In this engagement I lost four pieces of artillery, only three of which were serviceable, one being dismounted the day before. The pieces were lost on account of the miserable condition of the horses. This battery (the Baltimore Battery) had just been newly equipped for the field. The officers and men did all they could to save the pieces after their horses gave out, unlimbering and firing until the enemy reached them. Each piece was lost singly. In the engagement I had but 800 effective men, and was opposed by a division in my front and a brigade on my left (see Sheridan's official report). The officers and men cannot be blamed for giving way when charged in such heavy force, having no arms to resist a charge mounted, not a saber or pistol being in the command. My command being at one time twenty-seven miles from any infantry support, without proper arms or discipline, will explain in a measure why the rout was so complete.

On the 18th instant my command, whit the exception of McCausland's brigade, was ordered to Front Royal, to co-operate with the forces moving on the turnpike and to advance to Newtown or Winchester, as circumstances would admit (see accompanying order, marked D).* I found the enemy in small force at Guard Hill; they retired rapidly in the direction of Cedarville. On reaching the latter place I waited to communicate with the lieutenant-general commanding at Middletown. Not being able to hear from him, and judging from the firing that the enemy were being driven, I advanced on the winchester road, intending to strike the pike near Kersntown, in the enemy's rear. On reaching a point six miles from Winchester it was evident from the firing that our forces were retiring and that the firing was above Newton. I moved toward the latter place, hoping to strike the flank of the enemy shill engaged with our forces. On reaching a point one mile from newtown I was informed by scouts and citizens that our troops were being rapidly driven back and were at that time beyond Middletown. I then endeavored to strike the pike at Middletown, but found it occupied by the enemy in force. Having been unable to communicate with General Early thought the day, and it being evident from the reports of stragglers and citizens that our troops had been driven back rapidly and to Strasburg, I decided to cross the river at Buckton Station and communicate from that point with General Early I was unable to communicate from that point, our forces having fallen back beyond Fisher's Hill. My train being at Front Royal I moved to that place and awaited orders, which I received (see accompanying order marked-*) at daylight on the morning of the 20th, and moved my command to Milford. I met but a small force of the enemy-one brigade of cavalry, with two pieces of artillery.

In conclusion, I will state that this division has been wanting in organization, in discipline, and arms; that it is composed of good material. The senior officers are generally willing and equal to perform the duties required, and by proper instruction and attention will be able to amok their commands equal to others who have had the benefit of longer service.

L. L. LOMAX,

Major-General, C. S. Cavalry.

Major H. B. McCLELLAN,

Adjutant-General Cavalry Corps.

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*Not found.

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