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[240] told the story. The Confederates were evacuating the place and destroying their magazines before departing. The next morning the Federals clambered up the bluff to the site of the Fort and found only smoking ruins. Even the earthen breastworks had been torn to pieces by the fearful powder explosions. Fort Randolph was likewise abandoned. The great river, while not yet rolling “unvexed to the sea,” was now open as far as Memphis, whither the River Defense fleet had retreated, some eighty miles below Fort Pillow, and thither steered the Federal gunboats in search of their recent antagonists.

Down the glassy river the Union fleet glided on June 5th. The banners were waving. The men were as gay as if they were going to a picnic. In the evening they came within gunshot of Memphis and anchored for the night, not far from the supposed spot where, more than three hundred years before, De Soto had first cast his eyes on the rolling tide of the Mississippi.

The Federal flotilla on the Mississippi had, some days before, been reenforced by four small steam rams under the command of Colonel Charles Ellet, Jr. Ellet was not by profession a military man, but a distinguished civil engineer. He had convinced the Government of the value of the steam ram as a weapon of war, and was given a colonel's commission and authority to fit out a fleet of rams. His vessels were not armed. He cooperated with, but was not under the direction of, Flag-Officer Davis. His “flag-ship” was the Queen of the West and the next in importance was the Monarch, commanded by his younger brother, Alfred W. Ellet.

It was understood by all that a ferocious river-battle was necessary before the Federals could get control of the city on the hill. It is true that Memphis was not fortified, but it was defended by the fleet which the previous month had had its first taste of warfare at Fort Pillow and now lay at the foot of the bluffs ready to grapple with the coming foe. The vessels, eight in number, were not equal to those of the Union fleet. They

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