1. George H. Thomas US
2. Don Carlos Buell US
3. George B. Crittenden CS

<ar7_79>
HDQRS. FIRST DIVISION DEPARTMENT OF THE OHIO,
Somerset, Ky., January 31, 1862.
CAPTAIN: I have the honor to report that in carrying out the instructions of the general commanding the department, contained in his communication of the 29th of December, I reached Logan's Cross-Roads, about 10 miles north of the intrenched camp of the enemy on the Cumberland River, on the 17th instant, with a portion of the Second and Third Brigades, Kenny's battery of artillery, and a battalion of Wol-ford's cavalry. The Fourth and Tenth Kentucky, Fourteenth Ohio, and the Eighteenth U.S. Infantry being still in rear, detained by the almost impassable condition of the roads, I determined to halt at this point, to await their arrival and to communicate with General Schoepf.
The Tenth Indiana, Wolford's cavalry, and Kenny's battery took position on the road leading to the enemy's camp. The Ninth Ohio and Second Minnesota (part of Colonel McCook's brigade) encamped three-fourths of a mile to the right, on the Robertsport road. Strong pickets were thrown out in the direction of the enemy beyond where the Somerset and Mill Springs road comes into the main road from my camp to Mill Springs, and a picket of cavalry some distance in advance of the infantry.
General Schoepf visited me on the day of my arrival, and, after consultation, I directed him to send to my camp Standart's battery, the Twelfth Kentucky, and the First and Second Tennessee Regiments, to remain until the arrival of the regiments in rear.
Having received information on the evening of the 17th that a large train of wagons with its escort were encamped on the Robertsport and Danville road, about 6 miles from Colonel Steedman's camp, I sent an order to him to send his wagons forward under a strong guard, and to march with his regiment (the Fourteenth Ohio) and the Tenth Kentucky (Colonel Harlan), with one day's rations in their haversacks, to the point where the enemy were said to be encamped, and either capture or disperse them.
Nothing of importance occurred from the time of our arrival until the morning of the 19th, except a picket skirmish on the night of the 17th. The Fourth Kentucky, the battalion of Michigan Engineers, and Wetmore's battery joined on the 18th.
About 6.30 o'clock on the morning of the 19th the pickets from Walford's cavalry encountered the enemy advancing on our camp, retired slowly, and reported their advance to Col. M.D. Manson, commanding the Second Brigade. He immediately formed his regiment (the Tenth Indiana) and took a position on the road to await the attack, ordering the Fourth Kentucky (Col. S.S. Fry) to support him, and then informed me in person that the enemy were advancing in force and what disposition he had made to resist them. I directed him to join his brigade immediately and hold the enemy in check until I could order up the other troops, which were ordered to form immediately and were marching to the field in ten minutes afterwards. The battalion of Michigan Engineers and Company A, Thirty-eighth Ohio (Captain Greenwood), were ordered to remain as guard to the camp.
Upon my arrival on the field soon afterwards I found the Tenth Indiana formed in front of their encampment, apparently awaiting orders, and ordered them forward to the support of the Fourth Kentucky, which <ar7_80> was the only entire regiment then engaged. I then rode forward myself to see the enemy's position, so that I could determine what disposition to make of my troops as they arrived. On reaching the position held by the Fourth Kentucky, Tenth Indiana, and Wolford's cavalry, at a point where the roads fork leading to Somerset, I found the enemy advancing through a corn field and evidently endeavoring to gain the left of the Fourth Kentucky Regiment, which was maintaining its position in a most determined manner. I directed one of my aides to ride back and order up a section of artillery and the Tennessee brigade to advance on the enemy's right, and sent orders for Colonel McCook to advance with his two regiments (the Ninth Ohio and Second Minnesota) to the support of the Fourth Kentucky and Tenth Indiana.
A section of Captain Kenny's battery took a position on the edge of the field to the left of the Fourth Kentucky and opened an efficient fire on a regiment of Alabamians, which were advancing on the Fourth Kentucky. Soon afterwards the Second Minnesota (Col. H. P. Van Cleve) arrived, the colonel reporting to me for instructions. I directed him to take the position of the Fourth Kentucky and Tenth Indiana, which regiments were nearly out of ammunition. The Ninth Ohio, under the immediate command of Major Kammerling, came into position on the right of the road at the same time.
Immediately after these regiments had gained their position the enemy opened a most determined and galling fire, which was returned by our troops in the same spirit, and for nearly half an hour the contest was maintained on both sides in the most obstinate manner. At this time the Twelfth Kentucky (Col. W. A. Hoskins) and the Tennessee brigade reached the field to the left of the Minnesota regiment, and opened fire on the right flank of the enemy, who then began to fall back. The Second Minnesota kept up a most galling fire in front, and the Ninth Ohio charged the enemy on the right with bayonets fixed, turned their flank, and drove them from the field, the whole line giving way and retreating in the utmost disorder and confusion.
