battery, formed line immediately upon the brow of the hill, the Eighteenth constituting the right. We have awaited the approach of the enemy, whose skirmishers, in double line, could be seen issuing from the woods covering his position. The artillery duel still continued with considerable vigor, and the enemy shelled our line with great accuracy, although without the infliction of any considerable damage. Companies A and B were immediately deployed and descended the hill. Severe skirmishing shortly ensued, our companies retiring very slowly. At this time Captain William L. Spalding, Company B, was mortally wounded in abdomen and carried to rear. The enemy in three strong lines now issued from the woods and charged down the hill at double-quick, his skirmishers also increasing their speed, and driving ours more rapidly. It was at this time decided that a small knoll some 200 yards to the rear would afford a better position, thereby inflicting greater damage upon the enemy, who would be forced to pass over an eighth of a mile of nearly level ground before reaching our lines. The line accordingly marched in retreat. The new position of the regiment was most unfortunate for its efficiency, being in a line backed by barns and two rows of fences. A continuous rain of five days had rendered traveling on other than the roads extremely difficult, and the men stood knee-deep in mud. As the lane was entered by the flank, so nothing but a flank movement could extricate the regiment in order. Companies A and B were now strengthened by Company D, leaving only four companies in line, in all somewhat less than 200 men.

The skirmishers of the enemy now appeared on the brow of the hill and rapid firing ensued, in which Captain Mathewson, Company D, was wounded, as also several of his company. As our skirmishers retired around our flank the line fired several volleys, when, it being apparent that the line of the enemy greatly outnumbered our own, and that farther stay in that position was worse than useless, the commander of regiment on left of the brigade gave the order to retreat, which movement was followed by the Eighteenth. The regiment marched by the flank at double-quick. On emerging from the lane found itself some distance in rear of the retreating line, and was thereby thrown into some confusion, but with some exceptions the men were rallied, and were reformed with the rest of the first line in rear of the second line, which now awaited the shock. The cannonading was at this time extremely rapid, the rebels shelling our position with great accuracy, while the batteries of our first and second lines poured grape and canister into their infantry, which came on in splendid line. As they drew near our second line fired and charged, partially checking their advance, but having suffered severely was forced to retire. For the same reason the enemy contented himself with sending forward strong lines of skirmishers to harass our now retreating force, himself advancing very slowly. Desultory fighting was continued for three hours by our first and second lines alternately, when, two fresh regiments arriving, the broken forces were assembled in rear of them and marched on the pike to the north bank of the Shenandoah, from whence it continued its march until within two miles of Woodstock, where it halted at 5 a. m., having marched nearly thirty miles in twenty-six hours, in addition to that incidental to its participation in the action.

The whole number engaged in the action was somewhat less than 350.