showing he had chosen a position which completely commanded the spring, which was our sole dependence for water in the future.

During the same night the force which was stationed on the south side to protect the mill, under command of Lieutenant-Colonel [A. L. Pridemore], Sixty-fourth Virginia Regiment, and to whom General Frazer had stated that the mill must be protected at all hazards-the force sent to protect this-and who were most advantageously stationed, numbered 125 men. These troops were taken from the Sixty-second and Sixty-fourth North Carolina Regiments. The enemy in a very small party attacked this force in the night, throwing it into such wild confusion that the men immediately deserted their position, and were running in great disorder to their regiment, and quite a number of the men did not stop until they were commanded to halt by General F[razer]. General Frazer demanded immediately what they meant by such conduct, and where were their officers. The latter they knew nothing of, having left their officers after the first fire, but replied to General F[razer] by stating they were attacked by the enemy and were falling back to their regiment.

I will simply state that these men belonged to the Sixty-second North Carolina Regiment. I understood next morning that the men belonging to the Sixty-fourth North Carolina Regiment, consisting of only 9 men, showed a different spirit and remained some time.

But alas! the work of the enemy had proved successful, for in a few moments the mill was noticed to be in flames. This conduct of our men was considered by all to be a most disgraceful affair.

On the morning of September-, we noticed the enemy made his appearance with a large force in our front. During the morning of the same day the enemy in our front sent in a flag of truce, which I learned was also a demand for a surrender. General Frazer requested me when this flag made its appearance to take a few men and meet and receive whatever document or message they might have for him. I returned shortly with a sealed document, which I learned from the officer in charge of the flag was from Colonel De Courcy, and that he would await an answer from General Frazer. I informed him I would bear the dispatch, and that by order from General Frazer that he must retire, and that I would return with an answer if General F[razer] desired to communicate. I mention the above, as the officer seemed to be desirous to remain for the purpose of reconnoitering our position. General Frazer again requested you to state to Colonel De Courcy that he declined surrendering.

We were informed by parties who resided on north side of the mountain, and citizens of the State of Kentucky, and who were so situated as to be able to judge something of the strength of the enemy, that they numbered fourteen regiments. This information coming from a person of reliable character, we at once perceived we had a force in our front equal if not greater than 6,000 and a large force in our immediate rear. Nevertheless, we expected to give them battle whenever the enemy saw proper to attack us, and I well know the general was determined to resist any attack and made preparations according.

The second morning Colonel De Courcy sent another dispatch, and I was again requested by General Frazer to carry an answer to the enemy. I regret to say I am again forced to charge some of the men of the Sixty-second North Carolina Regiment with very disgraceful conduct. I was accompanied on this trip by Lieutenant White.