Toward the end of the winter of 1862, it had become increasingly clear that the Southern positions in northern Virginia would be at strategic risk and could not be defended.
The 40th Virginia Infantry, commanded by Col. John Mercer Brockenbrough, fought at Mathias Point (June 27, 1861). In September-October 1861, the regiment was assigned to the Department of Fredericksburg and, from October 1861-March 1862, it was in the Aquia District of the Department of Northern Virginia. The regiment was headquartered at Brooke Station in Stafford, before the 40th opposed the Federal occupation of Falmouth and Fredericksburg in April 1862. It was next assigned to Field’s Brigade in A.P. Hill’s Light Division in the Army of Northern Virginia (May 1862-May 1863).