his staff, Lieutenants Fogg and Shields were mortally wounded and have since died. They displayed conspicuous courage. Lieutenant Bailie Peyton, jr., commanding Company A [of Battle's regiment], was killed in the heat of the action. Adjt. Joel A. Battle, jr., was badly wounded while in front with the colors of his regiment, which he seized when the bearer was shot down. Lieutenant-Colonel Carter, a distinguished officer of this same regiment, was taken prisoner. Colonel Battle commanded with marked ability and courage. Colonel Statham, of the Fifteenth Mississippi Regiment, was absent at the time of the battle on furlough. His regiment was most gallantly led by Lieutenant-Colonel Walthall. The reputation of the Mississippians for heroism was fully sustained by this regiment. Its loss in killed and wounded, which was far greater than that of any other regiment, tells sufficiently the story of discipline and courage. The already extended limits of this report will not permit me, even if i had them at hand, to enumerate the individual acts of courage with which this regiment abounded. Suffice it to say that it is entitled to all praise.

General Carroll, in his dispositions and conduct during the engagement, manifested both military skill and personal valor. My assistant adjutant-general, A. S. Cunningham, and my aides, Lieuts. W. W. Porter and H. I. Thornton, displayed throughout the action intelligence, activity, and courage, and were of great service to me. Happening with me at the time, Major James F. Brewer volunteered as my aide and was very active and gallant during the battle. Surgeons Morton, Cliff, and Dulany, unwilling to leave the wounded, remained at the hospital and were taken prisoners by the enemy.

I resumed position at Beech Grove early in the afternoon. The enemy followed and took positions in force on my left, center, and right. On my left they preceded to establish a battery, which was not ready before nightfall. They opened with two batteries-one in front of my center and one on my right. Captain McClung and Lieutenant Falconet, commanding a section of the battery of Captain Rutledge, replied to the battery of the enemy in front. From the right the enemy fired upon the steamboat, which, at the crossing, was commanded by their position. Their first shots fell short; afterwards, mounting a larger gun, as it grew dark, they fired a shot or two over the boat, and awaited the morning to destroy it. The steamboat destroyed, the crossing of the river would have been impossible.

I considered the determination in the council of war on the previous evening to go out and attack the enemy virtually a determination that Beech Grove was untenable against his concentrating force. That it was so untenable was my decided opinion. With the morale of the army impaired by the action of the morning and the loss of what cooked rations had been carried to the field, I deemed an immediate crossing of the Cumberland River necessary. With a view to retiring from Beech Grove, I had already some days before ordered the transfer of trains and unused horses and mules to Mill Springs.

On the evening of the 19th I called in consultation General Carroll, Colonel Cummings,f engineers, artillery, and other officers, and it was considered best by all to retire from Beech Grove.

I directed at once that the crossing should be effected during the night, with every effort and artifice to insure perfect concealment from the enemy and the success of the movement. Great difficulty attended the movement from the high and muddy banks and the width and heavy current of the river, the limited means of transportation [the small steamboat and two small flats] and the immediate presence of