see which called General Grant and my command to that quarter, but as soon as Chattanooga and Knoxville became and a respite was needed to repair the railroads to the rear, time and an opportunity were offered to accomplish what had before been designed.

I offered, if permitted, to break up the useless line of railroad from Memphis to Corinth, to attempt the destruction of Meridian without calling for a single man from the army in the field.

Accordingly, dispositing of my then command so as to cover and assist in repairing the railroads from Nashville to Decatur and Stevenson, with General Grant's approval I returned in person to the Mississippi River, reaching January 10.

I immediately ordered General Hurlbut to abandon Corinth and sall minor points, draw in all public property, and forthwith prepare for field service two good division of 5,000 men each, ready to embark by the 25th. I found General William Sooy Smith, chief of cavalry on General Grant's staff, at Memphis. He had come from Middle Tennessee with about 2,500 cavalry in pursuit of Forrest, who had in the mean time left West Tennessee and fallen back of Tallahatchie. I ordered all the effective cavalry at once also to be assembled and got ready for the field. I found on General Hurlbut's tri-monthly return of January 10, 1864, for duty, an aggregate of cavalry of 9,231, with 7, 638 serviceable horses. This, with the 2,500 brought with General Smith, gave us over 10,000 effective cavalrymen and horses.

Having made these preliminary orders, I then hastened to Vicksburg and gave General McPherson similar orders for two divisions of infantry and artillery; then back again to Memphis, where I remained until the 27th.

In the meantime I learned the strength and distribution of the enemy I had to encounter, which was about as follows: On the 1st of February Lieutenant-General Polk, chief in command at Meridian, scattered companies of cavalry and infantry all over the State, collecting taxes and forcing conscripts - at Canton, Loring's division of infantry, 18 guns, and about 7,000 men; at Brandon, French's broken division of 10 guns and 3,000 men; two brigades subsequently joined French from Mobile, making his force about 5,000. Major-General Forrest commanded the cavalry district of North Mississippi, headquarters at Como; estimated force, 4,000. Major General Stephen D. Lee commanded the southern district of Mississippi, headquarters at Jackson. He had General Jackson's division of three brigades, Ross', Starke's, and Wirt Adams' posted ina semicircle behind Vicksburg, and Ferguson's brigade was at this time coming to Jackson from Okolona. Lee's cavalry was about 4,000 strong.

My object was to break up the enemy's railroads at and about Meridian, and to do the enemy as much damage as possible in the month of February, and to be prepared by the 1st of March to assist General banks in a similar dash at the Red River country, especially Shreveport, the whole to result in widening our domain along the Mississippi River, and thereby set the troops hitherto necessary to guard the river free other military purposes.

My plan of action was as follows: General William Sooy Smith to move from Memphis by or before the 1st of February with an effective force of 7,000 cavalry lightly equipped, to march straight on Pontotoc, Okolona, Columbus Junction (Artesia), and Meridian, to