As soon as the regiments could be formed and refill their cartridge-boxes I ordered the whole force to advance. A few miles in rear of the battle-field a small force of cavalry was drawn up near the road, but a few shots from our artillery (a section of Standart's battery) dispersed them, and none of the enemy were seen again until we arrived in front of their intrenchments. As we approached their intrenchments the division was deployed in line of battle and steadily advanced to the summit of the hill at Moulden's. From this point I directed their intrenchments to be cannonaded, which was done until dark by Standart's and Wetmore's batteries. Kenny's battery was placed in position on the extreme left at Russell's house, from which point he was directed to fire on their ferry, to deter them from attempting to cross. On the following morning Captain Wetmore's battery was ordered to Russell's house, and assisted with his Parrott guns in firing upon the ferry. Colonel Manson's brigade took position on the left near Kenny's battery, and every preparation was made to assault their intrenchments on the following morning. The Fourteenth Ohio (Colonel Steedman) and the Tenth Kentucky (Colonel Harlan) having joined from detached service soon after the repulse of the enemy, continued with their brigade in the pursuit, although they could not get up in time to join in the fight. These two regiments were placed in front in my advance on the intrenchments the next morning and entered first. General Schoepf also joined me the evening of the 19th with the Seventeenth, Thirty-first,  <ar7_81> and Thirty-eighth Ohio. His entire brigade entered with the other troops.
On reaching the intrenchments we found the enemy had abandoned everything and retired during the night. Twelve pieces of artillery, with their caissons packed with ammunition; one battery wagon and two forges; a large amount of ammunition; a large number of small-arms, mostly the old flint-lock muskets; 150 or 160 wagons, and upwards of 1,000 horses and mules; a large amount of commissary stores, intrenching tools, and camp and garrison equipage, fell into our hands. A correct list of all the captured property will be forwarded as soon as it can be made up and the property secured.
The steam and ferry boats having been burned by the enemy in their retreat, it was found impossible to cross the river and pursue them; besides, their command was completely demoralized, and retreated with great haste and in all directions, making their capture in any numbers quite doubtful if pursued [boldface mine]. There is no doubt but what the moral effect produced by their complete dispersion will have a more decided effect in re-establishing Union sentiments than though they had been captured.
It affords me much pleasure to be able to testify to the uniform steadiness and good conduct of both officers and men during the battle, and I respectfully refer to the accompanying reports of the different commanders for the names of those officers and men whose good conduct was particularly noticed by them.
I regret to have to report that Col. R. L. McCook, commanding the Third Brigade, and his aide, Lieut. A. S. Burt, Eighteenth U.S. Infantry, were both severely wounded in the first advance of the Ninth Ohio Regiment,, but continued on duty until the return of the brigade to camp at Logan's Cross-Roads.
Col. S.S. Fry, Fourth Kentucky, was slightly wounded whilst his regiment was gallantly resisting the advance of the enemy, during which time General Zollicoffer fell from a shot from his (Colonel Fry's) pistol, which no doubt contributed materially to the discomfiture of the enemy.
Capt. G. E. Flynt, assistant adjutant-general; Capt. Alvan C. Gillem, division quartermaster; Lieut. Joseph C. Breckinridge, aide-de-camp; Lieut. S. E. Jones, acting assistant quartermaster; Mr. J. W. Scully quartermaster's clerk; Privates Samuel Letcher, Twenty-first. Regiment Kentucky Volunteers; Stitch, Fourth Regiment Kentucky Volunteers, rendered me valuable assistance in carrying orders and conducting the troops to their different positions.
Capt. George S. Roper deserves great credit for his perseverance and energy in forwarding commissary stores as far as the hill where our forces bivouacked.
In addition to the duties of guarding the camp, Lieut. Col. K. A. Hunton, commanding the Michigan Engineers, and Captain Greenwood, Company A, Thirty-eighth Regiment Ohio Volunteers, with their commands, performed very efficient service in collecting and burying the dead on both aides and in moving the wounded to the hospitals near the battle-field.
A number of flags were taken on the field of battle and in the intrenchments. They will be forwarded to headquarters as soon as collected together.
The enemy's loss, as far as known, is as follows: Brigadier-General Zollicoffer, Lieutenant Bailie Peyton, and 190 officers, non-commissioned officers, and privates, killed; Lieut. Col. M. B. Carter, Twentieth Tennessee; Lieut. J. W. Allen, Fifteenth Mississippi; Lieut. Allen Morse,«6 R R--VOL VII»  <ar7_82> Sixteenth Alabama, and 5 officers of the medical staff and 81 non-commissioned officers and privates, taken prisoners; Lieut. J. E. Patterson, Twentieth Tennessee, and A. J. Knapp, Fifteenth Mississippi, and 66 non-commissioned officers and privates, wounded; making 192 killed, 89 prisoners not wounded and 68 wounded; a total of killed, wounded, and prisoners of 349.
Our loss was as follows:

