the woods on my left, with a view of flanking me there, and seeing the enemy's infantry break through the woods in front of the right flank of my advanced line, and anticipating a still more serious movement from that direction toward my rear, I ordered the two regiments on the left of the battery to fall back in line of battle to the crest on the left of the redoubt.

The Sixth Maine Regiment, the nearest to the battery, retired about half the distance to the crest, and then halted, faced to the front, and waited to collect their skirmishers, who were holding the ground in front with the greatest pertinacity against those of the enemy, who had occupied the left redoubt.

In the mean time the Forty-ninth Pennsylvania Volunteers, on the left of the Sixth Maine, retreated steadily until it came to the crest, when it halted, faced to the front, called its colors and guides on the line, and dressed as if on parade. The Sixth Maine Regiment again faced to the rear, and falling back to the crest established a perfect line in the same manner as the Forty-ninth Pennsylvania Volunteer.

The Fifth Wisconsin Volunteers, which was on the right of the battery, on first seeing the enemy's cavalry debouch from the woods had formed square to repel an assault. This cavalry, after great persistence, having been checked by our skirmishers and artillery, and a brigade of the enemy's infantry having broken through the woods and commenced deployment, I directed the Fifth Wisconsin Volunteers to fall back in line of battle, fighting. The colonel had not thought of retiring until he received this order. The last piece of artillery, having thrown several discharges of canister into the enemy when within 100 yards, now limbered up and fell back as rapidly as possible, the ground being exceedingly heavy, to our second position.

The Fifth Wisconsin Regiment, which had been firing for some time, then commenced retiring in the direction of the redoubt, disputing the ground inch by inch, and assisted somewhat by the artillery from the crest. Previous to this I had ordered the Seventh Maine Volunteers, on my extreme right, to fall back behind its original line, with its right thrown back against the woods, in order to be ready to meet an assault from that quarter. Intending to place the Fifth Wisconsin into and on the right and left of the redoubt, I withdrew the three companies of the Thirty third New York Volunteers who were in int, and formed them on the left of the Seventh Maine, placing a porion of my artillery between them and the redoubt. The necessity of throwing back the Seventh Maine, and also the three companies of the Thirty-third New York, to make my right flank more secure, prevented me from having a direct fire from them over the crest.

I had great difficulty in getting the artillery into position on the right and left of the redoubt, owing partly to the bad state of the ground from the long-continued rain, and partly to the fact that in the gallop from their first position the cannoneers had generally been left behind. Some few pieces unlimbered, and several discharges were delivered at the enemy; but finding the firing very slow, seeing also that the enemy had no artillery in his advance, and having sufficient infantry to line the whole crest, I ordered the artillery back to a third position on the plain between us and the dam, sending the caissons and the disabled pieces in advance. I then threw two companies of the Forty-ninth Pennsylvania in the woods on the left, to give me notice of the approach of the enemy from that direction. Colonel Mason, of the Seventh Maine, anticipating my order in this, as in every case, threw a portion