tions to move up the Luray Valley. The Third Division (Brigadier-General Wilson) was ordered to proceed immediately to McCoy's Ford, on the Shenandoah River, and the First Division (Brigadier-General Merritt) to move up the Luray Valley through Front Royal. Both divisions bivouacked near daylight at Milford Creek, the enemy having evacuated that position. The next morning at daylight, the 24th, both divisions moved up the valley, the First Division (Brigadier-General Merritt) in advance. The advance came upon the enemy in position about three miles from Luray. They were immediately engaged, and by a gallant charge of the First Brigade, First Division, led by Brigadier-General Custer, were driven about eight miles in the direction of New Market, capturing some seventy prisoners. The command passed through Luray on the pike leading to New Market, crossed the Shenandoah River, and bivouacked at the foot of the pass, the enemy having taken the mountain road leading out the valley. The next day (25th) at daylight passed over the mountain and joined the army at New Market, issued forage and rations and marched to Harrisonburg that day. In the meantime Brevet Major-General Averell had Cavalry, and Colonel Powell, First Virginia Cavalry, placed in command. On arriving at Harrisonburg, Va., I found this division on the Valley pike about eight miles from Harrisonburg, on the North River; the Second d Brigade, First Division (Brevet Brigadier-General Devin), was in the direction of Keezletown and Port Republic. The next day (26th) the Second Division West Virginia Cavalry (Colonel Powell), was ordered to move in the direction of Stauton: Brigadier-General Merritt, with the First Brigade, First Division, was ordered to move in the direction of Port Republic and join Brevet Brigadier-General Devin's brigade. I moved with the Third Division (Brigadier-General Wilson) and Reserve Brigade, First Division (Colonel Lowell), in the direction of Staunton. Brigadier-General Custer, having been assigned to the command of the Second Division West Virginia Cavalry, he moved with me, in order to join his division. Colonel Powell, moving on the Valley pike, turned off to the left from that road in the direction of Piedmont, following the enemy. I moved direct to Staulton, capturing in and about that place the following articles, viz: 300 muskets, 75 sabers, 50 cartridge-boxes, 70 sets horse equipments complete, 60 rounds fixed ammunition, 200 sets harness, 350 saddle-trees, 200 tents, 65 head beef- cattle, 57 prisoners, 25 wagons, 5 tons salt, 100 barrels flour, 500 bales hay, 1,000 bushels wheat, 125 barrels hard bread, 50 boxes tobacco, 50 horses, medical stores, &c.

On the 27th started a regiment, with Brigadier-General Custer, to join his command at Piedmont; at the same time a reconnaissance in force to Waynesborough and Rockfish Gap, but heard nothing from the reconnaissance until the whole party returned. I immediately started the whole force to Waynesborough, which place we reached, a distance of twelve miles, just after dark, and bivouacked for the night. On the next morning, the 28th, proceeded to destroy the railroad bridge across the South Fork of the Shenandoah River and burned the depot and Government buildings. Late in the afternoon the enemy attacked is in strong force with infantry, cavalry, and artillery. They were held in check until after dark, when on the return of the regiment, sent with Brigadier-General Custer, notifying me of an attempt by the enemy to cut me from the main army, which was then twenty-five or thirty miles distant, I fell back to Spring Hill, on Middle River, on the Back miles distant, I fell back to Spring Hill, on Middle River, on the Back road from Staunton to Harrisonburg. On the morning of the 29th