O Officers. M Men.
                                     --Killed-- -Wounded-

Command	O	M	O	M
10th.Indiana	....	10	3	72
1st.Kentucky.(Cavalry)	1	2	....	19
4th.Kentucky	....	8	4	48
2d.Minnesota	....	12	2	31
9th.Ohio	....	6	4	24
Total	1	38	13	194

A complete list of the names of our killed and wounded and of the prisoners is herewith attached.(*)
I am, sir, very respectfully, your obedient servant,
 GEO. H. THOMAS,  Brigadier-General, U.S. Volunteers, Commanding.
 Capt. J. B. FRY, A. A. G., Chief of Staff, Hdqrs. Dept. Ohio, Louisville, Ky.
[Inclosure.]
CIRCULAR.
HEADQUARTERS BEECH GROVE, KY.,
January 18, 1862.
The following will be the order of march:
General Zollicoffer: Fifteenth Mississippi in advance, Lieutenant-Colonel Walthall; battery of four guns, Captain Rutledge; Nineteenth Tennessee, Colonel Cummings; Twentieth Tennessee, Colonel Battle; Twenty-fifth Tennessee, Colonel Stanton.
General Carroll: Seventeenth Tennessee, Colonel Newman; Twenty-eighth Tennessee, Colonel Murray; Twenty-ninth Tennessee, Colonel Powell; two guns in rear of infantry, Captain McClung.
Sixteenth Alabama, Colonel Wood, in reserve cavalry battalions in rear, Colonel Branner on the right, Colonel McClellan on the left; independent companies in front of the advance regiment; ambulances and ammunition wagons in rear of the whole and in the order of their regiments.
By order of General Crittenden:
 A. S. CUNNINGHAM, Assistant Adjutant-General.
-----
HDQRS. FIRST DIVISION, DEPARTMENT OF THE OHIO, Somerset, Ky., February 3, 1862.
 Brig. Gen. D.C. BUELL,
Commanding Department of the Ohio, Louisville, Ky.:
GENERAL: I have the honor to forward to you by Captain Davidson, Tenth Kentucky Volunteers, six rebel flags: one captured on the battle <ar7_83> field by the Second Minnesota Regiment, the others taken in the intrenchments by officers and men of the different regiments. Colonel Kise reports that his regiment captured three stands of colors, but none have been sent to these headquarters. I have ordered him to turn them in, and will forward them as soon as received. In the box with the colors is the regimental order-book of the Fifteenth Mississippi Rifles and a book of copies of all General Zollicoffer's orders from the organization of his brigade until a few days before the battle.
I am, general, very respectfully, your obedient servant,
 GEO. H. THOMAS, Brigadier-General, U.S. Volunteers, Commanding.
-----
GENERAL ORDERS No. --.
 CAMP OPPOSITE MILL SPRINGS, January 20, 1862.
1. The general commanding congratulates the troops on the splendid victory achieved over the enemy yesterday. We have met more than double our numbers, fresh from their intrenchments, repulsed them completely, and after a pursuit of 10 miles forced them to abandon their intrenchments with precipitation, leaving all their supplies, camp equipage, and private baggage. It is believed that the route was so complete that the whole force dispersed. When officers and me, have behaved with such steadiness and bravery, the general cannot with impartiality particularize the acts of any individuals; all were equally conspicuous.
2. Col. M.D. Manson, commanding the Second Brigade, will take command, and see that all the public property is properly invoiced and forwarded to Somerset without delay. He will also throw a strong force across the river and secure the public property abandoned by the enemy on the other side, after which he will select the most eligible position for his camp and remain until further orders.
3. Col. R. L. McCook, commanding the Third Brigade, will proceed with his command to Somerset, where he will go into camp until further orders.
4. Commanders of brigades, regiments, and detached corps will report the number of killed, wounded, and missing without delay.
By order of Brig. Gen. G. H. Thomas:
 GEO. E. FLYNT,  Assistant Adjutant-General.

[ar7_76 con't]

I commend the general in command for the fidelity and ability with which he executed my instructions.

I would call attention to the following brigade and regimental commanders who were actively engaged in the battle: Col. R. L. McCook, Ninth Ohio, commanded the Third Brigade. He was distinguished for efficiency and gallantry on the field, and, though severely wounded early in the action, continued in his command until the engagement closed.

