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[65] well-directed fire from the enemy's artillery, posted in the street and in view of their cavalry. The shells burst too close to be endured, but our men's fire drove them speedily out of town to heights beyond, where they amused themselves with artillery practice, with little or no effect. The place was held till sunset, when the order to withdraw was given — time having thus been saved for the main train to move on, and for the burning of wagons left helpless, after Col. Gordon had endeavored unsuccessfully to have mules sent back. Companies A and C followed as rear-guard, and B (Capt. Williams) as flankers.

On their return to Newtown, knapsacks had been left in a field to relieve the men. They were again taken; but before companies A, B, and C could be relieved to get theirs, a very pretty affair took place. Hoofs were heard, and soon cavalry appeared; but the skirmishers, under Major Dwight, were ready. Part of company A on one side of the road and of company C on the other, with platoons from the two in the centre, under Lieut. Grafton, the latter formed in square, waiting until the enemy were but a few yards off, poured in such musketry as sent them back broken. Soon after company I (Capt. Underwood) relieved A and C, and took its station near a bridge. Down came cavalry again, but I's men met them with perfect coolness, but with a hot fire, under which the rebel riders wilted instantly. It was so dark that the amount of damage could not be ascertained. Then company I was tried with infantry, took its fire, and returned it with splendid success. For ten minutes the fire was sharp on both sides, when it slackened. In those few minutes, out of a little over forty men, fifteen had fallen; but not a man wavered in that gallant band. At a subsequent period the enemy tried to make a cavalry charge, but their officers in vain swore at them as cowards; it was of no use; they could not be brought to stand the cool fire of our men.

On the column moved to Kernstown, five miles from Winchester. Here a halt was ordered. But the e<*>my soon poured in a fire which told on the men, exposed by their relief against the light-colored road, while the enemy were in shadow. So it quietly moved on, in perfect order. Here, however, a mischance occurred. Dr. Leland, attending most faithfully to wounded men in a heuse near by, did not leave the poor fellows, and is undoubtedly a prisoner.

At Winchester the two brigades halted, just out of town. The men went into bivouac, without fires, with little food, with no coffee. It was two o'clock when the men slept — slept as well as they could in the midst of the firing all night. Company C was on picket duty, and notwithstanding its great fatigue, skirmished till morning, often unsupported.

At daylight all were called to arms. The pickets had returned. Col. Donnelly's brigade was on the left of the road going out of Winchester. Col. Gordon placed his on a ridge on the right of the road, the Second Massachusetts having the right. A little ravine was in front below them, artillery on higher ground in the rear. Here, from the time the pickets were driven in, the two brigades stood three hours and a half against twenty-eight regiments, distinctly counted. Col. Donnelly's forces maintained their ground well. Col. Gordon's, which was on higher ground, and held the key to the position, was more heavily attacked. Grape was poured in in storms. One shell told beautifully. Col. Andrews sent company D (Capt. Savage) to the right to annoy the rebel batteries, and, by and by, company G, (Capt. Carey,) who, nearer the rebel lines and somewhat sheltered by a low wall, completely silenced one gun, the gunners not daring to approach it even to carry it off. Here casualties occurred. Capt. Carey himself was knocked over by a stone hit by a rebel shell, which killed a man by his side. But regiments were seen pouring to our right. The two companies had to be called in.

As the rebel troops, in heavy masses; were moving to flank our right, Col. Gordon ordered the Twenty-seventh Indiana and Twenty-ninth Pennsylvania to the right of the Second Massachusetts, but forming an oblique angle with its front. These rushed with cheers and began firing — in fact too quickly to be orderly. As the rebel regiments were moving round, soon the brigade would have been crushed. The Twenty-seventh Indiana and Twenty-ninth Pennsylvania fell back. Then it was necessary to advance or retreat. Our Second, then in line, broke into column “by company right wheel,” as undisturbed as though at an afternoon drill, though under a perfect storm of bullets, and marched off in column by companies. “Retreat steadily,” Col. Gordon had said, and Col. Andrews would do that at any time. Winchester was entered, the enemy in hot pursuit. Yet the Second was too steady to run. In a side-street, Col. Andrews, wishing to change the position of certain companies, brought the regiment into line, even having his guides out to secure a good alignment, and having the men dress as on parade, and went on, by flank.

Then came the march through Winchester. It was a savage one. The Second were the rear, but all fared much alike. Citizens shot from windows, threw hand-grenades, struck at our men with clubs — citizens! Women did it; women shot wounded men; women threw hot water on them; women killed prisoners. At last forbearance ceased. Volleys were poured into houses; rooms were entered and assassins bayoneted; any public property was fired, and streets were swept by the conflagration; ordnance exploded; cavalry rode down stragglers; but the Second, then the rear-guard, never wavered — not a company broke — not a gap was to be seen. “Steady — steady,” and the discipline of this brave and noble set of soldiers then told.

It may seem strange to some that these citizen-assassins were fought — without regard to place — though not except in reply to murder. But women pistoled sick men. Rebels had set fire to

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