just before reaching the place that a train from Frankfort was nearly due with two regiments of Federals. I tore up the track and posted the howitzers to command it and formed my command along the line of the road, but the train was warned of our presence and returned to Frankfort. Having taken possession of the telegraph office, I intercepted a dispatch asking of the road was clear and if it would be safe to start the train from Lexington. I replied to send the train and made preparations to receive it, but it was also turned back and escape. I reached Georgetown, 12 miles from Lexington, that evening. Just before entering the town I was informed that a small force of Home Guards had mustered to oppose us. I sent them word to surrender their arms and they should not molested, but they fled.

The people of Georgetown also welcomed us with gladness and provided my troops with everything that they needed. I remained at Georgetown two days, during which time I time I sent out a company under Captain McMillin to destroy the track between Midway and Lexington and Midway and Frankfort and to blow up the stone bridge on that road, which he successfully accomplished. Hearing that a company of Home Guards were encamped at Stamping Grounds, 13 miles distant, I dispatched a company under Captain Hamilton to break up their encampment, burn the tents and stores, and destroy the guns. This was also accomplished, Captain Hamilton taking 15 prisoners and all their guns and destroying a large amount of medical and commissary stores. I also while at Georgetown sent Captain Cattleman with his company to destroy the railroad bridges between Paris and Lexington and report to me at Winchester. This was done.

Determining to move on Paris with a view of returning, and hearing that the place was being rapidly re-enforced from Cincinnati, I deemed it of great importance to cut off the communication from that place while I drew the troops that were already there by a feint on Lexington. I therefore dispatched a portion of two companies toward Lexington, with instructions to drive the pickets to the very entrance of the city, while I moved the command toward Cynthiana. When i arrived within 3 miles of this place learned that it was defended by a considerable force of infantry, cavalry, and artillery. I dispatched the Texas Squadron, under major Gano, to enter the town on the on the right, and the Georgia regiment to cross the river and get in the rear, while I moved my own regiment, with the artillery, under the command of Lieutenant J. E. Harris, down the Georgetown pike. A severe engagement took place, which lasted about an hour and a half before the enemy were driven into the town and compelled to surrender. I took 420 prisoners, including about 70 Home Guards.

I regret to have to mention the loss of 8 of my men in killed and 29 wounded. The enemy's loss was 194 in killed and wounded, according to their own account. The excess in killed and wounded is remark-able, as they fought us from behind stone fences and fired at us from buildings as we charged through the town. we captured a very fine 12-pounder brass piece of artillery, together with a large number of small-arms and about 300 Government horses. I found a very large supply of commissary and medical stores, tents, guns, and ammunition at this place, which I destroyed. The paroled prisoners were sent under an escort to Falmouth, where they took the train for Cincinnati.

I proceeded the next morning toward Paris, and was met on the road by the bearer of a flag of truce, offering the unconditional surrender of

49 R R-VOL XVI