and the court-house yard inclosed by a heavy wall of oak timber. To my demand for a surrender Colonel Simpson requested an hour for consideration. I offered him five minutes, to which he replied, "Take us if you can." I immediately opened on the buildings with artillery at less than 200 yards, and with a half a dozen shells drove out the enemy into the streets, when he formed and fled toward Harper's Ferry. At the edge of the town he was met by the Eighteenth Cavalry, Colonel Imboden, and Gilmor's battalion. One volley was exchanged, when the enemy threw down his arms and surrendered unconditionally. The colonel, lieutenant-colonel, and three others who were mounted fled at the first fire and ran the gauntlet, and escaped toward Harper's Ferry.

The force I captured was the Ninth Maryland Regiment, and three companies of cavalry, numbering between 400 and 500 men and officers. I have not had time to have them counted. In wagons, horses, mules, arms, ammunition, medicines, and clothing [the captures] were considerable; all of which I have saved and will have properly accounted for.

As I expected, the Harper's Ferry forces (infantry, artillery, and cavalry) appeared at Charlestown in less than two hours after I fired the first gun. Having promptly sent off the prisoners and property I was prepared for them. I retired from the town and fell back slowly toward Berryville, fighting the enemy all the way from 10 o'clock till near sunset.

My loss as far as ascertained is very small, 3 killed, 3 or 4 mortally wounded, and 15 or 20 wounded, more or less. Captain Calmes will lose an arm, and Captain Currence was badly shot in the hip. I think a few (10 or 15) broken-down men who straggled behind were captured.

We killed and wounded dreadfully several of the enemy in the court-house, including the adjutant of the Ninth Maryland, and in the fight along the road the enemy's loss was considerable, as we ambuscaded them several times with good effect.

I marched nearly all night, and reached the river here at daybreak. It was quite full, but I have effected a safe crossing of the north branch. The other branch I cannot cross to-day, but I feel safe from farther pursuit. A part of my command marched yesterday and last night 60 miles, and the remainder 48 miles, a part of the latter on foot.

A gentleman, direct from Martinsburg on Saturday, reports four regiments of infantry and four of cavalry now at that place. There are two small brigades at Harper's Ferry. These forces are so much larger than my own that I cannot remain lowed down the valley than Shenandoah County without too much risk, as there is no forage to be had in sufficient quantities, except as low down as Clarke and Jefferson. I shall therefore retire to Shenandoah County for the present.

If General Lee could spare for a few days a division of cavalry to act in conjunction with me, I am perfectly confident that in six days we could break up all the posts of the enemy from Harper's Ferry to New Creek, and again destroy the railroad and canal.

Night before last I received a telegram from Colonel Nadenbousch, at Staunton, that Lieutenant Siple, commanding a detachment of my men at Hightown, reported Averell at Huttonsville with 5,000 men on the 15th instant, and everything indicating a purpose to advance.

This makes me a little uneasy about the upper valley, and on that