Col. M.D. Manson, Tenth Indiana, commanded the Second Brigade, and behaved gallantly on the field.

Col. S.S. Fry commanded the Fourth Regiment Kentucky Volunteers, was wounded, and was distinguished for gallantry and efficiency on the field.

Colonel Van Cleve commanded the Second Regiment Minnesota Volunteers, and was distinguished for gallantry and efficiency on the field.

Lieutenant-Colonel Kise commanded the Tenth Regiment Indiana Volunteers, and was distinguished for gallantry and efficiency on the field.

Major Kammerling commanded the Ninth Regiment Ohio Volunteers, and was distinguished for gallantry and efficiency on the field. For the part taken in the action by the different regiments and batteries and the subordinate officers I would refer to the report of General Thomas and the officers in command under him. No other reports in relation to the battle have been received. A box of captured flags will be forwarded by express.

I am, very respectfully, your obedient servant,

D. C. BUELL, Brigadier-General, Commanding.
 

LORENZO THOMAS, Adjutant-General, Washington, D. C.
<ar7_78>
HEADQUARTERS DEPARTMENT OF THE OHIO, Louisville, Ky., December 29, 1861.
General GEORGE H. THOMAS, Commanding First Division:
GENERAL: I send you a sketch(*) of the country about Somerset, which gives more information in regard to roads than your map. We conversed about the advance upon Zollicoffer through Columbia, and if you remember my idea it is hardly necessary to add anything on this subject. It is for you to move upon his left and endeavor to cut him off from his bridge, while Schoepf, with whom, of course, you must communicate, attacks him in front. The map will indicate the proper moves for that object. The result ought to be at least a severe blow to him or a hasty flight across the river. But to effect the former the movement should be made rapidly and secretly and the blow should be vigorous and decided. There should be no delay after you arrive. It would be better not to have been undertaken if it should result in confining an additional force merely to watching the enemy. The details of the operations must be left to your judgment from the information you gather and your observations on the ground. Take such portion of the cavalry from Columbia as you think necessary. Draw all the supplies you can from the country, and move as light as possible.

Having accomplished the object, be ready to move promptly in any direction, but wait until you hear from me, unless circumstances should require you to act without delay, as I may want you to proceed from there to the other matter about which we have conversed.

Report frequently.

Very respectfully, your obedient servant,
D.C. BUELL, Brigadier-General, Commanding.

The defeat of the enemy was thorough and complete: and his loss in killed and wounded was great.. Night alone, under cover of which his troops crossed the river from their intrenched camp and dispersed, prevented the capture of his entire force. Fourteen or more pieces of artillery, some 1,500 horses and mules, his entire camp equipage, together with wagons, arms, ammunition, and other stores to a large amount, fell into our hands.

The general has been charged by the General-in-Chief to convey his thanks to General Thomas and his troops for their brilliant victory. No task could be more grateful to him, seconded as it is by his own cordial approbation of their conduct.

By command of Brigadier-General Buell:
JAMES B. FRY, Assistant Adjutant-General, Chief of Staff.

<ar7_103>
HEADQUARTERS, Beech Grove, Ky., January 18, 1862.
SIR: I am threatened by a superior force of the enemy in front, and finding it impossible to cross the river, I will have to make the fight on the ground I now occupy.

If you can do so, I would ask that a diversion be made in my favor.

I am, sir, very respectfully, your obedient servant,
G. B. CRITTENDEN, Major-General, Commanding.
To the ASSISTANT ADJUTANT-GENERAL, Headquarters Department of the West.

Finding it was impossible to remain where I was, I crossed my command to the south side of the river by a steamboat on the night of the 19th.

I am now on my march to Celina or some other point on the Cumberland River where I can communicate with Nashville. The country is entirely destitute of provisions.

I am, sir, very respectfully, your obedient servant,
G. B. CRITTENDEN, Major-General.
To the ASSISTANT ADJUTANT-GENERAL, Headquarters Department of the West, Bowling Green, Ky.

I await your orders at this point.

I am, sir, very respectfully, your obedient servant,
G. B. CRITTENDEN, Major-General.
To the ASSISTANT ADJUTANT-GENERAL, Headquarters, Bowling Green, Ky.

The enemy sought evidently to combine their forces stationed at Somerset and Columbia, and, when such junction was made, to invest my intrenchments. I deemed it proper, therefore, to make an attack before the junction could be effected, feeling confident, from the reports of the cavalry pickets, made at a late hour, that the waters of Fishing Creek were so high as to prevent them from uniting. My information in that respect was correct.

A heavy rain occurred during the progress of the engagement, and in consequence a great many of the flint-lock muskets in the hands of my men became almost unserviceable.

