a distance of probably 4 miles, and drew up in line to receive the supposed enemy's attack. After remaining there some time we found that the cavalry that was approaching was the First Michigan. We returned to camp, kept our horses saddled, and at about 10 p. m. a courier came into camp to notify us that a brigade which was at the time passing the camp on the way to Winchester was being followed up by the enemy.

After making some preparation to receive the enemy we concluded that the position of the camp was unfavorable for defense, and we evacuated, marching some 3 miles on the road to Romney, and there bivouacked during the night.

Early on Sunday morning we started with two companies for camp, wishing, if possible, to bring away the tents and other camp equipage, and also the wagon which we had captured; but on arriving in Winchester we were informed that the camp was in the possession of the enemy. By this time the wagon trains were pushing through Winchester toward Martinsburg.

On reporting to Colonel Beal for orders, we were ordered by him to send one company in advance of the trains as an advance guard. Three companies were placed in rear of the baggage and one in rear of the ammunition train. After marching about 7 miles in the aforementioned order we were ordered, in common with all the cavalry, to the rear. The battalion was immediately marched back until it was met by Major-General Banks, who ordered us to again retreat, a great portion of the other cavalry having left before us. We fell into column and joined in the retreat until after passing through Martinsburg, near which place we stopped for nearly two hours, and were then ordered to proceed on with the other retreating forces, and after marching nearly 6 miles from Martinsburg toward Williamsport we returned to the hill west of Martinsburg, intending to act as a rear guard or cover to our retreating infantry.

On arriving near Martinsburg (on our return) we were ordered by General Banks to furnish a rear guard to the brigade commanded by Colonel Donnelly, acting brigadier-general. We proceeded on the route indicated as that on which we would overtake Colonel Donnelly, but found that the main body of his command had started on their march for Dam Numbers 4, there being some 50 or more of his command still near the bridge. We started in their rear and brought up all the stragglers that we could overtake, reaching Dam Numbers 4 after night. The adjutant of my battalion then reported to General Donnelly that the cavalry that had been ordered to join him were in the rear. General Donnelly stated that i would be impossible to ford, and that he would march with his command for a ferry some distance up the river. The battalion then accompanied General Donnelly's command to the ferry above mentioned, and one company remained there and assisted in ferrying General Donnelly's command across the river. The remaining companies of the battalion then took up the line of march for Williamsport, accompanied by Captain Curll's independent company, which company we met at the ferry above mentioned. The march from the ferry to Williamsport was executed through by-roads and lanes amid intense darkness, and day had dawned before we reached the Virginia shore opposite Williamsport. We forded the river, and reached Williamsport about 7 o'clock on Monday morning.

When it is remembered that the men and horses had been in active duty from Friday until Monday (the men without rations except such as chanced to fall in their way, and the horses with no forage except