In early November, Major General Ambrose Everett Burnside was ordered to take command of the army of the Potomac,
supplanting his longtime friend, Major General George B. McClellan. A well liked officer who had experienced some success earlier in
the war, General Burnside had twice before turned down offers of larger command. Given his uncertainty concerning his ability to
command over 110,000 men, he would have done likewise in this instance were it not that he received direct orders to lead the Army of
the Potomac. 
General Darius Couch would write
of a conversation with his commander revealing that, late in October of 1862, General McClellan had a sense that his command of the
Army of the Potomac may soon be coming to an end. "After a little while McClellan sent to an aide for a map of Virginia. Spreading
it before us, he pointed to the strategic features of the valley of the Shenandoah, and indicated the movements
he intended to make, which would have the effect of compelling Lee to concentrate in the vicinity, I think, of Gordonsville or
Charlottesville, where a great battle would be fought. Continuing the conversation, he said, "But I may not have command of the
army much longer. Lincoln is down on me..."
General McClellan proved correct. Lt. Colonel Richard Erwin, Assistant Adjutant General, United States Volunteers, described how the
transition of command occurred using much of General McClellan's own words.
"General C. P. Buckingham, the confidential assistant adjutant-general of the Secretary of War, bore these orders from Washington
by a special train. He arrived at Rectortown in a blinding snow-storm. First calling upon Burnside to deliver to him a counterpart of
the order, late on the night of November 7th these two officers proceeded together to General McClellan's tent. McClellan says:
"I at once [when he heard of Buckingham's arrival] suspected that he brought the order relieving me from command, but kept my own
counsel. Late at night I was sitting alone in my tent, writing to my wife. All the staff were asleep. Suddenly some one knocked upon the
tent-pole, and upon my invitation to enter there appeared Burnside and Buckingham, both looking very solemn. I received them kindly and
commenced conversation upon general subjects in the most unconcerned manner possible. After a few moments Buckingham said to Burnside:
'Well, General, I think we had better tell General McClellan the object of our visit.' I very pleasantly said that I should be glad to
learn it. Whereupon Buckingham handed me the two orders of which he was the bearer...
I saw that both--especially Buckingham--were watching me most intently while I opened and read the order. I read the papers with a
smile, immediately turned to Burnside, and said: 'Well, Burnside, I turn the command over to you.' "
In a letter to US General-in-Chief Henry Halleck, Burnside wrote of his new assignment, "The General-in-Chief will readily
comprehend the embarrassments which surround me in taking command of this army, at this place, and at this season of the year. Had
I been asked to take it, I should have declined; but being ordered, I cheerfully obey."
Upon receiving his orders, he wrote to General Halleck:
"Headquarters Army of the Potomac.
November 8, 1862.
General H. W. Halleck,
General: I have the honor to acknowledge the receipt of your letter of the 5th of November, covering General Orders, Numbers 182, upon
the receipt of which I called upon General McClellan, who received from General Buckingham a copy of the order, and at once turned over
the command of the Army of the Potomac to me. General McClellan had already given directions covering some two or three days, and
during that time I will try to acquaint myself with the condition of his several staff departments, after which I will, as you request,
give you a full statement of my plans.
I have the honor to be, general, very respectfully,
A. E. Burnside,
As he took command of the Grand Army of the Potomac, he would send out his first orders to his men.
Headquarters Army of the Potomac.
Warrenton, Va., November 9, 1862.
In accordance with General Orders, Numbers 182, issued by the President of the United States, I hereby assume command of the Army of
Patriotism and the exercise of my every energy in the direction of this army, aided by the full and hearty co-operation of its officers
and men, will, I hope, under the blessing of God, insure its success.
Having been a sharer of the privations and a witness of the bravery of the old Army of the Potomac in the Maryland campaign, and fully
identified with them in their feeling of respect and esteem for General McClellan, entertained through a long and most friendly
association with him, I feel that it is not as a stranger that I assume their command.
To the Ninth Corps, so long and intimately associated with me, I need say nothing; our histories are identical.
With diffidence for myself, but with a proud confidence in the unswerving loyalty and determination of the gallant army now intrusted
to my care, I accept its control, with the steadfast assurance that the just cause must prevail.
A. E. Burnside.
Burnside would not however forget his
old friend as he accepted the burden of command. General Burnside would issue orders to honor General McClellan as he left for Trenton,
New Jersey to await further orders.
"Warrenton, November 9, 1862 - 8.15.
General Franz Sigel, Gainesville:
Major-General Burnside having, by order of the President, relieved Major-General McClellan in the command of the Army of the Potomac,
directs that any of the troops of your command that may be on the line between this point and Gainesville be turned out to-morrow, in
compliment to General McClellan, as he passes. General McClellan expects to leave this place at about 8 a.m. for Gainesville. Please