This chapter discusses Burgoyne’s successful seizure of Fort Ticonderoga, the vital American position that guarded southern Lake Champlain and Lake George approach to the Hudson River and, ultimately, Albany. The significant leadership failures by the American commanders, especially Major General Arthur St. Clair and Major General Philip Schuyler, is examined in some depth. A combination of American failures—in preparation, execution, and the retreat—and the competent British conduct of operations, including the establishing of artillery on Mount Defiance, something the Americans believed was impossible, is discussed. Improperly sited fortifications, failure to secure key terrain, and an incompetently planned and executed retreat, ensured American failure to hold the fortification.