of a mile west of Talbott's Station and ended near the same place at dark. General Morgan's division was dismounted and formed on the left of railroad, General Armstrong on the right. The country from this station to Mossy Creek is composed of open, rolling fields that had been tilled during the past year, flanked by high woodland on each side. I could not maneuver the artillery, except near the railroad. Armstrong's division, with the artillery, was moved rapidly upon the enemy to engage his attention, while I hoped to flank him with Morgan's division on his right. His rapid retreat enabled him to avoid this, and both divisions finally were moved at double-quick and drove the enemy rapidly and in confusion back to Mossy Creek. Up to this time the force opposing us was not greater than 4,000 men, with two batteries. Owing to the nature of the ground Crews' brigade had been thrown to the right of the railroad, and General Armstrong, with Crews' brigade, was ordered to move up his artillery to within canister range and to charge some woods in his front and that of Colonel Crews.

Colonel Russell's brigade had its right resting on the railroad and his left on the woods. Immediately in his front the enemy had occupied some barns and outhouses. I ordered him to dislodge him. The whole line moved forward. The enemy was driven from his position on our left, but by a charge of cavalry upon our right and of a brigade of infantry upon Crews' brigade and Armstrong's left, we were compelled to yield the ground. The enemy fixed bayonets and moved into the open field to charge the Georgians and two howitzers some 200 yards in his front. Perceiving this I wheeled the Seventh Alabama Regiment to the right and moved it into a cut of the railroad, securing a good position within 50 yards of the flank of the advancing infantry. The fire from this regiment and a counter-charge by the Georgians soon drove the enemy into and through the woods, with heavy loss in killed and wounded.

At this time the enemy made three cavalry charges upon Russell's left and produced some confusion for a moment. Assisted by the officers I was enabled to rally the men under a heavy fire from the cavalry and the enemy's artillery. For a short time all firing ceased, except from the artillery. Upon reconnoitering the enemy's position preparatory to another attack, I found him strongly posted in my front and overlapping my line on both flanks with three brigades of cavalry, six regiments of infantry, and three batteries of artillery in position to sweep the open fields in my front. On the opposite side of the creek in full view, was a reserve of cavalry and infantry. A fresh brigade of cavalry was coming in from the Dandridge road in full view.

My artillery had exhausted the supply of ammunition, except canister. The division commanders reported an average of only five rounds of ammunition for small-arms. The Third Arkansas, a gallant little regiment, had fired the last round in its cartridge boxes, and had been ordered to the rear. The men had been fighting steadily without relief for seven hours. To advance was impossible, and to mount and retire on the open fields in daylight before so large a force with such a preponderance of mounted men would, I knew, be difficult. It could only be accomplished by the utmost steadiness. The retreat, under a heavy fire of artillery and small-arms, was effected in perfect order, the regiments falling back in succession to advantageous points, and then fighting until, having checked the enemy sufficiently, they could gain another point of vantage.