under the crest of a small hill in our front, but they very quickly reformed and advanced on us again. My men were very cool and steady, and loaded and fired rapidly. After we had fired fifteen minutes I found that the Second Brigade, which was on my right, was falling back, and that the enemy was flanking me on the right, and that unless I retired my line that I have a great many of my men captured. I then gave the order for the Fifteenth Missouri to retire and they did so, and before I could get to the next regiment on the left (the Fifty-first Illinois) I found that they had already commenced retiring, and about the same time all the rest of my regiments fell back, but so close were the enemy to them before they commenced retiring that some of the men of the Fifty-first Illinois clubbed muskets with them.

Immediately as our men left the works the enemy fired several volleys at us, and then charged after us. Owing to the great number of recruits in the brigade my men became very much confused. As fast as the men reached the inner of works they halted, and wound have been easily rallied, but the works were manned by the Twenty-third Corps, and the men of that corps became panic-stricken when my men rushed over them, and they (the Twenty-third Corps) commenced leaving the works. My men, who had already been whipped, and by superior numbers, seeing the Twenty-third Corps men leaving, commenced retiring again, but they were soon rallied, and went back to the works again, and fought until the battle was over. The men after they were fought, with very few exceptions, very bravely and worthy of veterans. We captured a number of battle-flags of the enemy, but got the credit of capturing but one. Lieutenant P. P. Boyer, of the Seventy-ninth Illinois, after the firing had ceased, went out in front of the works and picked up three of the enemy's battle-flags and pitched them over the works, and the One hundred and fourth Ohio, of the Twenty-third Corps, got them, and got the credit of capturing them. Major Atwater, commanding the Forty-second Illinois, states that his men captured four stand of the enemy's colors, but that a colonel of the Twenty-third Corps ordered them to give them to him and they did it. The Sixty-fifth Ohio captured one stand of colors. The brigade captured many prisoners, but we did not keep them with us, but sent them to the rear under guard, and they were taken across the river and put in the ring where all the prisoners were. At 11.30 p. m. I received orders from the general commanding the division to commence withdrawing my brigade from the line, I did, so and at 12 o'clock crossed the Harpeth River, and took up the line of march on the Nashville turnpike; reached Nashville about 2 p. m. of the 1st of December, and went into camp on the east side of the Franklin turnpike, fronting south.

In the engagement of Franklin the casualties of my brigade were follows: Commissioned officers - killed, 1; wounded, 5; missing, 4. Total, 10. Enlisted men - killed, 6; wounded, 120; missing, 261. Total, 387. Grand total, 397.

I desire to call the attention of my superior officers to the manner in which my regimental and company officers handled their commands; every movement and order was executed finely. My thanks are due, and most cordially extended, to those heroic officers and the brave men under their commands. My staff officers, of which there were only three present, Captain J. H. Willsey, topographical, engineer, Captain George Mueller, provost-marshal, and Captain T. E. Tillotson, inspector-general.