At Baton Rouge the Mississippi washes for the last time the base of the high and steep bluffs that for so many hundreds of miles have followed the coasts of the great river and formed the contour of its left bank, overlooking its swift yellow waters and the vast lowlands of the western shore. The bluff is lower at Baton Rouge than it is above and slopes more gently to the water's edge; and here the highland draws back from the river and gradually fades away in a southeasterly direction toward the Gulf, while the surface of the country becomes more open and less broken. The stiff post-tertiary clays that compose the soil of these bluffs were in many places covered with a rich growth of timber, great magnolias and beautiful live oaks replacing the rank cottonwood and tangled willows of the lowlands, as well as the giant cypresses of the impenetrable swamps, with their mournful hangings of Spanish moss, and the wild grape binding them fast in a deadly embrace.
Six roads led out of the town in various directions. Of these the most northerly was the road from Bayou Sara. Passing behind the town its course continued toward the south along the river. Between these outstretched arms ran the road to Clinton, the Greenwell Springs road, by which the Confederates had come, the Perkins road, and the Clay Cut road.
In numbers the opposing forces were nearly equal. The Confederates went into action with about 2,600, without counting the partisan rangers and militia, numbering 400 or 500 more. Williams had about 2,500 fighting men. He had eighteen guns, the Confederates eleven. On both sides the men were enfeebled by malaria and exposure; yet the Confederates had left their sick behind, while the Union force included convalescents that came out of the hospital to take part in the battle. "There were not 1,200," said Weitzel after the battle, "who could have marched five miles. None of our men had been in battle; very few had been under fire." Among the Confederates were many of the veterans of Shiloh and more of the triumphant defenders of Vicksburg. The advantages of position was slight on either side. On the one hand Williams was forced to post his left with regard to the expected attack of the _Arkansas_, so that in the centre his line fell behind the camps. To offset this his right rested securely on the gunboats. As it turned out the _Arkansas_ was not encountered, and the gunboats told off to meet her were therefore able to render material assistance on the left by their oblique fire across Williams' front.