I am pained to make report of the death of Brig. Gen. F. K. Zollicoffer, who fell while gallantly leading his brigade against the foe. In his fall the country has sustained a great loss. In counsel he has always shown wisdom, and in battle braved dangers, while coolly directing the movements of his troops.

I will as soon as possible reorganize my command. Supplies, camp and garrison equipage, &c., are coming to me daily from Nashville by steamboat.

In a few days I will make a report more in detail.

I am, sir, very respectfully, your obedient servant,
G. B. CRITTENDEN, Major-General.

To the ADJUTANT AND INSPECTOR GENERAL, Richmond, Va.
<ar7_105>DIVISION HEADQUARTERS, Camp Fogg, Tenn., February 13, 1862.SIR: I have the honor to submit the following report of the engagement of January 19, near Fishing Creek, Pulaski County, Kentucky:

On January 17 I was occupying Mill Springs, on the south side of the Cumberland River, with the Seventeenth, Twenty-eighth, and Thirty-seventh Tennessee Regiments, the First Battalion Tennessee Cavalry, two companies of the Third Battalion Tennessee Cavalry, and four pieces of artillery. I was also at the same time occupying Beech Grove, on the north bank of the river, and directly opposite Mill Springs, with the Fifteenth Mississippi, Sixteenth Alabama, Nineteenth, Twentieth, Twenty-fifth, and Twenty-ninth Tennessee Regiments, two battalions of Tennessee cavalry, two independent cavalry companies, and twelve pieces of artillery.

For some time the enemy in front of Beech Grove had occupied Somerset, 18 miles distant, with eight regiments of infantry and with artillery; and Columbia, 35 miles distant, with five regiments of infantry. On January 17 I was informed that the force from Columbia, with a large addition, making a total of from 6,000 to 10,000 men, with guns of a large caliber, under General Thomas, commanding the First Division of the Federal Army in Kentucky, was moving across my front, on the road from Columbia towards Somerset, with the intention of forming a junction with the Somerset force and attacking Beech Grove.

On the 18th, at daylight, I moved the Seventeenth and Twenty-eighth Tennessee Regiments across the river from Mill Springs to Beech Grove. On the 18th I was informed that the force under General Thomas was encamped at Webb's [Logan's] Cross-Roads, a point 10 miles from Beech Grove and 8 miles from Somerset, at which the roads from Columbia to Somerset and Beech Grove to Somerset unite, and that it would there await both a re-enforcement (that I was advised was advancing from the rear) and the passage of Fishing Creek by the Somerset force. It was necessary that the Somerset force should cross Fishing Creek before it could join the force under General Thomas or approach Beech Grove, and for these purposes it had advanced from Somerset. I was advised that late and continuous rains would prevent the passage of Fishing Creek on the 18th and 19th by any infantry force.

In the then condition of my command I could array for battle about 4,000 effective men. Absolute want of the necessary provisions to feed my command was pressing. The country around was barren or exhausted. Communication with Nashville by water was cut off by a force of the enemy occupying the river below. The line of communication in the rear was too long to admit of winter transportation and extended through a barren or exhausted country.

To defend Beech Grove required me to draw into it the force from Mill Springs. From the course of the river and the condition of things it was easy for a detachment from the force of the enemy occupying it below to cross over, intercept the line of land communication, and, taking Mill Springs, entirely prevent my recrossing the Cumberland. This river (greatly swollen), with high, muddy banks, was a troublesome barrier in the rear of Beech Grove. Transportation over it was, at best, very difficult. A small stern-wheel steamboat, unsuited for the transportation of horses, with two flat-boats, were the only means of crossing.

Beech Grove was protected in front by earthworks; but these incomplete and insufficient, and necessarily of such extent that I had not force to defend them. The range of our artillery was bad, and there were commanding positions for the batteries of the enemy. Every effort had <ar7_106> been made to provision the command, to increase the means of crossing the river, and to perfect the works for defense, under the charge of a skillful engineer officer, Captain Sheliha.

When I first heard that the enemy was approaching in front it was my opinion that I could not retire with my command--artillery, transportation, camp and garrison equipage, baggage, and cavalry horses--from Beech Grove to Mill Springs without information of such a movement reaching the enemy, and a consequent attack during the movement and heavy loss. I was out of reach of support or re-enforcement. Under these circumstances I determined not to retreat without a battle. I decided that it was best to attack the enemy, if possible before the coming re-enforcements from his rear should arrive and before the Somerset force could cross Fishing Creek. I could reasonably expect much from a bold attack and from the spirit of my command.

