their own courage and determination. To the company officers and men under their immediate commands too much praise cannot be bestowed for their steadiness under the terrible fire to which they were so long exposed. The gallantry which they exhibited entitled them to a success which the overwhelming numbers arrayed against us rendered hopeless.

For the safety of my regimental train I am indebted to the untiring exertions of Lieutenant G. B. Cadwalader, regimental quartermaster, who succeeded in saving the whole train.

Very respectfully, yours, &c.,

JOS. F. KNIPE,

Colonel, Commanding Forty-sixth Regiment Pennsylvania Volunteers.

Captain BENJAMIN FLAGLER,

Asst. Adjt. General, First Brigadier, First Div., Dept. Shenandoah.

No. 33. Reports of Colonel George H. Gordon, Second Massachusetts Infantry, commanding Third Brigade, of operations May 24-25.

HEADQUARTERS THIRD BRIGADE.

Camp near Williamsport. Md., May 28, 1862.

GENERAL: I take the first moment of leisure from arduous military duties to report in brief the events of an engagement of forces under my command with the enemy on the march of the Fifth Army Corps, under General Banks, from Strasburg to Winchester, on the 24th of May:

Disastrous news from fugitives of the First Maryland Regiment, received the night of the 23rd instant, made in apparent that a very large force of the enemy threatened us at Strasburg. The precautionary order to pack and send to the rear my brigade and regimental trains was complied with. They started for Winchester at night, and were thus saved.

The morning of the 24th brought little cheer. The worst reports were confirmed. Frequent reconnaissances during the night and morning of the 24th developed that a very large force of the enemy threatened to surround us at Strasburg. At 10 a.m. my brigade was ordered, in conjunction with the First Brigade of your division to move toward Newtown en route to Winchester, to check an approach of the enemy from that direction. No enemy being found at Middletown or within 4 miles in direction of Front Royal, our march was continued. Our column moved on toward Strasburg in good order, preceded by an immense train of wagons and followed by many that could not be prepared for moving the night before. At 2 p.m. reports from the rear reached us that the train had been attacked by the enemy; that we were entirely cut off from our rear guard; that many wagons had been captured; that the enemy were pursuing us. The sound of his guns we could distinctly hear. With the view of uniting the train, if possible and with the sanction of General Banks, I proceeded with two regiments of my brigade and two sections of artillery to attack the enemy and do what I might for the rescue of our rear guard and baggage. My force was increased by a third regiment, ordered by General Banks to report to General Hatch, commanding rear guard, if practica-