a few more shells drove them again toward Upperville. Two miles farther, the enemy's skirmishers, supported by artillery, were found strongly posted. I deployed the column in line; advanced and drove the enemy from two strong positions behind stone walls, his guns continually throwing shells at us. We continued the march, and found the enemy strongly posted west of Upperville, at the base of the mountain. The Eight Illinois, Third Indiana, and Twelfth Illinois Cavalry, about 900 strong, leading the column, came on rapidly at a gallop; formed in line; charged up to the enemy's five guns amid a shower of shells, shrapnel, and case shot; drove the rebels gunners from their pieces, when the enemy's cavalry, seven regiments strong, emerged from the woods, and a hand-to-hand conflict ensued, the enemy outnumbering us three to one. We retired a short distance behind a stone wall, and maintained our position, repulsing the repeated charges of the enemy by well-directed carbine and pistol firing. The enemy then, on account of his superior numbers, attempted to turn both flanks, when a squadron of the Eight Illinois and one of the Third Indiana Cavalry were deployed to cover the flanks, and after a sharp conflict, repulsed the enemy, after which the section of artillery arrived, supported by the Eight New York Cavalry, and shelled the enemy from his position. The enemy then retreated toward Ashby's Gap, pursued for 2 miles by the First and Second Cavalry Brigades, which at sunset returned, and encamped on the battle-field, buried the dead, and took care of the wounded. Eighteen dead bodies of the enemy were buried, and over 30 of their wounded were found, in addition to what they carried away, besides prisoners, the exact number of which the provost-marshal of the division will report. Our loss is as follows:

 

Officers and men.	Killed.	Wounded.	Missing.	Total
8th Illinois Cavalry	2	17	....	19
3d Indiana Cavalry	....	4	1	5
12th Illinois Cavalry (Captain Brown wounded)	2	14	4	20
Total	4	35	5	44

*Captain Brown wounded

Horses killed-Third Indiana Cavalry, 18; Eight Illinois Cavalry, 17. Total, 35 horses of enlisted men; 1 horse of Colonel Gamble; 36 horses in all killed.

All of which is respectfully submitted.

WM. GAMBLE,

Colonel, Commanding First Cavalry Brigade. Captain

T. C. BACON, Assistant Adjutant-General, First Cavalry Division.

HDQRS. FIRST CAVALRY BRIGADE, FIRST DIVISION,
Camp near Catlett's Va., August 24, 1863.

CAPTAIN: I have the honor to submit the following report of the part taken by this brigade in the several engagements with the