Three miles out he surprised a Federal scouting party—which he proceeded to “press…hard” back toward where it came from. Then, four miles from Fort Henry, he encountered a line of Federal troops. The chilly, rainy weather that had deluged the region the previous week was finally clearing, and Grant’s men were preparing to head onto the roads for an early start to Donelson the next day. Forrest returned to Donelson and reported what he had discovered.

His news apparently made little impression on Pillow, who did not order ambushes or obstacles to be set up along the roads from Henry. Pillow, in fact, left Donelson altogether early on February 12, taking a steamboat upriver to Cumberland City to browbeat his immediate superior, General Floyd, into letting him keep Buckner’s crack Kentucky division with him at the fort. Buckner had been headed to join Floyd at Cumberland City when Pillow diverted the Kentuckians to Donelson.

Blood between Pillow and Buckner had been bad since 1857, when Buckner had written newspaper articles ridiculing Pillow’s exaggerated claims of glory in the Mexican War. As he headed to meet Floyd, Pillow left Buckner in command at Donelson, but specified that “in no event” was anybody to bring on a battle in his absence. Buckner later wrote that Pillow “left me with the impression that he did not expect an immediate advance of the enemy.”

Before leaving, Pillow also ordered Forrest out on another patrol. About 9 a.m., two miles down the lower Henry road, Forrest again ran into Grant’s army—and again quickly displayed his soon-to-be-trademark military aptitude. Spreading his men, he dismounted his two best-armed companies on a wooded ridge overlooking a clearing, and opened fire when Federal cavalry entered the kill zone.

His 1,000 or so horsemen delayed one of the two columns of Grant’s 15,000-man army for hours. The Confederate troopers were so well positioned that Federal officers reported being faced with “cavalry strongly supported” by infantry. To oppose what he clearly felt was a major attack, Union 1st Division commander Brig. Gen. John A. McClernand brought up three infantry brigades. The general then moved right to bypass Forrest, only to be repeatedly attacked both in front and on his flank. The Federals finally dispersed their attackers by bringing up artillery.

Forrest fought the Federals outside the trenches for five hours, repeatedly sending Buckner appeals for reinforcements. Buckner, however, had been given his orders. He eventually ordered Forrest back inside the Confederate lines.

Floyd arrived at Donelson that night, joining Pillow, Buckner and Johnson to form what was likely the most dysfunctional quartet of Confederate generals ever fielded. The rancor between Pillow and Buckner was bad enough, but Floyd had his own concerns. As U.S. secretary of war on the brink of secession, he had arranged to move Federal arms into Southern arsenals that would soon be seized by secessionists, and now he expected to hang if captured.

The fourth general, Johnson, had aided fugitive slaves in his native Ohio and, after graduating from West Point, had been quietly cashiered from the Army for inviting a superior to become part of a smuggling scheme. Johnson later landed two college professorships in the slavery-based South, and perhaps because of his secret antebellum history his demeanor as a Confederate general had become carefully unassertive.

Forrest did little in the February 13 fighting, mainly supplying couriers for Confederates battling the Federal attackers during a pair of uncoordinated, bloody and fruitless assaults on the fort’s trench lines. The next day—after temperatures fell overnight from near-spring conditions to 12 degrees and men of both sides began suffering unspeakably— the Confederates discovered the arrival of the four Union ironclads that had smashed Fort Henry the week before. The black, ugly river monsters had reached Donelson during the night, escorting steamboats loaded with Union reinforcements. Floyd made it clear he wanted out, and he and his generals began plotting an escape.

At noon on the 14th Forrest and his men formed up the lead and left flank of the intended breakout. The plan, according to Buckner, was to leave a skeleton force in the fort and the trenches in front while Buckner’s division sidled left to the Confederate center, and Pillow’s division shifted farther left. Pillow was to then burst from his end of the Confederate line and assail the Federal right as Buckner’s men attacked from the center. Together they would steamroll the Union line and open up the Forge Road, a highway to Nashville. Buckner’s men would hold the road open, and they all would simply march out and head straight for the capital.

But only a few hundred yards outside the trenches, a private in the 14th Mississippi was killed by a Federal sharpshooter. Alarmed that their plan had apparently been uncovered, Pillow promptly aborted the breakout, which infuriated Floyd. The troops were barely back inside the lines before the menacing Union ironclads rounded a bend in the Cumberland and steamed straight for the fort. As the gunboats opened fire, Forrest turned to his second-in-command, an antebellum minister, and shouted, “Parson, for God’s sake, pray! Nothing but God almighty can save that fort!”

Donelson, however, was situated 100 feet above the river bank, making it more difficult to hit than the riverside walls at Fort Henry had been. The ironclads’ guns continually had to be elevated as they neared their targets, and they ultimately did little harm to the Confederate cannoneers. The fort’s guns, however, laid down a devastating fire on the boats. After nearly two hours, the current swept the wrecked Union vessels back downriver, producing a prolonged roar from the troops in the trenches.

“Old men wept,” Forrest reported. “The army was in the best possible spirits, feeling that, relieved of their greatest terror, they would whip any land force brought against them.”

Floyd’s anguish continued, however. Estimating Grant’s reinforcements at two-and-a-half to three times their actual size, the jittery commander called another meeting and reactivated the plan Pillow had canceled that afternoon.

