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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 was watching the right flank), and immediately the Forty-third North Carolina Regiment and the Forty-fifth North Carolina Regiment were deployed as skirmishers and ordered to the 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 we 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.

On 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 mountain 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 forward. 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 1om the other side of the river, and we had none at all in position. Our men fought desperately and were driving the enemy beautifully Loward 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 Col. W. A. Owens, of the Fiftythird 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 been 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

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not in this fight, it being on picket duty at another ford at the time the
fight was going on. The officers and men behaved as well as troops
could. Next day we remained in camp near the battle-field, and that
night moved off in direction of Millwood, and rested at that place for a
few hours, when we again moved off in direction of Newtown, and then
down toward Winchester to support Ramseur's division, which had
been engaged that day. Next day we fell back slowly to Fisher's Hill,
where we remained a few days, and then threw up a line of intrench-
ments. On the morning of the 24th we again moved down the Valley.
At Kernstown we formed a line of battle and threw out the sharp-
shooters. They soon moved forward, and, some other troops coming
up on the flank of the enemy, soon routed them, and we chased them
to Winchester, where they made another stand. This brigade, with
the balance of the division, was double-quicked around on the right
flank to try to cut off some cavalry. The enemy, seeing the movement,
soon began to retreat again in great confusion. We followed them as
rapidly as we could, but could scarcely keep in sight. They destroyed
a good many wagons, caissons, &c., and threw away everything that
could impede them. Although this was one of the rear brigades when
the retreat commenced, it was when it ended in front of everything
else except the cavalry, and a good part of the time up with that.
Next morning we moved on down toward Bunker Hill and toward
Martinsburg, where we tore up the Baltimore and Ohio Railroad.
then moved up and down the turnpike from Bunker Hill and the
Potomac.

We

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On the 5th of August we crossed the Potomac at Williamsport and marched towards Boonsborough, and went in camp. Next day recrossed the river and moved up the Valley. We then moved up and down the Valley for some days, one day running the enemy and the next falling back. On the 17th some of the troops had a fight at Winchester. This brigade was not engaged. On the 21st we moved in the direction of Charlestown. We struck the enemy near Charlestown. Our sharpshooters were sent to the front, and they had quite a severe fight and were being driven back when the Forty-third North Carolina Regiment was ordered out to their support, and they soon checked the enemy. This regiment and the sharpshooters suffered a good deal. That night the enemy fell back and we followed them through Charlestown and formed line of battle just beyond the town, and remained there until the 25th, when we were relieved by a brigade of Kershaw's division, and moved toward Shepherdstown. Had considerable skir mishing with the enemy's cavalry, but amounting to almost nothing, they falling back faster than we could follow. The next day we marched back and camped near Leetown, and next moved back to Bunker Hill, where we remained several days. Then we moved down the Valley and back again several times, when we were ordered to Berryville to support General Anderson.

Next day we moved back and attacked the enemy's cavalry near Stephenson's Station. We drove them back very rapidly and in great confusion, but the brigade lost several men. We then remained near Bunker Hill several days, moving first one way and then the other, having several skirmishes with the enemy's cavalry and driving them back on all these occasions.

On the morning of the 19th of September we received marching orders and we moved up to Stephenson's Station, formed line of battle, and waited further orders. After remaining there from a half to one hour received orders to move toward Winchester. This was the first

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brigade of the division. When we arrived in four miles of Winchester we found both Gordon's and Ramseur's divisions fighting. We faced to the front and moved forward. Just as we struck the woods we met our cavalry falling back and the brigade went in with a yell, and had only gone a short distance when we struck the enemy and commenced driving them back before us, we gaining ground to the right, and at one time moved to the right by the flank, trying to make connection with Ramseur's division. The brigade moved in fine order and without any hesitation for some distance through an open field beyond any other troops. If the balance of the troops had pushed forward like this brigade we would have driven the enemy from the field. Finally, we were ordered back and took position on a hill in line with the balance of the troops and held that position (although we were suffering very severely indeed) until late in the evening, when we were ordered back, as the troops on the left had given way. It fell back in good order beyond Winchester and that night moved toward Fisher's Hill. During this day's hard fighting the brigade acted as well as men could, particularly while holding the hill they had fallen back to. They were suffering very severely from artillery and musketry fife.

