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[57] rising the crest of the hills just beyond our position. My little brigade, numbering in all just two thousand one hundred and two, in another moment would have been overwhelmed. On its right, left and centre, immensely superior columns were pressing — not another man was available, not a support to be found in the remnant of his army corps left Gen. Banks. To withdraw was now possible, in another moment it would have been too late. At this moment I should have assumed the responsibility of requesting permission to withdraw, but the right fell back under great pressure, which compelled the line to yield.

I fell back slowly, but generally in good order. The Second Massachusetts in column of companies moving by flank, the Third Wisconsin in line of battle moving to the rear. On every side above the surrounding crest surged the rebel forces. A sharp and withering fire of musketry was opened by the enemy from the crest upon our centre, left and right. The yells of a victorious and merciless foe were above the din of battle, but my command was not dismayed. The Second Massachusetts halted in a street of the town to reform its line, then pushed on with the column, which, with its long train of baggage-wagons, division, brigade, and regimental, was making its way in good order towards Martinsburgh.

My retreating column suffered serious loss in the streets of Winchester: males and females vied with each other in increasing the number of their victims by firing from the houses, throwing hand-grenades, hot water, and missiles of every description. The hellish spirit of murder was carried on by the enemy's cavalry, who followed to butcher, and who struck down with sabre and pistol the helpless soldier sinking from fatigue, unheeding his cries for mercy, indifferent to his claims as a prisoner of war.

This record of infamy is preserved for the females of Winchester. But this is not all: our wounded in hospital, necessarily left to the mercies of our enemies, I am credibly informed were bayoneted by the rebel infantry. In the same town, in the same apartments, where we, when victors on the fields of Winchester, so tenderly nursed the rebel wounded, were even so more than barbarously rewarded.

The rebel cavalry, it would appear, give no quarter. It cannot be doubted that they butchered our stragglers, that they fight under a black flag, that they cried as they slew the wearied and jaded: “Give no quarter to the d — d Yankees.”

The actual number of my brigade engaged was as follows:

 Officers.Enlisted Men.
Second Massachusetts Reg't, Lieut.-Col. Andrews,27580
Third Wisconsin Reg't, Col. Ruger,24550
Twenty-seventh Indiana Reg't, Col. Colgrove,20431
Twenty-ninth Pennsylvania Reg't, Col. Murphy,17452
Grand total,2102

In estimating the force of the enemy, I turn for a moment to the movement of the first division from Strasburgh to Winchester on the preceding day, the twenty-fourth, and my engagement with the enemy on the march, assured me of their presence in great force upon our right flank. The capture and destruction of Col. Kenly's command, first brigade, on the twenty-third, at Front Royal, while guarding our railroad communication with Washington, and the facts set forth in my report of my engagement on the twenty-fourth, tended to a conviction of the presence of a large force under Gen. Ewell in the valley of the Shenandoah. The union of Jackson with Johnson, composing an army larger by many thousands than the two small brigades, with some cavalry and sixteen pieces of artillery, which comprised the entire army corps of Gen. Banks, furnishes evidence justifying a belief of the intention of the enemy to cut us off, first from reinforcements, second to capture us and our material beyond peradventure.

From the testimony of our signal officers, and from a fair estimate of the number in rebel lines drawn up on the heights, from fugitives and deserters, the number of regiments in the rebel army opposite Winchester was twenty-eight, being Ewell's division, Jackson's and Johnson's forces, the whole being commanded by Gen. Jackson.

These regiments were full, and could not have numbered much less than twenty-two thousand men, the corresponding proportion of artillery, among which were included two of the English Blakeley guns. Less than four thousand men in two brigades, with sixteen pieces of artillery, kept this large and unequal force in check for about three hours, then retreating in generally good order, preserved its entire train, and accomplished a march of thirty-six miles.

Where all the regiments in my brigade behaved so well, it is not intended to reflect in the least upon others in mentioning the steadiness and discipline which marked the actions of the Second Massachusetts, Lieut.-Colonel Andrews, Third Wisconsin, Col. Ruger. The enemy will long remember the destructive fire which three or four companies of the Third Wisconsin, and a like number of the Second Massachusetts, poured into them as these sturdy regiments moved slowly in line of battle from the field.

I herewith enclose a list of the killed, wounded, and missing of the several regiments of my brigade, hoping that the numbers will hereafter be reduced by arrivals of those marked missing. How many were captured it is impossible now to determine.

Col. Murphy, Twenty-ninth Pennsylvania, is known to be a prisoner. Major Dwight, of the Second Massachusetts, while gallantly bringing up the rear of the regiment, was missed somewhere near or in the outskirts of the town. It is hoped that this promising and brave officer, so cool upon the field, so efficient everywhere, so much beloved in his regiment, and whose gallant

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