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Scarcely had Christian William been informed of the landing of his protector in Pomerania, than he entered Magdeburg in disguise. Appearing suddenly in the town council, he reminded the magistrates of the ravages which both town and country had suffered from the imperial troops, of the pernicious designs of Ferdinand, and the danger of the Protestant church. He then informed them that the moment of deliverance was at hand, and that Gustavus Adolphus offered them his alliance and assistance. Magdeburg, one of the most flourishing towns in Germany, enjoyed under the government of its magistrates a republican freedom, which inspired its citizens with a brave heroism. Of this they had already given proofs, in the bold defence of their rights against Wallenstein, who, tempted by their wealth, made on them the most extravagant demands. Their territory had been given up to the fury of his troops, though Magdeburg itself had escaped his vengeance. It was not difficult, therefore, for the Administrator to gain the concurrence of men in whose minds the rememberance of these outrages was still recent. An alliance was formed between the city and the Swedish king, by which Magdeburg granted to the king a free passage through its gates and territories, with liberty of enlisting soldiers within its boundaries, and on the other hand, obtained promises of effectual protection for its religion and its privileges.

The Administrator immediately collected troops and commenced hostilities, before Gustavus Adolphus was near enough to co-operate with him. He defeated some imperial detachments in the neighbourhood, made a few conquests, and even surprised Halle. But the approach of an imperial army obliged him to retreat hastily, and not without loss, to Magdeburg. Gustavus Adolphus, though displeased with his premature measures, sent Dietrich Falkenberg, an experienced officer, to direct the Administrator's military operations, and to assist him with his counsel. Falkenberg was named by the magistrates governor of the town during the war. The Prince's army was daily augmented by recruits from the neighbouring towns; and he was able for some months to maintain a petty warfare with success.

At length Count Pappenheim, having brought his expedition against the Duke of Saxe-Lauenburg to a close, approached the town. Driving the troops of the Administrator from their entrenchments, he cut off his communication with Saxony, and closely invested the place. He was soon followed by Tilly, who haughtily summoned the Elector forthwith to comply with the Edict of Restitution, to submit to the Emperor's orders, and surrender Magdeburg. The Prince's answer was spirited and resolute, and obliged Tilly at once to have recourse to arms.

In the meanwhile, the siege was prolonged, by the progress of the King of Sweden, which called the Austrian general from before the place; and the jealousy of the officers, who conducted the operations in his absence, delayed, for some months, the fall of Magdeburg. On the 30th March 1631, Tilly returned, to push the siege with vigour.

The outworks were soon carried, and Falkenberg, after withdrawing the garrisons from the points which he could no longer hold, destroyed the bridge over the Elbe. As his troops were barely sufficient to defend the extensive fortifications, the suburbs of Sudenburg and Neustadt were abandoned to the enemy, who immediately laid them in ashes. Pappenheim, now separated from Tilly, crossed the Elbe at Schonenbeck, and attacked the town from the opposite side.

The garrison, reduced by the defence of the outworks, scarcely exceeded 2000 infantry and a few hundred horse; a small number for so extensive and irregular a fortress. To supply this deficiency, the citizens were armed -- a desperate expedient, which produced more evils than those it prevented. The citizens, at best but indifferent soldiers, by their disunion threw the town into confusion. The poor complained that they were exposed to every hardship and danger, while the rich, by hiring substitutes, remained at home in safety. These rumours broke out at last in an open mutiny; indifference succeeded to zeal; weariness and negligence took the place of vigilance and foresight. Dissension, combined with growing scarcity, gradually produced a feeling of despondence, many began to tremble at the desperate nature of their undertaking, and the magnitude of the power to which they were opposed. But religious zeal, an ardent love of liberty, an invincible hatred to the Austrian yoke, and the expectation of speedy relief, banished as yet the idea of a surrender; and divided as they were in every thing else, they were united in the resolve to defend themselves to the last extremity.

Their hopes of succour were apparently well founded. They knew that the confederacy of Leipzig was arming; they were aware of the near approach of Gustavus Adolphus. Both were alike interested in the preservation of Magdeburg; and a few days might bring the King of Sweden before its walls. All this was also known to Tilly, who, therefore, was anxious to make himself speedily master of the place. With this view, he had despatched a trumpeter with letters to the Administrator, the commandant, and the magistrates, offering terms of capitulation; but he received for answer, that they would rather die than surrender. A spirited sally of the citizens, also convinced him that their courage was as earnest as their words, while the king's arrival at Potsdam, with the incursions of the Swedes as far as Zerbst, filled him with uneasiness, but raised the hopes of the garrison. A second trumpeter was now despatched; but the more moderate tone of his demands increased the confidence of the besieged, and unfortunately their negligence also.

The besiegers had now pushed their approaches as far as the ditch, and vigorously cannonaded the fortifications from the abandoned batteries. One tower was entirely overthrown, but this did not facilitate an assault, as it fell sidewise upon the wall, and not into the ditch. Notwithstanding the continual bombardment, the walls had not suffered much; and the fire balls, which were intended to set the town in flames, were deprived of their effect by the excellent precautions adopted against them. But the ammunition of the besieged was nearly expended, and the cannon of the town gradually ceased to answer the fire of the Imperialists. Before a new supply could be obtained, Magdeburg would be either relieved, or taken. The hopes of the besieged were on the stretch, and all eyes anxiously directed towards the quarter in which the Swedish banners were expected to appear. Gustavus Adolphus was near enough to reach Magdeburg within three days; security grew with hope, which all things contributed to augment. On the 9th of May, the fire of the Imperialists was suddenly stopped, and the cannon withdrawn from several of the batteries. A deathlike stillness reigned in the Imperial camp. The besieged were convinced that deliverance was at hand. Both citizens and soldiers left their posts upon the ramparts early in the morning, to indulge themselves, after their long toils, with the refreshment of sleep, but it was indeed a dear sleep, and a frightful awakening.

Tilly had abandoned the hope of taking the town, before the arrival of the Swedes, by the means which he had hitherto adopted; he therefore determined to raise the siege, but first to hazard a general assault. This plan, however, was attended with great difficulties, as no breach had been effected, and the works were scarcely injured. But the council of war assembled on this occasion, declared for an assault, citing the example of Maestricht, which had been taken early in the morning, while the citizens and soldiers were reposing themselves. The attack was to be made simultaneously on four points; the night betwixt the 9th and 10th of May, was employed in the necessary preparations. Every thing was ready and awaiting the signal, which was to be given by cannon at five o'clock in the morning. The signal, however, was not given for two hours later, during which Tilly, who was still doubtful of success, again consulted the council of war. Pappenheim was ordered to attack the works of the new town, where the attempt was favoured by a sloping rampart, and a dry ditch of moderate depth. The citizens and soldiers had mostly left the walls, and the few who remained were overcome with sleep. This general, therefore, found little difficulty in mounting the wall at the head of his troops.