Numbers 164. Report of Lieutenant Colonel Reuben C. Benton, Eleventh Vermont (First Heavy artillery), of operations May 17-June 10.

MONTPELIER, October 19, 1864.

GENERAL: I have the honor to submit the following report of the operations of the Eleventh Regiment [First Heavy Artillery] while under my command, from the 17th May to the 21st June, 1864:

The command of the regiment devolved on me during the engagement in front of Spotsylvania Court-House, on the 17th of May, by the unfortunate wound of colonel Warner. On that day the regiment did not suffer severely in numbers (only 13, none of whom were killed), being in supporting instead of attacking lines. It was very unfortunate, however, in being deprived of its commander in the outset of its field service, and during a series of operations which were the severest trial it ever experienced. Lieutenant Glazier, from Windham County, a very deserving young officer, lost an arm in the action. In this its first trial the regiment earned great credit for its steadiness under a severe artillery fire, which though not destructive is usually very demoralizing to veterans as well as new troops. At the close of that engagement the regiment was returned to the extreme left of the line, and took part in the operations which resulted in the flank movement to the North Anna, past Spotsylvania, by way of Guiney's Station. This movement was commenced on the evening of the 20th, the Sixth Corps being held as a rear guard. On that evening, 200 from the regiment were detailed for picket, under Captain Walker, and on the next day 50 additional, under Captain Rice, major Hunsdon being field officer for the brigade. About an hour before sunset that picket-line was furiously attacked by two full brigades of the enemy. The situation was such that the enemy could approach within a very short distance, under cover of the woods. Notwithstanding this disadvantage, that part of the line held by Captain Walker sustained three successive charges, repulsing the enemy every time. In one of them the colors of a regiment of the enemy were advanced to and planted on the breast-work. They were driven back by men who had never seen a line of the enemy before that day. In this affair Captain Walker and Lieutenant Baxter were reported to me as deserving special credit. I was well pleased with the conduct of this whole detachment. About 10 o'clock, on the same evening, the Sixth Corps commenced its march, the men already mentioned as on picket bringing up the rear. The march was continued with scarce any cessation till dark Sunday evening.

On Monday morning, at daybreak, the march was resumed and continued until about 4 p. m., when the sound of the engagement at the crossing of the North Anna by the Fifth Corps caused a forced march until 9 o'clock, making forty hours' marching out of forty-seven. You are very well aware that continuous marching is not continuous progress, but that the halts and delays consequent on stoppage of trains is more vexatious and quite as fatiguing as constant progress on open road. The picket detail I have mentioned had, in addition to this, a night and a day's duty, with a fight thrown in, making them sixty-seven hours' duty out of seventy-four. I have not at hand the details of the losses, but they have already been reported through brigade headquarters. On Thursday night commenced the flank movement to cross the Pamunkey. There had been some rain, and the roads gave the regiment a fair