immediately. I accordingly took Companies A, B, F, G, H, and K, and preceded beyond Honeyville about 2 1/2 miles, where I found the enemy's advance guard posted on a hill. I immediately deployed Companies A, B, and F on each side of the road, taking Companies G, H, and K and going up the road directly in their front, we found the enemy's force or advance guard to consist of two companies of cavalry and two companies of infantry, with one piece of artillery, which I afterward learned were in command of Major Wheat, of the Louisiana battalion. We drove him from this position and continued to drive him through Somerville and to Dogtown under a heavy fire from our skirmishers, killing 2 of the enemy's cavalry and capturing a carbine and saber.

At Somerville I posted Companies A, F, G, H, and K on the heights on the left of the road, and taking Company B I pushed on to the burned bridge, about 2 miles up the road, and to the right of and distant about 2 1/2 miles from Dogtown. Here I rested my men about half an hour, when Captain Conger, Company B, First Vermont Cavalry, came up and reported himself to me. I told him it was our intention to attack the enemy at daylight, consequently it was not our policy to pursue the enemy any farther at that time, and ordered him not to follow the enemy, but to bring up the rear and follow me back to camp. I withdrew all my skirmishers and started back to camp.

Stopping at Somerville, I called in the companies that were posted on the heights, and proceeded about 1 mile, where I halted to await the cavalry, which I supposed to be directly in my rear. Up to this time not a single casualty had occurred on our side. Here I received your dispatch, per courier, not to pursue the enemy too far-beware of a surprise-and immediately after I received your dispatch I received one from the cavalry: "We are surrounded; come to our assistance." On inquiry of the messenger I learned that the captain of the cavalry, in direct violation of my orders, instead of following in my rear, had gone some 4 miles up the river, and encountered the reserve of the enemy and was surrounded. I caused my command to about-face, and hurried to their assistance. I at the same time ordered Captain Wilson to bring up his reserve. We took position on the heights above the road and to the left of Somerville with Companies A, B, F, E, H, and K, Captain Wilson being immediately on the road with the reserve.

Here we engaged two regiments of infantry and three companies of cavalry at a distance of 100 yards, and drove their skirmishers back 200 or 300 yards on to their main body, which we engaged for half an hour under a most terrific fire from the enemy. Seeing him attempting with another regiment to turn our left flank, I ordered Captain Wilson to move with the reserve at a double-quick to our left, which order he obeyed with promptness. Seeing the enemy were likely to reach there before he did, and seeing their superior numbers, I ordered my men to fall back, which they did good order, disputing every inch of ground as they went. While we were engaging the enemy the cavalry escaped by swimming the Shenandoah River.

I find our loss in killed, wounded, and missing to be 29, among them Sergeant-Major Vance. The enemy's loss killed and wounded is greater than ours, and mostly of the Seventh Louisiana Regiment, they being in close column and directly in our front. Most all of our wounded we brought off from the field, and some of our missing I think swam the river, and may yet report themselves.

Too much praise cannot be awarded to the officers and men engaged,