Thus the road to Richmond, threatened by a host of 130,000 men and 428 guns, was to be defended by a force of less than half the size.  Ninety-nine generals out of a hundred would have considered the situation hopeless.  The Confederate lines at Fredericksburg were certainly very strong, but it was clearly impossible to prevent the Federals outflanking them.  The disparity in strength was far greater than at Sharpsburg, and it seemed that by sheer weight of numbers the Southern army must inevitably be driven back.  Nor did it appear, so overwhelming were the Federal numbers, that counter-attack was feasible.  The usual resource of the defender, if his adversary marches round his flank, is to strike boldly at his communications.  Here, however, Hooker’s communications with Aquia Creek were securely covered by the Rappahannock, and so great was his preponderance of strength, that he could easily detach a sufficient force to check the Confederates should they move against them.

Yet now, as on the Antietam, Lee and Jackson declined to take numbers into consideration.  They knew that Hooker was a brave and experienced soldier, but they had no reason to anticipate that he would handle his vast masses with more skill than McClellan.  That the Northern soldiers had suffered in morale they were well aware, and while they divined that the position they themselves had fortified might readily be made untenable, the fact that such was the case gave them small concern.  They were agreed that the best measures of defence, if an opening offered, lay in a resolute offensive, and with Hooker in command it was not likely that the opportunity would be long delayed.

No thought of a strategic retreat, from one position to another, was entertained.  Manoeuvre was to be met by manoeuvre, blow by counterblow.* (* “The idea of securing the provisions, waggons, guns, of the enemy is truly tempting, and the idea has haunted me since December.”  Lee to Trimble, March 8, 1862.  O.R. volume 25 part 2 page 658.) If Hooker had not moved Lee would have forestalled him.  On April 16 he had written to Mr. Davis:  “My only anxiety arises from the condition of our horses, and the scarcity of forage and provisions.  I think it is all important that we should assume the aggressive by the 1st of May...If we could be placed in a condition to make a vigorous advance at that time, I think the Valley could be swept of Milroy (commanding the Federal forces at Winchester), and the army opposite [Hooker’s] be thrown north of the Potomac."* (* O.R. vol 25 page 725.) Jackson, too, even after Hooker’s plan was developed, indignantly repudiated the suggestion that the forthcoming campaign must be purely defensive.  When some officer on his staff expressed his fear that the army would be compelled to retreat, he asked sharply, “Who said that?  No, sir, we shall not fall back, we shall attack them.”