On the afternoon of the 22d, and while the pickets to the south of town were being relieved, they were furiously attacked by cavalry and artillery. The fact was instantly communicated to Gen. SHIELDS, and before the picket line, at that time in charge of the writer, had in any considerable degree been disturbed, Col. CARROLL arrived with the Eighth Regiment, SHIELDS' whole command being in sight. Immediately at the south end of town, the regiment was deployed as skirmishers, and DAUM moved a section of artillery rapidly to the right of the road to gain a position and answer the guns of ASHBY, which were now shelling us spiritedly.
Before getting his position, two of his horses were killed by the explosion of a shell, a fragment of which struck Gen. SHIELDS on the left arm and broke it. A good position for the artillery was however soon gained, and the Eighth Regiment pushing rapidly forward, as skirmishers, soon drove the rebel battery and its supports back on Kearnstown; and after half an hour's skirmishing, all was quiet in front. We lay on our arms, in line, all night, but were not molested. Next morning all seemed quiet, and it was supposed that the enemy had retired up the valley. Col. CARROLL started back to Martinsburg, to bring his family, who were there, to Winchester. Our tents had been brought up and we were ordered to establish a camp, on the south, side of town.  The Seventh Virginia was at this time at Martinsburg, and the Fourth Ohio at Berryville, and the Fourteenth Indiana acting with some other brigade temporarily.
     About ten o'clock, the picket lines were again attacked, and the artillery opened briskly. The Eighth was again ordered to the front as skirmishers, and by the time we had got under arms, Col. CARROLL returned and took command. He took the left wing to the south of the pike, and ordered the writer with the right wing to drive the enemy from some hills to the west of Kearnstown, and pick up Co. C, and D, then, on picket in that direction. Major WINSLOW was still absent, sick, and the Colonel taking the Adjutant with him, Dr. TAPPAN volunteered to act as my aid. We saw no more of Col, CARROLL during the day, but subsequently sent him Co. B from, the right, which left Co. C, D, E and H. As soon as we had driven the rebels from the hills, they were occupied by Capt. CLARK's battery, Capt. DAUM moving his guns up the pike with our skirmish line. The enemy was found in heavy force, in the woods south of Kearnstown, and DAUM'S guns and our line being in the way of our own battery on the hill, we were presently withdrawn, and took position in support of CLARK's battery on the hill.
     The rebels soon directed a heavy cannonade at this point, their shell plunging down among us, but fortunately with but little damage. STONEWALL JACKSON with a force of about eight thousand men, was in our front, and expected to take tea with friends in Winchester, a fact of which the secesh ladies boasted throughout the day. SHIELDS was confined to his room with his broken arm, and Col. KIMBALL was in command. JACKSON's purpose to turn our right, gradually developed, and soon he attempted to throw a heavy column across an open space to the hills on the right.
     CLARK's battery plunged its missiles through them; but in a few minutes, they opened a battery on us from the hills to our right, and their lines could plainly be seen
forming in that direction. Col. E. B. TYLER, of the Seventh Ohio, in command of a Brigade, was ordered around to confront them. The rebels occupied an open wood, with a stone fence in their front, and in this position, TYLER attacked them, but was for some time kept back by the terrific fire from the stone fence. Col. KIMBALL, perceiving that the right flank of JACKSON's column was exposed, hurriedly sent forward the Fifth
and Sixty-seventh Ohio, and the writers' s command of four companies of the Eighth, to attack them in flank.
     We were at this time in support of DAUM, who was trying to dislodge their battery. Col. CLARK, of Gen. BANKS' staff, brought us the order, and pointed out the line of march. Cannon balls were .crashing through the trees, and the ugly rifle and musketball, were whizzing fearfully close to us. We were ordered to charge at, once, and putting spurs to old Timothy, we dashed up the hill with the line, and over the interval, an open
space, under a terrible, fire, which fortunately passed over our heads doing but little damage. The line struck the enemy at right angles with the stone wall, and a savage fight for a few minutes ensued. We were separated from the rebels by a rail fence, which was nearly demolished by the line as it came up, leaving us absolutely among the rebels.  The fight was almost hand to hand, some of the men discharging and then clubbing their muskets.
     The Fifth Ohio was already in line, to our left, and the Sixty-seventh, in command of Col. A. C. VORIS, soon came up. Also some other troops took position between the Eighth and the Fifth, a detachment from a Pennsylvania regiment. The fire from both sides was intense, our men fell rapidly, but gallantly held, their places, loading rapidly and firing with unerring certainty, as the dead in our front plainly shewed. The rebels held out for perhaps thirty minutes, when they broke and ran. Tyler's brigade advanced with loud cheers, and our line, on the flank, moved forward for some distance, taking the rebel gun that had first attracted our attention. The rout of the rebels being complete, we received orders to fall back.
     This was really our first battle, but veterans never behaved better than our men in this short but severe conflict, and it has seldom been the fate of troops to suffer greater loss in any engagement Over one-fourth of my command were killed and wounded, or forty-six in all. My horse was twice struck as we came up, and my sash pierced with a ball. I dismounted at the fence and tried to send the horse down into a ravine. He refused to go, but persistently followed wherever I went, the men saying that he thought the safe place was with his master.
     The killed and those who died very soon from mortal wounds were Sergt. John STOUGH, William KERR, John F. MILLER and DAVID PAROHER, Co. C; Sergt. E. T. RUST and E. K. S. BUNCE, Co. D; JAMES D. MARTIN, PETER SHUMAKER and STEPHEN SISLES, Co. E ; and A. E. BROWN, JAMES H. CODDING and W. J. MANNING, Co. H.
     The left wing of the regiment, under Col. CARROLL, had some spirited skirmishing, in which two men S, W. DRAKE and HIRAM FELLOWS, of Co. K, were killed and nine wounded, the Colonel receiving several bullets in his coatcape, and narrowly escaping death.
     The regiment was very handsomely mentioned by Gen. KIMBAL in his report, and from this time forth no officer hesitated to trust the Eighth in any emergency.
. Soon after this battle Cols. KIMBALL, TYLER and SULLIVAN were appointed Brigadier Generals.




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