On the evening of the 18th I called in council Brigadier-Generals Zollicoffer and Carroll and the commanding officers of regiments and of cavalry and artillery; and there it was determined, without dissent, to march out and attack the enemy under General Thomas on the next morning. Accordingly Generals Zollicoffer and Carroll were ordered to move their brigades at midnight in the following order:

1st. The brigade of General Zollicoffer, in the following order: In front, the independent cavalry companies of Captains Saunders and Bledsoe; then the Fifteenth Mississippi Regiment, commanded by Lieutenant-Colonel Walthall; then the Nineteenth Tennessee, commanded by Col. D. H. Cummings; then the Twentieth Tennessee, commanded by Colonel Battle; then the Twenty-fifth Tennessee, commanded by Col. S.S. Stanton; then four guns of Rutledge's battery, commanded by Captain Rutledge.

2d. The brigade of General Carroll in this order: In front, the Seventeenth Tennessee, commanded by Lieutenant-Colonel Miller; then the Twenty-eighth Tennessee, commanded by Colonel Murray; then the Twenty-ninth Tennessee, commanded by Colonel Powell; then two guns of - battery, commanded by Captain McClung.

In rear were the Sixteenth Alabama, as a reserve, commanded by Col. W. B. Wood, and the cavalry battalions of Lieutenant-Colonel Branner and Lieutenant-Colonel McClellan.

Soon after daylight on the morning of January 19 the cavalry advance came in contact with the pickets of the enemy, after a march of near 9 miles, over a deep and muddy road. With a few shots the enemy's pickets were driven in, retiring about a quarter of a mile to a house on the left of the road. From this house and woods in the rear of it quite a brisk firing was opened upon the head of the column. Skirmishers having been thrown forward, General Zollicoffer's brigade was formed in line of battle and ordered to advance upon the enemy, whom I supposed would come out from their camp, which we were now approaching, to take position. The road here extended straight in front for near a mile towards the north.

A company of skirmishers from the Mississippi regiment, advancing on the left of the road, after sharp firing, drove a body of the enemy from the house and the woods next to it, and then, under orders, crossing the road, fell in with their regiment. Following this company of skirmishers on the left of the road to the point where it crossed to the right, the regiment of Colonel Cummings (Nineteenth Tennessee) kept straight on, and, crossing a field about 250 yards wide at a double-quick, charged into the woods where the enemy was sheltered, driving back the Tenth Indiana Regiment until it was re-enforced. <ar7_107>

At this time General Zollicoffer rode up to the Nineteenth Tennessee and ordered Colonel Cummings to cease firing, under the impression that the fire was upon another regiment of his own brigade. Then the general advanced, as if to give an order to the lines of the enemy, within bayonet reach, and was killed just as he discovered his fatal mistake. Thereupon a conflict ensued, when the Nineteenth Tennessee broke its line and gave back. Rather in the rear and near to this regiment was the Twenty-fifth Tennessee, commanded by Colonel Stanton, which engaged the enemy, when the colonel was wounded at the head of his men; but this regiment, impressed with the same idea which had proved fatal to General Zollicoffer--that it was engaged with friends---soon broke its line and fell into some disorder.

At this time--the fall of General Zollicoffer having been announced to me--I went forward in the road to the regiments of Colonels Cummings and Stanton, and announced to Colonel Cummings the death of General Zollicoffer, and that the command of the brigade devolved upon him.

There was a cessation of firing for a few moments, and I ascertained that the regiment of Colonel Battle was on the right and the Mississippi regiment in the center, neither as yet having been actively engaged, and the enemy in front of the entire line. I had ordered General Carroll to bring up his brigade, and it was now, in supporting distance, displayed in line of battle.

I now repeated my orders for a general advance, and soon the battle raged from right to left. When I sent my aide to order the Fifteenth Mississippi to charge, I sent by him an order to General Carroll to advance a regiment to sustain it. He ordered up for that purpose Colonel Murray's (Twenty-eighth Tennessee) regiment, which engaged the enemy on the left of the Mississippi regiment and on the right of Stanton's (Tennessee) regiment. I ordered Captain Rutledge, with two of his guns, forward in the road to an advanced and hazardous position, ordering Colonel Stanton to support him, where I hoped he might bring them to play effectively upon the enemy; but the position did not permit this, and he soon retired, under my order. At this point the horse of Captain Rutledge was killed under him.

Very soon the enemy began to gain ground on our left and to use their superior force for flanking in that quarter. I was in person at the right of the line of Stanton's regiment, the battle raging, and did not observe this so soon as it was observed by General Carroll, who moved the regiment of Colonel Cummings, then commanded by Lieutenant-Colonel Walker, to the left, to meet this movement of the enemy, and formed the Seventeenth Tennessee, commanded by Lieutenant-Colonel Miller, to support the regiments on the left. The regiments of Murray, Stanton, and Cummings were driven back by the enemy, and, while reforming in the rear of the Seventeenth Tennessee, that well-disciplined regiment met and held in check for some time the entire right wing of the Northern army. These regiments on my left and on the left of the road retired across the field a distance of about 250 yards, and there for a time repulsed the advancing enemy. Especially the regiment of Colonel Stanton, partially rallied by its gallant field officers, formed behind a fence, and, pouring volleys into the ranks of the enemy coming across the field, repulsed and drove them back for a time with heavy loss.

