possibly allow me, to remain in their rear without giving pursuit, and thus being diverted from their raid in this direction.

On the 1st of June my advance was met by a force of the enemy twelve miles this side of Pound Gap, being the advance of the Federal forces, who were moving in this direction. We drove them back rapidly before us, and succeeded in remounting some of the dismounted men upon horses that were taken upon the gap, which point was gained just at night-fall, I ordered a detachment of men under Captain Jenkins to follow the enemy, who retreated in the direction of Piketon, and moved next morning upon a by-road that runs parallel with the Piketon and Mount Sterling road, determining, if possible, to reach Mount Sterling (their principal depot of supplies in Eastern Kentucky) before the force under General Burbridge could move to my front. As he was encumbered with artillery I felt confident that I could do so. A scout was ordered to keep in sight of the enemy, watch his progress, and report by courier to me on the road. We moved from twenty-two to twenty-seven miles per day, the dismounted men making that distance over mountain passes that troops had never traveled before. Upon morning of the 7th Captain Jenkins, with FIFTY men, was detached to destroy railroad bridges upon the Frankfort and Louisville road, to prevent re-enforcements being sent from Indiana to Lexington: Major Chenoweth, with FIFTY men, to destroy railroad between Paris and Covington upon Lexington and Covington Railroad to prevent re- enforcements from Ohio; Captain Everett, with 100 men, to move upon Maysville and threaten Covington; Captain Jackson, with a company, to cut communication between Mount Sterling and Paris, and Captain Jones, commanding advance guard, to move around Mount Sterling, getting between Winchester and Lexington, and cut communication both by telegraph and courier from Mount Sterling to Lexington (Lexington being the great depot of supplies, I wished to cut it off entirely from all points). These detachments moved night and day through the country and by-paths, and reached their points at the time ordered. The bridges upon Benson, near Frankfort, were destroyed at the same time with those near Cynthiana. My command reached Mount Sterling at daylight on the morning of the 8th, and after a sharp engagement captured the entire Federal force (380), together with a large quantity of stores and a large number of wagons and teams. I moved directly toward Lexington with one brigade, leaving Colonel Giltner to destroy stores and mount the dismounted men upon the captured horses, and then join me at Lexington, it being necessary to reach that point before re- enforcements could be thrown there by the enemy.

The forces under Generals Burbridge and Hobson, who were at Pound Gap and Mud Creek, finding that the State was invaded, immediately gave up their intended expedition into Virginia and pursued my command. They reached Mount Sterling at daylight on the 9th, having marched ninety miles in twenty-four hours. They immediately attacked the forces at that place under Colonels Giltner and Martin, and after a severe engagement were repulsed with heavy loss upon both sides. My entire command was then withdrawn upon Lexington, which place we entered at day dawn on the 10th after a slight engagement. We burned here the Government depot and stables, captured 2,000 U. S. horses found in the stables, and about 5,000 magnificent horses that had been sent from the country for protection. My entire command was then elegantly mounted, and the greater portion were clothed and shod (something they stood sadly in need of). After securing the prisoners (about 200) my command moved to Georgetown. Captain Cooper,