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timbers and splattering them as by a roke of lightning, when the two fell back. Then a third received several shocks, making her when the whole line back from our five out of range. Thus edded and Since conflict of our heavy the enemy a gunboats, testing their and the power of heavy guns them. It shot from our 32 pound guns produced but little effect, they struck and rebounded, apparently doing but little damage; but I am satisfied close observation that the timbers of the framework did not, and could not, withstand the shock from the ten inch columbiad or 32-pound rifled guns. Those gunboats never renewed the attack. I learn from citizens riving on the river below that one of the injured boats was sunk, and that others had to be towed to Cairo. This information may or may not be trust; but it is certain that all the boats were repulsed and driven back, after a most vigorous and determined attack, and that two of he boats were badly damaged, and that a third was more of less injured.

It is difficult to estimate the gallant bearing and heroic conduct of the officers and men of our batteries, who so well and so persistently fought our guns until the enemy's determined advance brought his boats and guns into such close and desperate conflict. Where a did their so well it is almost impossible to discriminate. The Captains already named, Lieutenants, (those names, for want of official reports, I cannot give,) all deserve the communication.

Lieut. G. (whose company is now at Columbus, but who was ordered to that post by Major-General Poin) commanded one of the guns and particularly attracted my attention by his energy and the judgment with which he handled his gun.--The wadding having given out, he pulled off his coat and rammed it down as wadding, and thus kept up the fire until the enemy were finally repulsed.

On the evening of this day we received information of the arrival of additional reinforcements of infantry, cavalry, and light artillery, by steamboat, all of which were a short distance below our position.

The battle of Dover.

In the 4th the enemy were throwing his forces of every extending his line of investment entired; around our positions and completely enveloping us. On the evening of this day we ascertained that the enemy had received additional reinforcements by steamboat. We were now surrounded by an force said by prisoners amount to regiments every possible par were cut off with the our sources of supply by the river soon be cut off by the enemy's batteries placed upon the above us.

At a council of the general officers, called by General Floyd, it was determined to give the enemy battle next day at day light, so as to cut open a route of exit for our troops to the interior of the country and thus save our army. We had knowledge that the principal portion of the enemy's forces were massed in encampment in front of our extreme left, commanding the two roads leading into the interior, one of which we must take in leaving our position. We that he had massed in encampment and her large force on the Union opposite the centre of our left wing, and front of the left of our right wing. His fresh arrival of troops being encamped on the of the river, two and a from which latter encampment a stream of fresh troops was continually pouring around us on his line of investment, and thus strengthening his general encampment on the extreme right. At such of his encampments, and on each road he had in position a battery of field artillery, and twenty-four pound iron guns on siege carriage. Between these encampments on the roads was a under of brush and black jack, making it impossible to advance or considerable troops.

The plan of attack agreed upon and directed by General Floyd to be executed, was, that with the main body of the forces of our left wing I should attack the right wing of the enemy, occupying and testing upon the to the beak of the river, accompanied by Col. Forres a brigade of cavalry, that brigadier General B with the forces under his command, and defending the right of our line; should strike the enemy's encampment and forces on the Winn's Ferry read; that the forces under Col. Hetman, should his position, and that each command should leave in the trenches troops to them.

In this order of battle it was easy to be seen that it my attack was successful and the enemy routed, that his retreat would be along his line of investment toward the Winn's Ferry road, and thence toward his reserve at the gunboats below. In other words, my success would roll the enemy's force in retreat over upon General Buckner, when, by his attack in flank and read, we could cut up the enemy and put him completely to --Accordingly, dispositions were made to attack the enemy. At 3 o'clock A. M. of the 15th, I moved out of my position to engage him. In less than one-half hour our forces were engaged. He was prepared to meet in advance of his encampment, and he old meet me before I had assumed line of battle and while I was moving against him without any formation for the engagement. For the first half hour of the engagement I was much embarrassed in etting the command in position property to meet the foe. Having extricated myself from the position and fairly engaged him, we fought him for nearly two hours before I made any decided advance upon him. He contested this held most stubbornly. The loss of both armies at this portion of the field was heavy. The enemy's, particularly, as I discovered by riding over the field after the battle with Gen. Floyd. The enemy having been forced to yield this portion of the field, retired slowly toward the Winn's Ferry road, Buckner's point of attack. He did not retreat, but fell back fighting us, contesting every inch of ground.