On the morning of the 20th of September the brigade, with the balance of the army, reached Fisher's Hill and formed a line of battle on the left of the army. Remained there until the morning of the 22d, when the enemy moved up in our front and soon threw out their sharpshooters and moved forward their line of battle. The sharpshooters of this brigade were warmly engaged for some time, and finally charged by heavy force of cavalry, but very handsomely repulsed them. The battle soon became general, but after a short time our cavalry gave way on the left, being flanked by a heavy force of infantry, and fell back in confusion. The Forty-fifth and Thirty-second North Carolina Regiments and Second North Carolina Battalion were moved rapidly to the left to their support, and for some time fought successfully the whole force of the enemy, and did not retire until nearly surrounded and being fired at in front, flank, and rear. The Forty-fifth North Carolina Troops acted very gallantly on this occasion. This part of the brigade suffered very heavily from this fire. At this time the whole army had given way and were falling back very rapidly. It retreated toward Mount Jackson and camped near this place, forming line of battle on the right of the army, right resting on the Shenandoah River. On the next morning the enemy made its appearance, and soon engaged our sharpshooters, which lasted until night. At night we fell back to Rude's Hill, and formed line of battle on right of the army. morning fell back in line, the enemy pursuing vigorously. This brigade, with our whole army, fell back in good order, under a very heavy artillery and often musketry fire for more than twelve miles. Both officers and men acted well. The brigade left the turnpike, taking the left toward Port Republic, reaching there the following day, and then moved up toward Brown's Gap, camping several days, and then moving out and up to Waynesborough. Camped here for several days, and then moved down toward New Hope, and after camping here for a few days moved down the Valley toward Harrisonburg. The enemy had fallen back, and the brigade went into camp at New Market for some days, and then moved down the Valley to Fisher's Hill and camped for several days.

In the

On the night of the 16th of October this brigade was mounted behind Rosser's cavalry and moved on the right flank and rear of the enemy, surprising and capturing a picket of thirty men. The men then had a

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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 quite a long and tiresome march, often climbing in one rank around the brow of mountains. It was also quite cold, and when the men halted to rest they suffered much, having forded the river and 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 a very 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 Thirty-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.

The

In this charge both officers and men acted very handsomely, and fell back stubbornly, resisting the overwhelming numbers of the enemy. Lieutenant Murray, Company A, Fifty-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 front of this brigade moved forward in a charge. brigadier-general commanding this brigade ordered a counter-charge, which the men readily obeyed with a yell, and met the enemy and 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 them, 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. 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 camp, remaining there for several weeks.

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

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Rude's Hill with the balance of the army, formed line of battle, and threw out our sharpshooters, which, with the line, drove the enemy back rapidly in the direction of Mount Jackson. Our sharpshooters followed them for several miles, but could not overtake them. We returned to camp, remaining there until the 14th of December, when we took up a line of march for Staunton, Va., which we reached on the evening of the 15th, and then took the train for Richmond, arriving there on the night of the 16th; then came to Dunlop's Station and went into winter quarters on Swift Creek, near the turnpike, where the brigade has since been stationed.

I am, major, very respectfully, your obedient servant,
D. G. COWAND,
Colonel, Commanding Brigade.

Maj. G. PEYTON,

Assistant Adjutant-General.

HEADQUARTERS GRIMES' BRIGADE,
October 30, 1864.

MAJOR: I have the honor to report the part taken by this brigade in the late engagement of 19th at Cedar Creek, Va.:

It, with the other brigades of the division, moved on the evening and night of the 18th to the right and below the town of Strasburg, Va., until it reached the road leading to Front Royal, and thence down this road until it had turned the left flank of the enemy on the opposite side of the river; there halted and waited until daylight, when it crossed the river, and with the other troops attacked and drove the enemy from their camps and beyond Middletown. When near this point three of the regiments were thrown out as skirmishers-Thirtysecond North Carolina troops on the right, Forty-fifth and Forty-third on the left and to the front. The enemy had made a stand on a high and strongly-protected hill. The brigade was ordered to charge and drive the enemy from this position. In this charge the Fifty-third and Second North Carolina Battalion, with a few men from Forty-fifth and Forty-third, drove the enemy up and nearly off the hill, but having no support on their right (other troops failing to come up in time) they were temporarily checked and had to fall back. The brigadier soon reformed them and they moved forward again, but found the enemy had evacuated the position. After this the brigade moved forward, under a slight shelling from the enemy, and formed a new line. Here the army rested for several hours, when the enemy formed and charged this part of the line. This brigade was ordered to make a countercharge and meet the enemy, which it did very handsomely, with a yell and two volleys. The enemy broke and ran back, leaving one color and many men lying in our front. We remained here for some time, when we were ordered back to a line in rear. This was soon formed, and here remained until the left of the army gave way, when we were ordered to fall back, which we did, and retired with the army to Fisher's Hill.

The brigade lost 11 killed and 108 wounded and a few prisoners. All the missing, with a few exceptions, have returned.

I am, major, very respectfully, your obedient servant,

Maj. G. PEYTON,

Assistant Adjutant-General.

D. G. COWAND, Colonel, Commanding Brigade,

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