Numbers 12. Report of Lieutenant Mack J. Leaming, Adjutant Thirteenth Tennessee Cavalry, of the capture of Fort Pillow.

ADJUTANT-GENERAL'S OFFICE, STATE OF TENNESSEE,

Nashville, Tenn., January 17, 1865.

SIR: I have the honor to acknowledge the receipt of your communication of the 31st ultimo, and, in accordance with the direction therein contained, to make the following report of the battle of Fort Pillow:

On the 12th day of April, 1864, the Federal forces stationed at Fort Pillow, Tenn., consisted of one battalion of the Sixth U. S. Heavy Artillery (colored troopS), one battery Second U. S. Light Artillery (colored troops), and the Thirteenth Regiment West Tennessee Volunteer Cavalry, which was then recruiting, having four companies mustered into the U. S. service and the fifth company ready for muster. The men composing this company had been enlisted by Captain John L. Poston, and repeated applications had been made to have them mustered into the U. S. service, but no mustering officer could be sent for that purpose. Our entire garrison numbered some 550 effective men, with six pieces of artillery, the whole under command of Major L. F. Booth, of the Sixth U. S. Heavy Artillery (colored troops). In addition to this force the U. S. gun-boat New Era, Captain Marshall, was stationed off Fort Pillow and participated in the engagement, but owing to the high bluffs, and in consequence of the long range she was obliged to take with her guns but little assistance was rendered the garrison from this quarter.

At 5.30 o'clock on the morning of the 12th of April, 1864, our pickets were attacked and driven in by the advance of the enemy, under command of General Forrest. Our garrison immediately opened fire on the advancing rebels from our artillery at the fort, while Companies D and E, of the Thirteenth West Tennessee Cavalry, were deployed as skirmishers, which duty they performed until about 8 a. m., when they were compelled to retire the fort after considerable loss, in which Lieutenant Barr, of Company D, was killed.

The firing continued without cessation, principally from behind logs, stumps, and under cover of thick underbrush and from high knolls, until about 9 a. m., when the rebels made a general assault on our works, which was successfully repulsed with severe loss to them and but slight loss to our garrison. We, however, suffered pretty severely in the loss of commissioned officers by the unerring aim of the rebel sharpshooters, and among this loss I have to record the name of our post commander, Major L. F. Booth, who was killed almost instantly by a musket-ball through the breast.

Major W. F. Bradford, of the Thirteenth West Tennessee Volunteer Cavalry, being the next ranking officer, then assumed command of the garrison and directed the remained of our operations.

At about 11 a. m. the rebels made a second determined assault on our works. In this attempt they were again successfully repulsed with severe loss. The enemy succeeded, however, in obtaining possession of two rows of barracks running parallel to the south side of the fort and distant about 150 yards. The barracks had previously been ordered to be destroyed, but after severe loss on our part in the attempt to execute the order our men were compelled to retire with-