No. 3. Report of Major John B. Thompson, Twenty-first Virginia Battalion.

LEBANON, VA., March 21, 1862.

SIR: I have the honor to report that on the evening of the 15th I received information that the enemy was approaching my position at Pound Gap, and that he was then about 17 miles distant from me. I immediately dispatched scouts, so as to gain information of his strength and movements. It is now certain that the enemy, favored with a dark and cloudy night, with a slight fall of rain and snow, and under the guidance of the most expert and well-informed citizens and scouts, the most of them from Kentucky and a part of them Virginia, had made a night march, and it is believed that during the night of the 15th had marched a strong column on the south side of the mountain, so as to attack me in front and rear and to cut off my retreat.

My scouts on the evening of the 15th were cut off by the night march referred to, and I was deprived of all information as to the movements of the enemy.

On the morning of the 16th, about 9 o'clock, my pickets were attacked and driven in on the north side of the mountain, in front of the Gap, by a company of cavalry and about 200 infantry. I ordered the companies of Captain Maness and Lieutenant Miller to meet them, which they did with great alacrity, and drove the enemy back with loss, as I believe, of several killed.

After this attack had been repelled I withdrew Captain Maness and his company and posted them on the mountain to the right of the Gap, at a point which I believed, from the nature of the ground, would be the next point of attack, and re-enforced him with Captain Pridemore's company. I was not mistaken in my conjecture as to his aim, for the position referred to was next assailed with a strong column of the enemy. Captains Maness' and Pridemore's companies contested their position for an hour with great gallantry. I dispatched a portion of Captain Russell's company, under Lieutenant Marcum, to re-enforce Captain Maness, but in the thickness of the fog they passed between two columns of the enemy and were cut off from Captain Maness, and, discovering their dangerous condition, crossed the mountain to the north and recrossed on the south side of the Gap.

At this time I received a dispatch from Captain Slemp, who had been posted with a small force at the cabins, at the foot of the mountain, both as a corps of reserve and also to watch and report any approach of the enemy from points on my right beyond where any force had been placed, that he was attacked by a very superior force of the enemy and could not hold his position without re-enforcements. Finding that the enemy had gotten to my rear while overpowered with numbers in front, and that if I remained on the crest of the mountain I should be surrounded and cut off, I ordered a retreat to the foot of the mountain by the left, which was effected, and my forces united at Poindexter's, about 4 miles from the Gap, where we made a stand, to give battle is assailed.

We remained at this point until after dark,when, my men being without sustenance since the morning, I ordered them to fall back to Gladesville, the nearest point at which they could obtain food. After dark I returned with a picked body of 20 men to watch the movements of the enemy. I approached near enough to ascertain they were burning the camps, destroying two or three damaged wagons and some