The entire strength of the brigade on going into action was 1,529, rank and file.

I am, sir, very respectfully, your obedient servant,

CHAS. S. WINDER,

Brigadier-General, Commanding.

Major R. L. DABNEY,

Assistant Adjutant-General, Headquarters Valley District.

HEADQUARTERS FIRST BRIGADE, VALLEY DISTRICT,
Camp near Weyer's Cave, Va., June 15, 1862.

SIR: I have the honor to submit the following report of the operations of this brigade on May 28:

In obedience to orders from Headquarters Valley District the Fourth, Fifth, Twenty-seventh, and Thirty-third Regiments Virginia Volunteers, with Carpenter's battery, of four pieces, and Poague's, of six, left their camp, 4 1/2 miles from Winchester, at 5 a. m., taking up the line of march for Charlestown, following the road passing through Summit Point. The march was without incident until within 5 miles of Charlestown, when I learned the enemy had advanced in force, represented from 4,000 to 5,000, and possessed himself of that place.

I at once dispatched Lieutenant J. M. Garnett, of my staff, to General Jackson, at Winchester, with such information as I had, asking that re-enforcements might be sent. Being without cavalry, I pressed into service all stragglers of that arm I met on the road, some 15 in number, which the gallant Captain R. P. Chew, whom I met, volunteers to command and advise me of the enemy's movement in front.

I moved forward cautiously. Captain Chew soon informed me he had met the enemy's pickets (cavalry) and charged them, and they had taken cover in a woods. I ordered two companies of the Fifth Regiment, Lieutenant-Colonel Funk commanding, to be thrown forward, which was rapidly done, under Captain Burke. The enemy's pickets retired after a few shots.

On emerging from the woods, some three-quarters of a mile from Charlestown, I discovered the enemy in line of battle, some 1,500 strong (about the strength of this brigade, the Second Regiment having been left if Winchester as a provost-guard), and decided to attack him. As soon as we were discovered he opened upon us with two pieces of artillery. Carpenter's battery was placed in position, the Thirty-third Regiment being ordered to support it. This battery was admirably worked, and in twenty minutes the enemy retired in great disorder, throwing away arms, blankets, haversacks, &s. The pursuit was continued rapidly with artillery and infantry. Captain Poague was ordered up with a gun and howitzer. These, with Carpenter's guns, were placed in position whenever practicable and used with admirable effect, frequently causing the enemy's cavalry to leave the rear of his column and move parallel to it in fields.

The pursuit was continued to Halltown. On reaching that point I found the enemy in line of battle on Bolivar Heights. I contented myself with the success of the morning, posted my pickets, and encamped a mile from Charlestown. General Ewell arriving about dark, I reported to him.

It affords me the liveliest satisfaction to bear testimony to the gallantry, coolness, and bravery of the officers and men under my com-