nois, Colonel Babcock, in the old breastwork, his left resting on the Chewalla road, with two pieces of First Missouri Battery; the right of the Fifteenth Michigan across the road, resting on battery; Captain Richardson on the left of the Fifteenth Michigan, and on the right of the Fifty-seventh Illinois, Colonel Hurlbut, his left resting on the Memphis and Charleston Railroad. About this time Colonel Oliver was shelling the woods. I ordered him to cease firing. I then threw out three companies of my brigade and one of the Fifteenth Michigan, to deploy as skirmishers, in order to ascertain the position of the enemy. They were soon driven with heavy loss.

The rebels advanced in solid columns to carry my position by storm. Four pieces of artillery opened on them with grape and canister. The whole line was heavily engaged. The officers and men stood up to the work like veteran soldier and repulsed them with great loss. They fled in wild confusion, leaving their dead and wounded on the field. I remained in the same position, and selected four men out of each skirmishing company to go forward and ascertain as near as possible the design of the enemy. Captain Busse, in command of the skirmishers, reported the enemy in force. I had thrown out a small detachment on my extreme right to watch the movements of the enemy. The firing became general along the line. The enemy were checked, but they soon received re-enforcements. On they came in solid mass in close column by battalion and attempted to carry my position by storm. My men fought splendidly. At 11.30 o'clock two of my 6-pounders became disabled. The enemy came on with an overwhelming force, turning my right. I was compelled to retire a short distance, selected a position about three-quarters of a mile in the rear of my first position, and formed in battle in battle line with two fresh regiments, the Fiftieth Illinois and Seventeenth Wisconsin. It was just 12 o'clock. I called the officers together and told them my instructions were to hold my position. We remained here but a short time. We received a fire on our flank, and were compelled to change front parallel with and near the Memphis and Charleston Railroad. I gave them orders to depend on the bayonet. Finding myself nearly surrounded, the only alternative was to charge, in order to gain time to retire.

The regiments that took part in the charge were the Seventh Illinois, Colonel Babcock; Fifty-seventh Illinois, Lieutenant-Colonel Hurlbut; Fiftieth Illinois, Lieutenant-Colonel Swarthout, and Seventeenth Wisconsin, Colonel Doran. It was done in splendid style, driving the enemy half a mile. I then ordered the brigade to retire across the railroad, and encamped for the night near the general hospital.

I left the field at 4 o'clock, and was not able to take the field the following day, on account of a wound I received in the morning about 9 o'clock. The report of the loss in the two day's fight has been made to you by Colonel Du Bois.

I cannot close, however, without mentioning the bravery and daring displayed on that day by my staff. They are Lieutenant C. W. Rosenthal, acting assistant adjutant-general; Lieutenant J. W. Harris, acting brigade quartermaster. I would also especially mention Sergeant Shurtleff, of Company A, Fifty-seventh Illinois Volunteers, who was temporarily attached on my staff, and who showed much coolness and bravery during the battle.

S. D. BALDWIN,

Colonel Fifty-seventh Regiment Ill. Vols., Commanding 3rd Brigadier, 2nd Div.

Captain J. LOVELL,

Assistant Adjutant-General, Second Division.