When I neared the town, I learned that the command under the brigadier-general had attacked the enemy in front instead of rear, and I moved up rapidly and placed myself under the orders of the brigadier-general commanding, who directed that I should move around to the left of the town and charge the enemy's battery, who held a fine position on a hill northeast of town.

While moving to the point indicated my flank was subjected to the galling fire of the enemy, who held position in the garden, orchard, and grove around Hamer's house. My column, led by Lieutenant-Colonel Barksdale, charged the enemy, who fled before the impetuosity of this charge and the yelling of the men. Passing the right flank of the enemy and threatening the rear of their advance lines in town, [we] dislodged the enemy in Salem, who fled before us and reformed their broken lines directly under their guns. I moved my regiment front into line and threw two companies (dismounted) with long-range guns into the orchard directly in front of the enemy's artillery. They engaged the enemy's sharpshooters and my whole line was thrown forward, when I received an order no to charge, as the enemy were heavily re-enforced. Our whole line was exposed to a galling fire from the enemy's battery, we being in an open field and in point-blank range of their rifles and artillery. I threw forward two additional companies (dismounted) and sent forward one company to a skirting of woods on my left, and, discovering the advantage to be gained, sent one company to the extreme right of the enemy and advanced the balance of my line, which charged the enemy and drove him and his battery from the hill the general ordered me to charge on my entrance to the fight.

I lost here 2 valuable officers-Captain Hartin and Lieutenant Kennedy-they having been wounded while skirmishing with the enemy before the general advance was made.

Captain McKie's company were also engaged in the orchard east of Salem and did good service.

Captains Logan, Farris, Griffin, Barksdale, McKie, Lieutenants Thornton and Towns advanced their companies in splendid style, Captain Webb's company having been sent to the skirting of woods on the left. I never have seen more determination evinced by troops than was displayed by this regiment.

I lost in this engagement 1 killed and 22 wounded. A list of the names is herewith transmitted.

My command deserves great credit for the skill of its officers and bravery of its men under circumstances which would try the character of veteran troops.

Lieutenant-Colonel Barksdale was the first officer to mount the enemy's position; his gallantry needs no comment. Major Kilgore was imitating his example. Adjt. Captain [W.] Joseph Walker, Sergt. Major E. L. Richmond, and Orderly C. C. Harris, and, in fact, officers and men each tried to excel the other in deeds of valor calculated to attract the attention of their commanding officers.

The assistant quartermaster (Captain H. E. Williamson) and Lieutenant Morgan (commissary) and their assistants discharged their whole duty and deserve praise.

Respectfully submitted.

JNumbers McGUIRK,

Colonel, Comdg. Third Regt. Mississippi State Cavalry.

Captain W. A. GOODMAN,

Assistant Adjutant-General.