to dispute its passage and develop him, having already thrown my small cavalry force upon his flanks with orders to harass him. At this point the major-general commanding District of the Gulf came up to offer battle with his whole force, but in consequence of the rapid movement of the enemy to our left and rear, as above indicated, the larger portion of the troops were ordered to Blakely under Brigadier-General Liddell, and my instructions were to assume immediate command of the defenses of Spanish Fort. Set apart for this purpose were Brigadier General Bryan M. Thomas' brigade of Alabama Reserves, about 950 muskets strong; Colonel Isaac Patton's artillery, 360 effective, and my own brigade of 500 rifles, Colonel F. L. Campbell commanding. Batteries Huger and Tracy likewise constituted a part of this general command, and the garrisons in them, under Major Wash, Marks, Twenty-second Louisiana Artillery, formed Patton's artillery, but are not included in the above estimate, for though they rendered valuable services, they only furnished occasional re-enforcements in defense of the field-works near the water battery called Spanish Fort. Upon examination I discovered the line of defense to be about 3,500 yards long, inclosing a battery of four heavy guns in Spanish overlooking they bay, and strengthened by three redoubts, so located that they commanded very well the right and center of the position. The whole artillery consisted of six heavy guns, fourteen field pieces, and twelve Coehorn mortars. Several additional guns were received during the operations. Of this line there were 400 yards on the extreme right, in front of which the forest had been cut down, but no defensive works constructed; about 350 yards in the center, across a deep ravine, in front of which was only a slight curtain partially complete, and about 600 yards on the extreme left with no works of any kind, and the dense forest covering that flank untouched. The three redoubts gave no mutual support, with the exception of two guns in Redoubts 2 and 3, and no cross-fire could be obtained. The main line from Redoubt 3 was retired without any deviation, and the left flank was thrown back and fell off into such low ground that artillery could not be used to any extent along its front as in a regularly laid out cremaillere. The works from Redoubt 3 were placed so far back on the retreating slope that the infantry could only command its crest, but not the ravine beyond; and generally, from the center to the extreme left flank, the enemy's line was upon the highest ground. Such was the extent and incomplete condition of the defenses at Spanish Fort when, on assuming command, I carefully inspected them. It was apparent that an immense work with the spade, pick, and ax was before us, and that some decisive measure must be adopted to prevent the large army already upon our front from coming upon us vigorously or by an onset. At once the main body was disposed along the rifle-pits and set hard at work, though there was quite a deficiency of tools. Special parties were detailed to lay off a long line of battle as far in advance of the position as they could go, and to make camp fires along its whole length; and other devices were employed to create an exaggerated impression of our numbers, and to conceal the exact locality of our positions. To gain time, and by show of confidence and boldness to make the enemy cautions, I resolved to attack him before daylight the next morning. Lieutenant Colonel R. H. Lindsay with 550 men in gallant style charged his lines, surprised and drove in his skirmishers, capturing a few prisoners and a large number of arms and accouterments, and was only recalled after the enemy was revealed in a heavy and extended