the mass of the young men were or the eve of joining the rebel cause, and that nothing but extraordinary exertion and judicious management could rescue the State from the vortex toward which the excitement of revolution was rapidly carrying her. This certainly an unjust re-flection on the loyalty of the State, but there is no doubt that the presence of a large rebel force rendered the occasion critical.

It was unexpectedly announced to me about the 9th of November that that I was to be charged with his weighty responsibility. I received general instructions from the general-in-chief, Major-General McClellan, on the night of the 12th, and on the 15th of November I assumed command at Louisville of the new Department of the Ohio, embracing the States of Ohio, Michigan, Indiana, that portion of Kentucky east of the Cumberland River, and the State of Tennessee.

The enemy, under the command of General Sidney Johnston, was in possession of bowling Green, with, according to the best information, about 25,000 men, his advance guard extending to Munfordville. Including Hopkinsville and other points his force north of the Cumberland amounted probably to 35,000 men. He had a small force at Fort Henry, on the Tennessee River, and Fort Donelson, on the Cumberland and he had railroad communication with Columbus, on the Mississippi, where he had a large force, and with Nashville and all points south and east. These facilities enabled him to concentrate at any point in a very short time all the force in the Confederacy not required for defense elsewhere. At that time he could hardly be could hardly be said to be threatened in any quarter expeditions had not been inaugurated, and our force in Missouri was not yet prepared to beyond the limits of that State. He had also small force, not probably exceeding 2,500 men, under Humphrey Marshall, threatening the northeastern part of Kentucky through Pound Gap, and a considerable force, under General Zollicoffer, at Cumberland Gap and on the road north of it. These last had recently been compelled to fall back from an attempt to invade the central part of the State, but they were still in a position to renew the effort. In addition to this the population was in a state of great disquiet. Bands were constantly organizing to join the rebel ranks and intimidate the loyal people, and in some parts of the State the union element scarcely dared to express itself.

Kentucky at this time was the point which offered to the enemy the best prospect of advantage. His intention to have possession of Louisville within a limited period was constantly avowed. The disloyal element confidently expected it, and if the Government force had not been speedily increased the attempt would no doubt have been made. As soon, however, as the re-enforcements began to arrive he commenced fortifying strongly at Bowling Green and other points.

In reality the effective Government force which I found in Kentucky consisted of two divisions, about 23,000 men, on the Cumberland Gap road and the Nashville road, and about 4,000 men on the Big Sandy, in the northeast part of the State; but there were besides some forty or more Kentucky regiments or fractions of regiments scattered over the State in recruiting districts that were more or less available for local service. Very many, in fact nearly all, of them were not yet mustered in; many without arms, equipments, or proper organization; some of them embracing various arms of service-artillery, cavalry, and infantry. In the whole force were included about eight field batteries and four regiments of cavalry. The latter were all without any suitable arms; some had had pistols only and some muskets. There was not, I believe a