Numbers 386.

Report of Brigadier General Washington L. Elliott, U. S. Army, commanding First Brigade, Second Division, Eighth Army Corps, of operations June 13-15.

Maryland Heights, June 16, 1863.

Major: I have the honor to report the operations of my command during the 13th and 14th instant, and on the 15th, in the retreat from Winchester, Va. On the 13th, my brigade was constituted as follows:One hundred and tenth Ohio Volunteer Infantry, Colonel J. W. Keifer; One hundred and sixteenth Ohio Volunteer Infantry, Colonel James Washburn; One hundred and twenty-second Ohio Volunteer Infantry, Colonel William H. Ball; One hundred and twenty-third Ohio Volunteer Infantry, Colonel William T. Wilson; Battery D, First West Virginia Volunteer Artillery, Captain John Carlin; Battery L, Fifth U. S. Artillery, First Lieutenant W. F. Randolph. Temporarily attached: Twelfth Pennsylvania Volunteer Cavalry, Lieutenant Colonel J. L. Moss commanding; Battery I, Fourteenth [First] Massachusetts Artillery, Captain Martins, and pioneer corps of the division. A reconnaissance was ordered on the morning of the 13th, section of Battery L, Fifth U. S. Artillery, Lieutenant Spooner commanding, to report to Colonel Ely, Eighteenth Connecticut Volunteers, on Front Royal road; Thirteenth Pennsylvania Cavalry, One hundred and twenty-third Ohio, and section of Carlin's battery on the Strasburg road; Twelfth Pennsylvania Cavalry and One hundred and tenth Ohio on the Cedar Creek road. On the 13th, Battery D, First West Virginia Volunteer Artillery, was assigned temporarily, by Field Orders, Numbers 1, headquarters Second Division, Eighth Army Corps, to the Second Brigade. The enemy was soon discovered approaching by the Front Royal and Strasburg roads. I received orders from the general commanding to go out on the latter road, take command of all the troops, and "feel the enemy. " Formed line of battle, Thirteenth Pennsylvania Cavalry on my left flank, with vedettes to the front; One hundred and twenty-third Ohio on the left and One hundred and tenth Ohio on the right of the Strasburg road, with section of Carlin's battery in the rear of the One hundred and tenth. The Twelfth West Virginia Volunteer Infantry, Colonel Klunk, of the /second Brigade, reported to me, and was assigned a position on the right of the One hundred and tenth Ohio. The enemy moving from the Front Royal road on my left, the general commanding ordered the withdrawal of my force to creek at Union Mills, and afterward ordered the One hundred and tenth Ohio, with section of Carlin's battery, to advance on the Strasburg road, supported by the One hundred and twenty-third Ohio and Twelfth West Virginia, the Thirteenth Pennsylvania Cavalry on the Cedar Creek road. The enemy was met at Kernstown by the One hundred and tenth Ohio and section of Carlin's battery. After a spirited attack of a few minutes, fell back in good order, contesting the ground with the enemy. The enemy, continuing to advance in double line of battle, received a very destructive fire from two sections of Carlin's battery posted on the heights between Union Mills and Winchester. His line was broken, when he attempted be the left flank to get position under shelter of woods, when the One hundred and twenty-third