and by offensive demonstrations, which repeatedly deterred threatening attacks from the enemy's pursuing force.

On retiring from town a portion of the Tenth Regiment Maine Volunteers (unattached), Colonel Beal commanding, joined the column, and marching with the other regiments on the left flank, assisted in effectually guarding the road in this direction. Colonel Donnelly's judicious movement of his brigade on the right flank equally protected us in that direction. In consequence our whole march, in face of an immensely overwhelming force, was comparatively unmolested.

After a quiet halt at Martinsburg a sufficient time to give some little rest to the men the whole of the main column reached the Potomac River opposite Williamsport soon after dark, without further molestation. The command and the wagons were transported to the opposite shore during the following day.

Colonel Donnelly, after reporting at the Opequon, within 1 1/2 miles of Martinsburg, continued his march, by order of the major-general commanding, to Dam Numbers 4. with the Twenty-eighth New York and Fifth Connecticut Regiments (the Forty-sixth Pennsylvania having previously joined the main column), and successfully ferried his men over the river during the night. The division trains and regimental wagons were brought off with little loss. The men of the command, however, ba laying aside their knapsacks, under orders to execute rapid movements to repel various attacks which were made during the exhausting retreat, are deprived of their overcoats, blankets, and their entire kit and extra clothing, with which they should be supplied without delay, and I beg to suggest without expense to themselves.

It would give me pleasure to bring to your notice the good conduct of individual officers during these two days of sever hardships and great peril and three nights of sleepless watching; but where all, so far as my observation extended, almost without exception, did their whole duty it would seem invidious to particularize. For more particular mention of those distinguished in their respective commands I would respectfully refer you to brigade, regimental, and detachment report forwarded herewith. I must, however, commend to the notice of the Government the good judgment, skillful management, and cool conduct of Colonel Gordon, Second Massachusetts Volunteers, and Colonel Donnelly, Twenty-eighth New York Volunteers, commanding brigades.

From the extended and widely separated order of our march in escorting and furnishing protection to several hundred wagons, and from the necessarily isolated conflicts with the enemy at various points on the march, they were necessarily left to their own discretion and judgment in the movements and formations consequent thereon. Whatever was done by them will I doubt not meet with the hearty approval and commendation of the major-general commanding, as it certainly does of mine.

I beg leave also to bring to the favorable notice of the major-general commanding the valuable services rendered by my personal staff, Captain W. D. Wilkins, assistant adjutant-general; Captain E. C. Beman, commissary of subsistence, and First Lieutenant Samuel E. Pittman, aide-de-camp, who were with me on the field, and were most prompt and efficient not only during the engagement, but during the whole retreat from Strasburg.

Favorable notice is also made of Captain Wilkins in the report of Colonel Donnelly, to which I also refer.

Dr. Thomas Antisell, medical director of the division, charged with