Massachusetts Infantry, under Lieutenant-Colonel Fellows, arrived and report to Lieutenant Colonel George H. Hitchock, of the One hundred and thirty-second New York, to whom, I at almost the same time, sent an order for our forces to fall back, but owing to the non-acquaintance of the grounded by the officers and men of this re-enforcement, and the enemy pushing on three sides, prevented this order being fully conveyed to these forces, and were therefore compelled to act on their own judgment, which caused the capture of several officers and men of the Seventeenth Massachusetts by the enemy. I do not by any means desire to impugn the abilities nor bravery of this re-enforcement. They came too late to enable them to operate against the enemy to any extent, and had they fallen all back (except the artillery) by the road leading to my camp, they would all have got in as well as one company, under Second Lieutenant Cann, of the Seventeenth Massachusetts, did.

I now saw the enemy crossing the railroad track some 2 miles in front of me. At this moment the second train arrived. The railroad monitor, under the able management of First Lieutenant John Walker, One hundred and thirty-second New York, was shelling the woods to the right and left of the railroad as well as up the railroad, thereby enabling me to get all infantry force to my rear to go down the railroad track to New Berne. At this time I ordered Second Lieutenant Cann, with his command of the Seventeenth Massachusetts Infantry to proceed to my camp and destroy it, and lower my camp colors. The order to lower the colors was the only one which caused a choking sensation in me. I also directed all commissary stores still left to be destroyed, which was effectually done by setting fire to everything. By this time the enemy got some guns in position beyond the woods to respond to our railroad monitor. They had the range by our signal station, but the woods being very thick they had to resort to plunging shot, and they managed to throw some shells around myself.

Second Lieutenant Cann, of the Seventeenth Massachusetts Infantry, having completed his work of camp destruction, and I seeing a few graybacks' glistening through the woods on the left of my camp, I ordered the monitor and train to fall back, giving them a parting shell. This train reached New Berne in safety although it was attacked at the Neuse road crossing. Having all my forces to the rear of me, retiring in good order upon New Berne, I fell back myself, sending a telegram to General Palmer, dated February 1, 1864, 9. 50 a. m. Second Lieutenant Cann, of the Seventeenth Massachusetts Infantry, with his few men, were my advance guard, Company B, One hundred and thirty-second New York, under Lieutenant Hallenbeck, my rear guard. I was accompanied by Lieutenant Colonel George H. Hitchock, Captain Charles G. Smith, general outposts officer of the day (whose report is herewith inclosed), and First Lieutenant William W. Wells, Fifty-eight Regiment Pennsylvania Volunteers, my aide-de-camp. Marching down the railroad we soon heard cannonading, which, admonished us that the woods and swamps were the only means of escape toward the Trent road, and if possible to New Berne.

After a dangerous and fatiguing march under the protection of my brave rear guard, composed of B Company, One hundred and Thirty-second New York, commanded by second Lieutenant Henry Hallenbeck, who had several conflicts with the enemy to enable us to escape we reached the Trent road at about 1 p. m., at a point 3

5 R R-VOL XXXIII