Yesterday's sun rose at Brandy Station with wild yips, yells and yahoos as several thousand Confederate soldiers charged through the morning mist straight into the heart of a much larger Union contingent.

With the rolling of drums and the cadence of "Dixie" spurring them on, the Rebels drove the Union soldiers out of their entrenchments, leaving the battlefield littered with fallen troops and blanketed with heavy gun and cannon smoke.

By 6:30, the Southern battalions had driven the Union soldiers into retreat, drawing cheers from hundreds of pro-Confederate spectators who already had gathered on this rolling meadow in Central Virginia.

Thus began Day 2 of "Grant vs. Lee," a battle and bazaar bonanza that is the Super Bowl of this year's more than 350 Civil War reenactments. Nearly 9,000 reenactors and thousands of spectators have come here to be a part of the re-creation of the Battle of the Wilderness and other conflicts from the pivotal campaign of 1864.

The event got high marks from spectators, even seasoned ones.

"This is the biggest one I've ever been to," said Dave Redden, 41, who had driven from Poolesville to see history remade. "This is incredible. It's authentic," he added, mentioning that 22 members of his family fought for the Confederacy.

Reenactors liked the large-scale event at Brandy Station--itself the site of a Civil War calvary battle.

"We really get to act like an army and move like an army here," said Bob Davison, of Gloucester City, N.J., who has been fighting with the 53rd Pennsylvania Voluntary Infantry for 25 years. "As long as everybody's basic aim is to educate people so they know what happened historically, it's good."

Nose counts were not available by yesterday afternoon, but organizers estimated that turnouts were large enough Friday and yesterday--thousands each day--to make the three-day event the biggest reenactment in Virginia history. It concludes today.

The other stated aim of this version of the Civil War--making money--also was going well.

"We're thrilled with the activity," said Roger Vance, an executive with Primedia Inc., the historical magazine publisher that has spent about $250,000 organizing and promoting the event.

Although Vance said he had no idea whether his company had gleaned any new subscriptions from the crowd, the exposure was worth the effort, he said.

"People are talking about Primedia, and that's a good thing for us," he said.

The event began at noon Friday with a parade, followed by the cavalry battle of Yellow Tavern, a reenactors-only fight in the woods. Afternoons and evenings included dances, candlelight camp tours, book signings, medicine shows and other related events that turned the Brandy Station area into a 19th-century wonderland.

In the so-called Sutlers' Village, an encampment of concessions in white canvas tents, commercial labels were plentiful. In addition to Primedia, Talonsoft, a Baltimore-based war games software manufacturer, and the Military Channel, which is making a commemorative video, were on hand. TCBY dished out the yogurt. Period merchants selling poultices and replica firearms also were doing well.

But the commercialism is not universally welcome among the 30,000 reenactors who follow their circuit faithfully.

"The people with the money get to make the rules," said Judi Flowers, who has been selling period merchandise at reenactments for more than 20 years. Flowers, like virtually all participants, camps out at the events and dresses in Civil War-era clothes. "Every day the history gets watered down. They're looking at it from a business standpoint. . . . It will do more harm than good."

Pete Carter, 51, a reenactor playing a Confederate artillery unit sergeant major, had no problem with corporate sponsorship, "just so long as they let me shoot my gun and they teach people history."

Carter works for the Department of Defense in Japan and comes to reenactments each summer with his son, now 12.

Explaining why he spends about $2,500 a year to do so, Carter said: "For me, you ain't nobody if you don't know your history."

CAPTION: Union troops charge Confederate lines, reenacting a Civil War battle. "Grant vs. Lee" is the Super Bowl of this year's more than 350 Civil War reenactments.

CAPTION: Reenactor Dave Kelly, of Waynesboro, Pa., has a cigar during a break between battles. The event drew thousands of reenactors and spectators.