No. 35. Report of Colonel V. Henry, Fortieth Massachusetts Infantry, of operations May 12-16.

HDQRS. FORTIETH MASSACHUSETTS VOL. INFTY., May 18, 1864.

CAPTAIN: In accordance with instructions from division headquarters, I have the honor to forward the following report:

Friday, May 12, 1864, the Fortieth Massachusetts, of the First Brigade, Second Division, left camp at daylight, and encamped for the night on the south side of Proctor's Creek. May 13, moved to the north side and formed the left of the second line of the brigade. May 14, advanced at daylight, and occupied till evening the second line; at dark relieved the Third New York on the first line, and took command of the picket-line, composed of the Sixth Connecticut and Fortieth Massachusetts. May 15, performed picket duty.

May 16, at daylight the Sixth Connecticut were driven in by the enemy. The regiment was then taken by me, and after some fighting, the original picket-line was established. When the fog lifted, Colonel Hawley, commanding brigade on my left, reported that the enemy occupied a rifle-pit on his right, and were enfilading his line; two companies of my regiment charged the pit, taking several prisoners, and occupied it. Later in the morning,the left gave way, and the enemy came pouring in, turning my flank; to prevent which, I withdrew my regiment from the first line, and formed them in line of battle, some 100 yards in rear. The line which remained (Barton's), received a flank and oblique rear fire, broke, and gave way.

As soon as the rebels had formed, I charged them with my regiment, causing them to break and run. The first line was then established, and remained so till the right gave way. I then withdrew my regiment, posting them in rear of the enemy's rifle-pits, placing skirmishers on the crest of the hill and there remained till all the troops had passed. My skirmishers were then withdrawn, and with my regiment I joined my brigade and proceeded to camp, arriving about 8 p.m. Lieutenant Weare, by a misunderstanding, remained behind with 30 men as skirmishers. After waiting about two hours after we left, he came out of the woods, and finding the rebels in force, he scattered his men and with then escaped and joined his command. He was summoned to surrender, and pursued by the rebels. He deserve credit for his coolness. Privates Cosgrove, Company F, and Rankin, Company C, each killed, while the enemy were advancing, 3 men with shots, and then used the butts of their carbines, braining their fourth man. The list of casualties* I have already forwarded.

I am, captain, very respectfully your obedient servant,
GUY V. HENRY,

Colonel Fortieth Massachusetts Vol. Ifty.

Captain P. A. DAVIS,

Asst. Adjt. General, Second Div., Tenth Corps.

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*Embodied in revised statement, p.14.

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