The fight was hotly and stubbornly contested on both sides, and it consumed the day till 12 o'clock to drive him back as far as the centre, where Gen. Buckner's command was to flank him. While my command was advancing and slowly driving him, I was anxiously expecting to hear Gen. Buckner's command open fire in his rear, which not taking place I feared some misapprehension of orders, and came from the field of battle within the works to learn what was the matter. I there found the command of Gen. Buckner massed behind the ridge within the work taking shelter from the enemy's artillery on the Winn's road, it having been forced to retire before the battery, as I learned from him. My force was still slowly advancing driving the enemy towards the battery. I directed Gen. Buckner immediately to move his command round to the rear of the battery, turning its left, keeping in the hollow, and attack and carry it.

Before the movement was executed, my force forming the attacking party on the right with Forrest's regiment, (cavalry,) gallantly charged the battery, supported by a body of infantry, driving it and forcing the battery to retire, taking six pieces of artillery, four brass and two twenty-four iron guns. In pursuing the enemy falling back from this position, Gen. Buckner's ces became united with mine, and engaged the enemy in hot contest of nearly an hour with large forces of fresh troops that had now met us. This position of the enemy being carried by our joint forces, I called off further pursuit seven and a half hours of continuous and bloody conflict. After the troops were called off, orders were immediately given to the different commands to form and to their original positions in the entrenchments.

The operations of the day had forced the entire command of the enemy around to our right wing, and in froot of Gen. Buckner's position in the entrenchments, and when his command reach his position he found the enemy rapidly advancing to take possession of this portion of his work. He had a stubborn conflict lasting one and a half hours to regain it, and the enemy actually got possession of the extreme right of his position, and held it so firmly that he could not dislodge him. The position thus gained by the enemy was a most commanding one, being immediately in the rear of our river battery and field work for its protection. From it he could readily turn the entrenched work occupied by Gen. Buckner, and attack him in reverse or advance under cover of an intervening ridge directly upon our battery and field work. While he held this position it was manifests we could not hold the main work or battery. Such was the condition of the armies at night-fall after nine hours of conflict on the 15th inst in which our loss was severe, and leaving not less than 5,500 of the enemy dead and wounded on the field. We left upon the field nearly all his wounded, because we could not remove them. We left his dead unburied, because we could not bury them. So on a conflict and courage has perhaps never before occurred upon this continent. We took about prisoners and a large number of arms. We had fought this battle to open the way for our army and relieve us from an investment, which would necessarily reduce us and the position by famine. We had occupied the whole day to accomplish our object, and before we could prepare to leave, after taking in the wounded and the dead, the enemy had thrown around us again in the night as immense force of fresh troops, and reoccupied his original position in the line of investment, thus again ting off our retreat. We had only about &c troops all told. Of these a large proportion we had lost in the three battles. The command had been in the treaches night and day for five days, exposed to the snow, mud and ice water, without shelter, and without adequate covering and without sleep.

In this condition the general officers held a consultation, to determine what we should do. Gen. Buckner gave it as his decided opinion that he could not hold his position one-half an hour against an assault of the enemy, and said the enemy would attack him morning at day light. The proposition was by the undersigned to again

fight through the enemy's line and cut our way out. General Buckner said his command was so worn cut and cut to pieces and demoralized, that he could not make another fight; that it would cost the command three-quarters of its present numbers to cut its way through, and it was wrong to sacrifice three quarters of command to save one-quarter; that officer had a right to cause such sacrifice, Gen. Floyd and Major Galmer I understood in this opinion.

