panies were detailed to support the artillery, which was placed on the crest of a hill commanding a meadow of some extent, over which the enemy must pass to reach the bridges, one company guarding the regimental camp nearer to the river, on the right of the line. The companies, three in number, left to guard the town were soon completed to fall back upon the main force. There were then four companies on the right of the battery, near the camp, under Lieutenant-Colonel Dushane, and five companies on the left, under Colonel Kenly. The battery, Lieutenant Atwell commanding, opened fire upon the enemy, advancing from the hills on the right and left, well supported by the infantry, doing much damage. A detachment of the Fifth New York Cavalry was ordered to advance upon the road, which was attempted, but did not succeed. They held this position for an hour, when they were compelled to retreat across the river, which was done in good order, their camp and stores having been first destroyed.

On the opposite shore their lines were again formed, and the battery in position opened its fire upon the enemy while fording the river. They were again ordered to move left in front on the Winchester road, and had proceeded about 2 miles when they were overtaken by the enemy's cavalry, and a fearful fight unshed, which ended in the complete destruction of this command.

Colonel Kenly, in the front of his column, was wounded in this action. The train and one gun was captured. One gun was brought within 5 miles of Winchester, and abandoned by Lieutenant Atwell only when his horses were broken down.

The enemy's force is estimated at 8,000. The fighting was mostly done by the cavalry on the side of the rebels, with active support from the infantry and artillery. Our own force did not exceed 900 men. They held their ground manfully, yielding only to the irresistible power of overwhelming numbers.

Prisoners captured since the affair represent that our troops fought with great valor and that the losses of the enemy were large.

It is impossible at this time to give detailed accounts of our losses. Reports from the officers of the regiment represent that but 8 commissioned officers and 120 men have reported. Of these officers 5 were in the engagement, 2 absent on detached service, and 1 on furlough.

All the regimental officers were captured. Colonel Kenly, who was represented to have been killed, is now understood to be a prisoner. he is severely wounded.

Lieutenant Atwell reports that of 38 men attached to his battery but 12 have reported. The cavalry was more fortunate, and suffered comparatively little loss. Undoubtedly large numbers of the command will yet return, but it is impossible to speculate upon the number.

I have the honor to ask attention to the reports of the remaining officers of the First Maryland Regiment, who participated in the engagement, giving their account of the same, and that of Lieutenant Atwell, commanding the battery.

N. P. BANKS,

Major-General, Commanding, &c.

E. M. STANTON,

Secretary of War.