making a stand to check the advance of the enemy. Finding, however, that our forces were all in full retreat, and the regiment becoming exposed to a fire down the street from a large body of the enemy, the retreat was resumed, and we rapidly withdrew from the town, the men preserving their good order admirably. This regiment was the last to leave the town. The retreat was continued without a halt to Martinsburg, a distance of 22 miles; was resumed after a short rest and continued to the Potomac, a distance of 12 miles, making in all a march of 34 miles, almost without food or rest, from 12 o'clock m. on the 24th to 8 o'clock on the evening of the 25th.

The loss of the regiment on the 25th was 7 killed, 28 wounded (including 2 commissioned officers), and 131 missing, besides 2 commissioned officers. Of the missing many are daily coming in, having been compelled to halt from exhaustion,and afterward found their way by different routes. The 2 commissioned officers wounded, both slightly, were Captain Mudge and Second Lieutenant Crowninshield. Major Dwight and Assistant Surgeon Stone are missing.*

Very respectfully, your obedient servant,

GEO. L. ANDREWS,

Lieutenant Colonel, Second Massachusetts Regiment, Commanding

Colonel GEORGE H. GORDON, Commanding Third Brigade.

Numbers 36. Report of Captain Samuel M. Zulich, Twenty-ninth Pennsylvania Infantry, of operations May 23-26.

HDQRS. TWENTY-NINTH PENNSYLVANIA VOLUNTEERS,
Camp near Williamsport, Md., May 29, 1862.

SIR: Pursuant to order, on Friday night at 12 o'clock, May 23, the Twenty-ninth Regiment Pennsylvania Volunteers left their encampment on the Woodstock turnpike, near Strasburg, Va., and marched to Middletown. You had ordered Colonel Murphy to take possession of the road at that place leading toward Front Royal, and to hold it at all hazards. We advanced along that road with a section of the First New York Artillery, under Lieutenant Woodbury, a distance of 4 miles. Ascertaining that the enemy were in force in that direction we turned back, and were stationed in the vicinity of Middletown.

At 11 o'clock a.m. of Saturday, 24th, an excitement was created among the teamsters by an advance of the enemy's cavalry from Newtown. This brought the whole force to that point, and we took position on the right of your brigade, retreating toward Winchester. We marched constantly until we arrived in the vicinity of Winchester at 8 o'clock p.m. We lay upon our arms all night upon the right of the turnpike, facing the enemy, within a quarter of a mile of the edge of the town.

At 2 o'clock on Sunday morning Companies E, Captain S. M. Zulich, and K, Captain William D. Rickards, were stationed as pickets in advance on the right, extending from the turnpike to the cavalry camp on the hill. Firing continued until daybreak among the pickets, with no loss to us. At 4.30 a.m. the pickets were driven in by an advance of the enemy, who were filing their regiment around us to reach the earthworks on the hill. The regiment was at once drawn in line, and shortly

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*See revised statement, p. 553.

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