their fury and numbers are well spent at Harper's Ferry for that purpose.

N. P. BANKS,

Major-General, Commanding.

Honorable E. M. STANTON,

Secretary of War.

HEADQUARTERS DEPARTMENT OF THE SHENANDOAH,
[May 31, 1862.]

SIR: In pursuance of orders from the War Department, Colonel John R. Kenly, commanding First Maryland Volunteers, was sent on the 16th day of May from Strasburg to Front Royal, with instructions to relieve the troops under Major Tyndale, attached to General Geary's command, and to protect the town of Front Royal and the railway and bridges between that town and Strasburg. The force under his command consisted of his own regiment (775 available men), two companies from the Twenty-ninth Pennsylvania Volunteers, Lieutenant-Colonel Parham commanding; the Pioneer Corps, Captain Mapes, engaged in reconstructing the bridges; a potion of the Fifth New York Cavalry, and a section of Knap's battery, Lieutenant Atwell commanding. Nearer to the town of Strasburg were three companies of infantry charged with the same duty. This force was intended as a guard for the protection that locality, and replaced two companies of infantry with cavalry and artillery, which had occupied the town for same weeks, under major Tyndale, Twenty-eighth Pennsylvania Volunteers, for the same purpose. It had never been contemplated as a defense against the combined forces of the enemy in the valley of Virginia.

Front Royal is in itself an indefensible position. Two mountain valleys debouch suddenly upon the town from the south, commanding it by almost inaccessible hills, and it is at the same time exposed to flank movements by other mountain valleys via Strasburg on the west and Chester Gap on the east.

The only practicable defense of this town would be by a force sufficiently strong to hold these mountain passes some miles in advance. Such forces were not at my disposal, and no such expectations were entertained from the slender command of Colonel Kenly. It was a guerrilla force, and not an organized and well-appointed army that he was prepared to meet.

On the 23rd of May it was discovered that the whole force of the enemy was in movement down the valley of the Shenandoah, between the Massanutten Mountain and the Blue Ridge and in close proximity to the town. Their cavalry had captured a considerable number of our pickets before the alarm was given. The little band which was charged with the protection of the railway and bridges found itself instantaneously compelled to choose between an immediate retreat or a contest with the enemy against overwhelming numbers. Colonel a Kenly was not the man to avoid a contest at whatever odds. He immediately drew up his troops in the order he had contemplated in case of attack of less importance. The disposition of his forces had been wisely made to resist a force equal to his own, and the best, perhaps, that could have been devised in his more pressing emergency.

About 1 o'clock p. m. the alarm was given that the enemy was advancing on the town in force. The infantry companies were drawn up in line of battle about one-half mile in the rear of the town. Five com-