Scouting calvary faced artillery fire on the morning of June 5. Union forces were emplaced, and return artillery fire silenced the Confederate cannon. An afternoon assault by the Union forces was repelled and the Confederate counterattack was flanked by reserve forces, falling into disarray. The next day, Hunter's army took Staunton without resistance and there was joined by Brig. Gen. George Crook's Army from West Virginia to continue the assault up the valley.
Union forces totaled 8,500 and Confederate forces 5,500. There were 900 Union casualties, including 150 dead and 600 Confederate casualties, including 100 dead. A reported 1,000 Confederate prisoners were taken, including 60 officers. General Jones was among those killed in battle.