sharpshooters. Kept up a continuous firing all day, and just before night (the enemy having been re-enforced) began to fire at our skirmish line very heavily, and then began trying to set the houses near our lines on fire, which they succeeded in doing, and then made an attempt on our line. They were driven back in our immediate front, but succeeded in driving the troops on our right back, which compelled the troops of this brigade, or rather the Fifty-third North Carolina Regiment and the sharpshooters, to fall back (the Thirty-second North Carolina Regiment and the Forty-fifth North Carolina Regiment were deployed as skirmishers and ordered tot he front. They went up beautifully, and the men of the Fifty-third North Carolina Troops and the sharpshooters joined in, and they soon established their line again on the right of the road, but the troops on the left could not succeed in going quite as far as their original line. The troops fought remarkably well indeed, being under very heavy artillery fire, and we had none replying, and besides, the enemy had decidedly the advantage in position, but our men went up cheerfully and confidently. We were ordered to fall back that night about 1 o'clock, and moved off in the direction of Rockville. Marched all night that night and until about 3 the next day,when were rested a few hours and then moved on very slowly, only going a few miles during the night, reaching the Potomac at White's Crossing, in a few miles of Leesburg, and remaining there one day.

One the morning of the 16th we took up line of march and moved in direction of Snicker's Gap. Some time during the day the enemy attacked our wagon train and captured a few wagons. This brigade was soon ordered back, but the enemy had been driven back before we arrived. We then moved on and crossed the mountains that night. Next day we crossed the Shenandoah and moved in direction of Charlestown and went into camp for a few days. About 12 o'clock of the 19th we were ordered to move out in the direction of the ferry again. After marching a few miles we left the road and moved direct toward the river. The enemy having driven the pickets back and succeeded in crossing, we were soon formed in line of battle. This being the second brigade from the right, moved froward. We soon struck the enemy and had quite a severe fight, but we soon drove them back, although we were fighting a very superior force of infantry and at a great disadvantage, the enemy having several pieces of artillery playing on us no the other side of the river, and we had none at all in position. Our men fought desperately and were driving the enemy beautifully toward the river. Some of the troops of this brigade were within thirty steps of the enemy's colors when the troops on the right were ordered back and left our right so much exposed that we had to be swung back. In doing this the gallant Colonel W. A. Owens, of the Fifty-third North Carolina Regiment, then commanding brigade, was mortally wounded. Colonel Owens was as gallant an officer as his State has in the service. Our service lost much in the fall of this officer. He had just returned from home that day, having been wounded on the 12th of May.

I think I can safely say that if the troops on our right had held their position a half hour longer we would have captured a large number of prisoners. They were retreating as rapidly as they could, and from what was seen afterward they must have taken or drowned, as the river was quite deep in their rear. The brigade suffered very severely in this fight. The Forty-fifth North Carolina Regiment was