For an hour now the Fifteenth Mississippi, under Lieutenant-Colonel Walthall, and the Twentieth Tennessee, under Col. Joel A. Battle, of my center and right, had been struggling with the superior force of the enemy.

I cannot omit to mention the heroic valor of these two regiments, officers <ar7_108> and men. When the left retired they were flanked and compelled to leave their position. In their rear, on the right of the road, was the regiment of Colonel Powell (Twenty-ninth Tennessee), which had been formed in the rear and ordered forward by me some time before. General Carroll ordered this regiment to face the flanking force of the enemy, which was crossing the road from the left side, which it did, checking it with a raking fire at 30 paces. In this conflict Colonel Powell, commanding, was badly wounded.

The Sixteenth Alabama, which was the reserve corps of my division, commanded by Colonel Wood, did at this critical juncture most eminent service. Having rushed behind the right and center, it came to a close engagement with the pursuing enemy, to protect the flanks and rear of the Fifteenth Mississippi and Twentieth Tennessee, when they were the last, after long fighting, to leave the front line of the battle, and, well led by its commanding officer. In conjunction with portions of other regiments, it effectually prevented pursuit and protected my return to camp.

Owing to the formation and character of the field of battle I was unable to use my artillery and cavalry to advantage in the action. During much of the time the engagement lasted rain was falling. Many of the men were armed with flint-lock muskets and they became soon unserviceable.

On the field and during the retreat to camp some of the regiments became confused and broken and great disorder prevailed. This was owing, in some measure, to a want of proper drill and discipline, of which the army had been much deprived by reason of the nature of its constant service and of the country in which it had encamped.

During the engagement, or just prior to it, the force under General Thomas was increased by the arrival, on a forced march, of a brigade from his rear, which I had hoped would not arrive until the engagement was over. This made the three of the enemy about 12,000 men. My effective force was four thousand. The engagement lasted three hours. My loss was 125 killed, 309 wounded, and 99 missing, as follows:
Killed. Wounded. Missing.

15th Mississippi Regiment 44 153 29

20th Tennessee (Battle) 33 59 18

19th Tennessee (Cummings). 10 22 2

25th Tennessee (Stanton) 10 28 17

17th Tennessee (Newman) 11 25 2

28th Tennessee (Murray) 3 4 5

29th Tennessee (Powell) 5 12 10

16th Alabama 9 5 12

Captain Saunders' cavalry. .... 1 ....
The loss of the enemy, from the best information I have and statements made by themselves, may be estimated at 700 killed and wounded. It was larger than lnine from the fact that my regiments on the left, after first being driven back, fired from the cover of woods and fences upon the large numbers advancing upon them through the open field, inflicting heavy loss and sustaining but little.

My command retired to Beech Grove without any annoyance in the rear by infantry or cavalry. On the return, one piece of artillery, of Captain Rutledge's battery, mired down and was left.

To myself, to the army, and to the country the fall of General Zollicoffer was a severe loss. I found him wise in council, heroic in action. He fell in the front, close to the enemy, and they bore off his body. Of <ar7_109> his staff, Lieutenants Fogg and Shields were mortally wounded and have since died. They displayed conspicuous courage. Lieutenant Bailie Peyton, jr., commanding Company A (of Battle's regiment), was killed in the heat of the action. Adjt. Joel A. Battle, jr., was badly wounded while in front with the colors of his regiment, which he seized when the bearer was shot down. Lieutenant-Colonel Carter, a distinguished officer of this same regiment, was taken prisoner. Colonel Battle commanded with marked ability and courage. Colonel Statham, of the Fifteenth Mississippi Regiment, was absent at the time of the battle on furlough. His regiment was most gallantly led by Lieutenant-Colonel Walthall. The reputation of the Mississippians for heroism was fully sustained by this regiment. Its loss in killed and wounded, which was far greater than that of any other regiment, tells sufficiently the story of discipline and courage. The already extended limits of this report will not permit me, even if I had them at hand, to enumerate the individual acts of courage with which this regiment abounded. Suffice it to say that it is entitled to all praise.