I then expressed the opinion that we could hold out another day, and in that time we could get steamboats and the command over the river, and probably save a large portion of it. To this General Buckner replied, that the enemy would certainly attack him at daylight, and that he could not hold his position half an hour. The alternative of the proposition was a surrender of their position and command. General Floyd said that he would neither surrender the command, nor would he surrender himself a prisoner. I had taken the same position. General Buckner said he was satisfied nothing else could be done, and that, therefore, he would surrender if placed in command. General Floyd said that he would turn over the command to him if he could be allowed to withdraw his command. To this General Buckner consented; thereupon General Floyd turned the command over to me — I passing it instantly to General Buckner, saying I would neither surrender the command nor myself a I directed Col. Forrest to cut his way out. Under these circumstances, Gen. Buckner accepted the command, and flag of truce to the enemy for an armistices of six hours to negotiate for terms of capitulation. Before this flag and communication was delivered, I retired from the garrison.

Before closing my report of the operations of the army at Donelson, I must, in justice to the officers and force under my immediate command, say that harder fighting or more gallant conduct in officers and men I have never In the absence of official reports of brigade and regimental commanders, (of which I am deprived by the circumstances in this report,) I may not be able to to the different corps. I will say, however, that the forces under my immediate command bore themselves most llantly throughout the long and bloody conflict.

I speak with special commendation of the brigades commanded by Colonels Baldwin, Simonion and Drake, and Capt. and Greene, who fought under the constant and annoying of the enemy's sharp shooters, and the concentrated fire from his field batteries, from which both commands suffered severely.

Capt. Money himself was wounded, and had several Lieutenants and men of his company led and wounded; so did Capts. Porter Graves. If I should hereafter receive the reports of regimental and brigade commanders, giving me detailed information of the conduct and bearing of officers and men, make a supplemental report. The of official reports deprives me of the means of giving lists of the killed and wounded of the different commands. I am satisfied that in such a serries of conflicts our was heavy. I know what the enemy's was from passing over the battle field with Gen. Floyd in the evening immediately after the battle. His loss in killed and wounded was terrible, exceeding anything I have ever seen on a battle field. Our force in the field exceed ten thousand on, while from what I saw of the enemy's force and from information derived from prisoners, we are sure he had from thirty to forty thousand on the field. I must acknowledge my obligations to Major Gilmer, engineer, for the especial and valuable services rendered me in laying off the works, and the energy displayed by him in directing their construction, and for his counsel and advice. I likewise acknowledge my obligations to Col. Jno. C. Burch, my aid decamp, to apt Gas A. Henry, Major Field, Lieut. Nicholson, Lieut. Chas. F. Martin, and Col. Brandon, my volunteer aids decamp; to Major Hays, my assistant commissary, major Jones, my assistant quartermaster, for the prompt manner in which they executed my orders under trying circumstances through out the long and continued conflicts, and to Major Gilmer, who accompanied me throughout the entire day. Also, to Capt. Parker of my staff, whom I assigned to the command of Capt. Ross's field battery with new recruits as gunners, and who fought and served them well. Col. Brandon was severely wounded early in the action.--Colonel Baldwin's command constituted the front of the attacking force, sustained immediately by Col. Wharton's. These two brigades deserve especial commendation for the manner in which they sustained the first shock of battle, and under circumstances of great embarrassment threw themselves into position and followed up the conflict throughout the day.

Being mostly with these two brigades, I can speak from personal knowledge of their gallant bearing. I must also acknowledge my obligations to Brig-Gen. Johnson, who assisted me in command of the forces with which I attacked the enemy, and who bore himself gallantly throughout the conflict; but having received no official reports from him, I cannot give detailed operations of his command. I have pleasure in being able to say that Colonel Forrest--whose command greatly distinguished its commander as a bold and gallant leader, and reflected distinguished honor upon itself — passed safety through the enemy's lines of investment, and trust it will yet win other honors in defence of our rights and the just cause of our country.

Gid. J. Pillow,

Brigadier-General C. S. A.

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