very hard march back to camp, reaching there late in the evening. On the evening of the 18th of October the brigade was ordered to move at sunset, and with the balance of the army left camp, crossing the turnpike and moving down the Shenandoah River toward Front Royal. It was unite a long and tiresome march, often climbing in one rank around the brow of mountain. t was also quite cold, and when the en halted to rest they suffered much, having forded the river an not able on account of the proximity of the enemy to have fires. At daylight we crossed the |Shenandoah River and moved rapidly to the right of the army, forming in line, and soon struck the enemy and drove them rapidly for some time, when we were halted and remained for some time under ave heavy artillery fire, losing many men from it, our right flank being exposed. The Thirty-second North Carolina Regiment was deployed as sharpshooters, and going to the left moved forward in line with the brigade. The Forty-fifth and Forty-third North Carolina Regiments were also detached to support other troops on the left. The brigade then moved forward under heavy fire, the Third-second as a line of sharpshooters following the enemy through Middletown. The enemy made a stand on a very high and temporarily fortified hill, and the Fifty-third North Carolina troops and Second North Carolina Battalion were ordered to charge them, which they did with a yell, driving them back for some distance, but being unsupported on either flank, soon had to retire, the enemy moving on both flanks. In falling back they lost heavily in good men.

In this charge both offices and men acted very handsomely, and fell back stubbornly, resisting the overwhelming numbers of the enemy. Lieutenant Murray, Company A, Fifth third North Carolina Troops, then acting adjutant of this regiment, acted with distinguished gallantry. These two regiments, with the balance of the brigade, were soon reformed and moved forward again, but the enemy had fallen back. The brigade followed. In this charge these two regiments lost many good and gallant men. The whole army soon halted, formed line, and then moved forward for about half a mile, halting for a short time; then moved forward again, the enemy still falling back, and after passing beyond Middletown for some distance the whole army was halted, and remained inactive for several hours. During this time the enemy had rallied his army and brought up fresh troops. At about 3.30 p. m. moved forward. Soon our sharpshooters became engaged, and then their line in for of this brigade moved forward in a charge. The brigadier-general commanding this brigade ordered a counter charge, which the men readily obeyed with a yell, and met the enemy bad drove them in great confusion from the field. Soon the troops on the left fell back a short distance, and we were ordered to fall back and form on the, which we did. The troops on the extreme left had given way in much confusion, and soon orders reached us to fall back; and after crossing the creek we found the enemy were between us and Strasburg on the turnpike. The brigade with much of the army, turned to the left, crossing the river twice below the town, and reaching the turnpike again at Fisher's Hill about 10 p. m. We were then ordered to move toward New Market, but soon camped near the pike a part of the night, leaving before day toward New Market, which we reached the same day. Remained there in camp reorganizing and drilling for some weeks. Then moved to the rear of New Market to new cam, remaining there for several weeks.

On 22nd of November the enemy's cavalry in heavy force moved up as high as Mount Jackson, driving in our cavalry. We moved down to