Numbers 2. Report of Colonel Powell Clayton, Fifth Kansas Cavalry, commanding at Pine Bluff, Ark.

HEADQUARTERS POST, Pine Bluff, October 27, 1863.

GENERAL: I respectfully submit to you the following report of the battle fought at this place October 25, between General Marmaduke's forces and the garrison of this post:

About 8 o'clock in the morning I sent Lieutenant [M. F.] Clark, Fifth Kansas Cavalry, with one company, out in the direction of Princeton. He did not go far before he met the enemy advancing in force. The enemy's skirmishers fired on him at once, but soon after, an armed party, bearing a flag of truce, came forward, and the officer in command of this party insisted that he should be allowed to pass in immediately. Lieutenant Clark told him it was no way to first fire on him, then insist on giving in with a flag of truce; but he would give him half an hour for him (Clark) to send in to headquarters and get an answer. He rejected the proposition, and said he had dispatches from General Marmaduke to the commanding officer, he supposed, demanding a surrender of the place. The lieutenant replied, "Colonel Clayton never surrenders, but is always anxious for you to come and take him, and you must get back to your command immediately, or I will order my men to fire on you." He fell back, and they commenced skirmishing again. Meantime the whole command was ordered out, and skirmishers sent in every direction; also 300 negroes set to work rolling cotton-bales out of the ware-houses. In less then half an hour I had all the streets leading into court square completely and very formidably fortified with cotton-bales, and my artillery--six mountain howitzers and three small steel-rifled guns-planted so as to command every street leading into the square; my sharpshooters posted in all of the houses and other buildings on the square, so that the enemy could in no way approach the works only through the open spaces. I then had about 200 negroes commence carrying water from the river up to the square, and fill all the barrels they could find, so that, if necessary, I could hold out two days, even though cut off from the river. The enemy succeeded in driving in my skirmishers about 9 o'clock, and approached the works in three columns, as follows: On my right, center, and left, the main one being in the center, and opened on me with their artillery, twelve pieces, a part of which were 12-pounder rifle guns, throwing both the Hotchkiss and the James projectiles. The firing from both sides, from the artillery and sharpshooters, continued with great rapidity until 2 o'clock. Between 12 m. and 1 p. m., the enemy set fire to the buildings on my right, expecting thereby to rout me; but I put some 200 negroes to carrying water and throwing it on the buildings immediately joining the square, and thus prevented the fire from doing me any damage. The enemy, seeing that he failed in his efforts to drive me by fire, as well as by force, planted another battery on my center, and kept up a heavy cannonading for a short time, then retreated (about 2 p. m.), leaving a great portion of his wounded and dead on the field. I followed him for about 1 mile, then returned and stationed my pickets as usual. My loss was 11 killed, 27 wounded, and 1 missing. There were also 5 negroes killed and 12 wounded. The enemy's loss in killed and wounded, as far as ascertained, is about 130, and will probably reach 150. I have also 3 lieutenants and 30 men prisoners, 15 of whom are wounded. The build-