Forrest’s men were again to lead the breakout, and were mounted at 4 a.m. February 15, only to sit in blowing snow for nearly two hours waiting for all of Pillow’s units to get in place. When the assault on the Federal right began, McClernand’s surprised and outnumbered men fought back as though they were on the brink of hell. Two hours passed before Colonel John McArthur’s brigade, and then Colonel Richard Oglesby’s, began running out of ammunition and had to slowly withdraw.

Forrest, on marshy ground near the flooding Cumberland, could do little in the early going except make threatening feints to aid the infantry. Bushrod Johnson praised the colonel’s work guarding his flank, but Forrest wanted to fight. He pressed toward harder turf and hotter fire, and as Oglesby’s brigade started to withdraw and some men raised white flags, Forrest urged Johnson to let him charge and turn the Union fallback into a rout. Johnson said no, lamely suggesting that the Federals might be setting a trap.

The Wizard of the Saddle, as Forrest would soon be labeled, did not beg permission to fight from that point forward. By pulling back, McArthur and Oglesby had opened a portion of the Forge Road, and on one of its byways Forrest charged, capturing three cannons of Battery E,2nd Illinois Light Artillery. He then continued to the right to savage the flank of the 11th Illinois at a salient holding the last stand on the Union right. His men killed or captured large numbers of Illinoisans.

Pillow happened to see the prisoners and the captured battery being marched to the rear. Apparently impressed, he clattered off toward where the breakout plan called for Buckner to attack from the center of the Confederate trenches. Pillow already had sent Buckner an urgent 9 a.m. message to begin his assault when Buckner’s attack still had not been launched three hours into the engagement. Buckner then sent three regiments—just half his division—against an oversized and dug-in emplacement of the guns of Battery D, 1st Illinois Light Artillery. The half-strength assault failed, and the three regiments—the 3rd and 18thTennessee and the 14th Mississippi— had returned to the trenches when Pillow rode up and ordered them to the right in an effort to flank the Illinois guns. Pillow must have then remembered seeing Forrest’s captures. He sent for the cavalryman and asked if he could take these guns. “I can try,” Forrest replied.

Forrest made two unsuccessful charges and was readying a third when he noticed the 2nd Kentucky Infantry sitting in the trenches to his right. He asked for help, and Colonel Roger Hanson complied. Ordering his men to fix bayonets, Hanson charged head-on while Forrest struck again from the flank. The Illinois battery, having fired all morning, suddenly ran out of ammunition, and the supporting 45th Illinois Infantry fled. Forrest and Hanson quickly captured the guns.

A footnote in a postwar biography authorized by Forrest reports that after five days at Donelson his overcoat bore 15 bullet marks—a revealing symbol of his daring and courage, and his incredibly good luck. But his finest hour there may have come a few hours after the final fighting, when the generals decided to surrender.

Pillow had made a gross error during the afternoon’s fighting. Assuming the six-hour assault had won the Rebels a complete victory, he pulled his troops and Buckner’s back into the trenches, forsaking two miles of ground that had been bloodily won.

Grant, absent from the field all morning, raced back and took swift advantage of Pillow’s folly. He ordered an all-out charge that recovered most of his lost ground and penetrated Buckner’s trenches on the Confederate right. That night Buckner informed the other generals that he could not hold his fallback position for more than a half-hour once dawn came. He said the generals owed it to their exhausted army to surrender.

Pillow protested, but Floyd agreed with Buckner. Floyd, however, interjected that he could not do the surrendering, saying his “position with the Federals” forbade it. Pillow, claiming equal importance, also refused the job. They passed command of the fort to Buckner.

Forrest’s anger at this turn of events did not dissuade Floyd and Pillow. Both quickly fled the fort, Floyd with some of his Virginia brigade and Pillow with only a couple of aides. Jefferson Davis and a shocked Southern citizenry roundly condemned both for deserting their posts. Harvey Mathes, an early Forrest biographer, wrote that some of the upper crust included Forrest in their censure.

But Forrest’s conduct differed vastly from his commanders’. Floyd and Pillow had simply skedaddled; Forrest meant to fight his way out if necessary. He was sure he wouldn’t have to, however. He maintained throughout the surrender discussions that, despite the generals’ fears, Donelson was not completely surrounded.

Forrest claimed later that when his men headed down the River Road to ford a stretch of flooded creek, he rode over to see whether the Federals had indeed recovered and closed the Forge Road, as scouts had repeatedly reported they were doing. He claimed the road was open and that the whole army could have escaped down it.

The contrast between Forrest’s initial subordination at Fort Donelson and the bridling and even rebellious conduct that marked his military career soon afterward shows that Donelson’s misbegotten collection of generals had taught him a profound lesson. Seven weeks later, that lesson would be underlined at the Battle of Shiloh, where several Confederate commanders ignored Forrest’s urgent warnings late on April 6 that reinforcements from Maj. Gen. Don Carlos Buell’s Army of the Ohio were crossing the Tennessee River to join Grant at Pittsburg Landing. The result was a devastating loss at Shiloh the following day that ultimately wrecked Confederate prospects in the western half of vital Tennessee.

At Donelson, Nathan Bedford Forrest discovered firsthand that his own brains and bravery, however rustic, were infinitely superior to those of his blue-blooded Confederate commanders. Obeying the orders of such men, he conceded, had assured a single, abhorrent result: disaster.


Jack Hurst is the author of Men of Fire: Grant, Forrest, and the Campaign That Decided the Civil War (Basic Books, August 2007) and Nathan Bedford Forrest: A Biography (Knopf, 1993, still in print as a Vintage paperback).

Originally published in the January 2009 issue of America’s Civil War. To subscribe, click here