General Carroll, in his dispositions and conduct during the engagement, manifested both military skill and personal valor. My assistant adjutant-general, A. S. Cunningham, and my aides, Lieuts. W. W. Porter and H. I. Thornton, displayed throughout the action intelligence, activity, and courage, and were of great service to me. Happening with me at the time, Maj. James F. Brewer volunteered as my aide and was very active and gallant during the battle. Surgeons Morton, Cliff, and Dulany, unwilling to leave the wounded, remained at the hospital and were taken prisoners by the enemy.

I resumed position at Beech Grove early in the afternoon. The enemy followed and took positions in force on my left, center, and right. On my left they proceeded to establish a battery, which was not ready before nightfall. They opened with two batteries--one in front of my center and one on my right. Captain McClung and Lieutenant Falconet, commanding a section of the battery of Captain Rutledge, replied to the battery of the enemy in front. From the right the enemy fired upon the steamboat, which, at the crossing, was commanded by their position. Their first shots fell short; afterwards, mounting a larger gun, as it grew dark, they fired a shot or two over the boat, and awaited the morning to destroy it. The steamboat destroyed, the crossing of the river would have been impossible.

I considered the determination in the council of war on the previous evening to go out and attack the enemy virtually a determination that Beech Grove was untenable against his concentrating force. That it was so untenable was my decided opinion. With the morale of the army impaired by the action of the morning and the loss of what cooked rations had been carried to the field, I deemed an immediate crossing of the Cumberland River necessary. With a view to retiring from Beech Grove, I had already some days before ordered the transfer of trains and unused horses and mules to Mill Springs.

On the evening of the 19th I called in consultation General Carroll, Colonel Cummings, engineers, artillery, and other officers, and it was considered best by all to retire from Beech Grove.

I directed at once that the crossing should be effected during the night, with every effort and artifice to insure perfect concealment from the enemy and the success of the movement. Great difficulty attended the movement from the high and muddy banks and the width and heavy current of the river, the limited means of transportation (the small steamboat and two small flats) and the immediate presence of <ar7_110> the enemy in overwhelming force. I ordered the men to be crossed over--first, by commands, in designated order; then the artillery to be crossed over; then what could be crossed of baggage and mules, horses, wagons, &c. I directed the cavalry to swim their horses over. Time only permitted to cross the infantry under arms, the sick and wounded, one company of cavalry mounted, the rest of the cavalry dismounted, the artillery-men, and some horses. Many cavalry horses, artillery horses, mules, wagons, and eleven pieces of artillery, with baggage and camp and garrison equipage were left behind.

Much is due to the energy, skill, and courage of Captain Spiller, of the cavalry, who commanded the boat, and continued crossing over with it until fired upon by the enemy in the morning, when he burned it, by my directions.

On the morning of the 20th I had my command--nine regiments of infantry, parts of four battalions and two companies of cavalry (dismounted), my sick and wounded, parts of two artillery companies, (without guns or horses), and six pieces of artillery (manned)--on the south side of the Cumberland River, at Mill Springs. On the other side, at Beech Grove (without any means of crossing), were twenty-seven regiments of infantry, with cavalry and artillery, of the enemy.

Any further collision was now prevented, but the want of commissary stores compelled me at once to move to Gainesborough, lower down on the river, a distance of 80 miles, and the nearest point where I could have communication by water with Nashville and could obtain supplies.

My march was through a poor country, over very bad roads. It was hard to obtain the necessaries of life along the route, and from scant subsistence and difficult marching my command suffered greatly. Maj. Giles M. Hillyer, of my staff, division commissary, with untiring energy and marked ability, exhausted every effort in the management of his department, and supplied whatever could be obtained, in some instances sacrificing the forms prescribed for purchase and distribution to the exigencies of the occasion and the necessities of the command.

From the fatigues of the march and the want of proper food many were taken sick. I am much gratified to commend especially the care for the wounded and sick, under most embarrassing circumstances, on the field and on the march, under the efficient charge of the accomplished medical director of my division, Dr. F. A. Ramsey.

From Mill Springs and on the first stages of my march many officers and men, frightened by false rumor of the movements of the enemy, shamelessly deserted, and, stealing horses and mules to ride, fled to Knoxville, Nashville, and other places in Tennessee. To prevent this I used every endeavor, and was laboriously assisted by my staff and other officers of the command.

I am proud to say that the field officers of all the commands, and some commands almost entire, and the main body of each command, remained ready to do their duty in any emergency, except one battalion of cavalry--which had not been in the battle, of which the lieutenant-colonel, together with some other officers and some privates, were absent on furlough-- f the body of which being present only one captain, several officers and men--in all about 25--did not run away.

From Gainesborough I have moved my division to this point, where it is refurnished and drilling, and I have the honor to report that it is ready for any service to which it may be assigned.

G. B. CRITTENDEN, Major-General Provisional Army Confederate States.
Lieut. Col. W. W. MACKALL, Assistant Adjutant-General