On the 29th of October we struck tents and the army-drew out of its camp at Harper's Ferry. The Second Corps crossed the Shenandoah and moved around under Loudon Heights, in a cold, dreary rain, the marching being heavy and toilsome. On the 2d of November, we occupied Snicker's Gap. The enemy advanced with five or six thousand infantry to drive the Corps from the Gap, and a battle seemed imminent; but after t some sharp skirmishing and a sharp fire of artillery, he withdrew.
     On the 4th, the Second Corps moved round to and occupied Ashley's Gap, the army being directed on Warrenton. The Second Corps arrived at Rectortown on the
6th, and came upon the territory over which we had skirmished in May last, in our advance on Front Royal.  On the 9th we arrived at Warrenton.
     The whole army was now massed in the vicinity of Warrenton. On the 10th the Brigade went into camp, having its baggage brought up, and enjoyed a few days of rest, which was duly appreciated, as the weather and the roads along the mountain range had made the late march a laborious and uncomfortable one.
It was now officially known that MCCLELLAN had been relieved, and the command of the army given to Gen. BURNSIDE. This . created no particular sensation or excitement among the troops and but very little speculation as to the cause or the immediate object of the change. MCCLELLAN departed, Burnside commanded in his stead. He was now the "old" man" of the army, as the men were wont to call their chief, and they gave him as enthusiastic cheers when he appeared among them as they had lately given his predecessor—this was the fact, at least, among the men.
     On the 14th we struck tents, and the Second Corps tak­ing the advance moved rapidly toward Falmouth, where it arrived on the 17th. Immediately upon the arrival of the corps at Falmouth a rebel battery on the opposite side of the river opened up very briskly. Gen. SUMNER soon had a battery in position, and a sharp artillery duel was had, the rebels being completely routed, and driven from their guns. The idea prevailed that the corps would immediately cross and seize the heights. This was not however, done, and the troops went into camp, the Eighth Regiment in nearly the same place where we had burned Gen. King's hew fence last spring.
     Temporary camps were established next day, but the supply of material for tents and cooking purposes was very limited, and as the weather had become cold and
inclement the men, arid officers too, for they were not even so well provided as the men, suffered much.: The wagons had not yet come up arid much of the baggage had been sent by way of Washington for which no transportation was yet provided.
     On the 18th the enemy appeared at the United State's Ford, a few miles up river and Gen. KIMBALL was sent with his  brigade to examine into the  matter.  There were some troops on the opposite side of the Rappahannock in temporary rifle pits, but evidently only a strong picket force.  After some little demonstration on our part to draw them out, and to which they were not disposed to respond very spiritedly, the brigade returned to camp at Falmouth.
     The entire army was presently massed in this neighborhood, and preparations were going forward rapidly for a great battle. The rebels were also rapidly concentrating on the opposite side of the river, and were at work night and day in entrenching the heights beyond the city. The Stafford hills on one side of the river were soon lined with artillery. The pontoons were being brought up, though kept concealed for the present, until they should all be in readiness.
     Gen. BURNSIDE had made a change in the organization of the army by creating G-rand Divisions. The right Grand Division was commanded by Gen. SUMNER, and composed of the Second and Ninth Corps. The divisions and brigades remained as before. Gen. HOOKER was in command of the center and Gen. FRANKLIN of the left Grand Division.
     The balloon reconnaissance was daily resorted to ; in fact, we expected Professor Lowe of the balloon, to rise every morning as much as we did the sun.
     On the 10th of December the troops were carefully inspected, and received orders to be under arms at three o'clock next morning, with sixty rounds of cartridges and three days cooked rations. This meant a battle.
     At six o'clock on the morning of the 11th, the Second Corps drew out of camp, and* moving under the cover of the woods, was massed behind a ridge in front of. the Phillips mansion. A brigade was sent down to the river near the Lacy mansion to cover the laying down of a pontoon bridge, while from the heights, along the river, something over three hundred pieces of .artillery were in position, keeping up a constant cannonade upon the city of Fredericksburg and the rebel works beyond. These were replied to by occasional shots from the rebels. The bridge-builders were several times driven away by sharp shooters. from the rebel side of the river, and at three o'clock in the afternoon, Gen. FRENCH moved his whole division down to the river, forming in line of battle. The Seventh Michigan was thrown into the pontoons, and rowed rapidly across the river, where they effected a landing, and drove out the sharp shooters. The bridge was speedily laid, and the first brigade of the division crossed.
     While in this position we were opened on by the rebel batteries on the heights beyond and at the right of the town, but suffered no loss, the gunners failing to get a ball or shell into our ranks, though the missiles frequently bespattered us with mud, so near did they strike to our lines.
     During this firing a most unearthly noise—a cross between the scream of a locomotive and a wild cat—was heard approaching in the air. The men turned pale, and so did the officers, one of whom rode his horse at break­neck speed to the river. The missile was a piece of railroad rail with lead about the end, so as to fit a cannon. When it struck it scooped out a big hole, and sent the mud over a whole brigade.
     Towards dusk we were withdrawn to the. ridge in the rear of this position, and bivouaced for the night. Every man was kept in his place, and in readiness to move at a moment's notice. The night was cold and we suffered much, being obliged to lie on the ground with no protection but a blanket.
     The next morning at an early hour French's Division drew out, and crossed to the city on the pontoon bridge, followed by the balance of the corps. The artillery below us, in FRANKLIN's front, being particularly noisy, but no opposition was offered in our front. The brigades and regiments took position along the streets, being kept under arms during the entire day. The city had been pretty badly knocked to pieces by our artillery fire, and there was any amount of goods and debris scattered about town. The men were not disposed, however, to seek plunder, except to replenish their tobacco pouches, which had become collapsed from the long absence of the sutler.
     Our troops occupied the streets parallel with the river ; those at right angles being enfiladed by the enemy, were kept clear. The night was dark and gloomy. The men slept on their arms along the streets, while the officers were to be seen soundly sleeping on the door steps and sidewalks.
     The morning of. the 13th was dark and foggy. The rebel works on the hills were completely obscured by the mists. The men were ordered to get their breakfast, and remain in ranks. The order of battle had been arranged, and each officer instructed as to his part and position. We knew and felt the desperate character of the recounter before us.  The enemy was to be assaulted "in his stronghold 6nrthe heights—the careful entrenchment of which we had witnessed for so many days, while waiting for our lagging pontoon train.




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