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Washington, D. C., May 9, 1864.

Captain Charles C. G. Thornton, sworn and examined: by the Chairman:

Question. What is your rank and position in the army?

Answer. I am a Captain, and aid on General George F. Shepley's staff.

Question. Were you with General Shepley when he passed Fort Pillow, about the time of the capture of that place?

Answer. Yes, sir.

Question. Will you state what occurred there, and the reason, if any, why you did not stop there to aid the garrison?

Answer. We were passengers on the boat Olive Branch, which left New-Orleans on the sixth of April, without troops. On arriving at Vicksburgh, parts of two batteries — a Missouri and an Ohio battery — were put on board. I do not know the exact number of men, but I should think that perhaps there were one hundred and twenty men with the two batteries. The men had no smallarms whatever — no arms but the guns of their batteries. We stopped at a place to take in wood, where we were told the guerrillas had just passed, and we threw out. pickets to keep from being surprised. We were unable to arm those men with any thing whatever, and merely stationed them so that we should not be surprised, but have an opportunity of getting on board the boat and leave. Upon arriving within three miles--perhaps two and a half miles--of Fort Pillow, some women on shore hailed us and told us that Fort Pillow was captured with two transports or steamers, and motioned to us to return. The captain of the boat turned about for the purpose of returning to Memphis, but General Shepley stopped it. Colonel Sears, the owner of the boat, who was on board, came to me and asked me to go to General Shepley and tell him the importance of our going back to Memphis; that it was dangerous for us to proceed with so many passengers. The boat was a very large one, loaded with passengers, every state-room being occupied by men, women, and children.

Question. How many passengers, non-combatants, do you suppose you had on board?

Answer. Perhaps one hundred and fifty, but that is a mere guess. When Colonel Sears urged me to ask General Shepley to go back to Memphis, I told him I should do nothing of the kind; that if he wished General Shepley to allow the boat to go back, he might see him about it himself. He did so, but General Shepley positively refused to go. He ordered the captain of the Olive Branch to hail a boat which came in sight, and direct her to come alongside. General Shepley then said: “I will have a section of the battery put on this boat, and will go up and reconnoitre.” The boat was called the Hope, I think. There is a point just below where the rebels, if they had a battery, might bring it to bear on us. General Shepley consented to have the Hope go below that point with the boat we were on, in order to have this section of a battery put on board of her. On our way down we met another boat, the Cheek, which would answer our purpose better, and she was stopped. General Shepley ordered a section of a battery put on board of her, and directed Captain Williams, commanding the battery, and myself, to accompany him up to Fort Pillow to reconnoitre. I suggested to General Shepley, or was on the point of suggesting to him, that perhaps he had better not go himself, but send Captain Williams and myself. The instant t suggested that, he said: “No, I will go myself, and personally ascertain the condition of affairs.” He asked the captain how many minutes it would take him to get his guns on board. He said he could probably get a couple of guns on in a few minutes.

Just then a steamer, which afterward proved to be the steamer Liberty hove in sight. We supposed at first that she was the Mollie Able, which the captain of our boat said was due at Fort Pillow just about that time, and that she was one of the boats the rebels had captured, if the story of the women was true. When we saw her coming we noticed that she was loaded with troops; whether Union or rebel troops we could not tell. The General said to our captain: “Can you run that boat down?” He said: “If it is the Mollie Able, I can run right over her.” When she hove in sight we saw at once that there was no time to put a battery on board the Cheek; General Shepley then ordered the Cheek to move out of the way, and the captain of our boat to swing out, with the intention of running this other boat down if she should prove to be loaded with rebel soldiers. When the boat got nearer, however, we found she had Union troops on board. As she passed us our captain hailed her, and she replied: “All right up there; you can go by. There is a gunboat there.” We were then satisfied that every thing was all right, as she had been allowed to come down by them with so large a body of troops on board.

We went up, and when within perhaps a mile of the place some rebel soldiers fired upon our boat, probably aiming at the pilot-house. I stood on the after-part of the deck at the time. The General was in the pilot-house looking out. The shots did not take effect or amount to any thing. We went on up, and found no firing at the Fort. We stopped at the gunboat, as all boats are required to do which pass. An officer came on board from the gunboat and said to the captain of our boat: “I want you to proceed immediately to Cairo, and send down four hundred or five hundred rounds of ammunition; and order all boats back that may be coming down; we want no boats here.” We talked the matter over, and came to the conclusion that the object of this Fort Pillow affair was not to capture the Fort, but to capture more of our boats, if possible, in order to get across the river. That was merely our supposition, as we knew nothing about the battle. There was no firing at the Fort at that time, and our boat went on up the river in obedience to the orders of the gunboat, as it had a right to give that order.

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