War of the Rebellion: Serial 057 Page 0300 KY., SW. VA., TENN., MISS., ALA., AND N. GA. Chapter XLIV.

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with the rifle, and now and then a shell with howitzers, I withdrew, in compliance with orders, thoroughly convinced of two facts, viz, first, that the enemy had no artillery at that place, and second, that the Federal force was at least 4 to the enemy's 1. In obedience to orders I was in rear. The Second Iowa Cavalry formed the rear guard.

After leaving the bridge some 5 miles, firing commenced in the rear, and increased for an hour, when I was called upon Captain George C. Graves, in command of the rear guard, for assistance, as the enemy's force was pressing him and threatening his flanks. One battalion of rifles, under Captain C. C. Horton, was immediately dismounted and placed behind a fence, and the saber companies brought in. The enemy, thinking the road clear, came up with great boldness. At this time two or three shells and three or four rounds from the rifles checked the movement, when my men retired in good order. From the demonstration of the enemy I deemed it necessary to dismount battalion of rifles, under Captain Paul A. Queal, and having eight companies dismounted and the saber companies mounted to guard the flanks, I felt that the rear of the column was quite safe.

It having been reported to me that the enemy were moving on my left flank, I found, on examination, that a column was moving, and saw three stand of colors displayed; but the command to which they belonged could not have been over a battalion each. By the assistance of one battalion of the Sixth Illinois Cavalry I was enabled to withdraw my command across a swamp difficult of passage, and after mounting my men fell back some 3 miles, when I found myself again attacked more furiously than before. At this place the saber companies (mounted), under command of Captain George C. Graves, did great havoc with their carbines. At one time 8 horses came into his lines with empty saddles. Here again I was compelled to dismount all my rifles, and it was with the greatest difficulty that I got my led horses and howitzers out of the timber in time to save them. My men on foot had become so completely exhausted that I felt sure at one time that one-half of them must be captured.

Lieutenant P. L. Reed, who commands the battery, saved one piece in a heroic manner. The two lead horses having been killed in a narrow lane, he was compelled to dismount men and bring off one piece for some distance. Having seen the enemy on both flanks, I sent to Captains Queal and Horton to fall back with their dismounted men as fast as possible, but they had traveled so far that they were nearly exhausted.

Although I had given notice that my command was hard pressed and that I was in great need of re-enforcements, I had been unable to get assistance. Notwithstanding the exhausted condition of the men, they were brought off in the most heroic manner by Capts. C. C. Horton and Paul A. Queal, who pressed in the rear and on both flanks, repulsed the enemy in the rear, and drove back their flanks until they had made good their escape.

On no occasion have I witnessed more determined coolness than on this. There are many officers and soldiers who deserve personal compliment for gallant conduct in the action, but the short space I am allowed here forbids that I should say more than that all, both officers and men, were never more gallant than on this occasion.

After the regiment had reached a point sa safety we were relieved by the Ninth Illinois Cavalry, who acted as rear guard for the balance of the day. At night camped near Okolona.