HEADQUARTERS THIRD BRIGADE, CAVALRY DIVISION,
DEPARTMENT OF THE MISSISSIPPI,
Memphis, Tenn., January 13, 1865.

CAPTAIN: I have the honor to make the following report of the part taken by the Third Brigade in the recent raid from Memphis, Tenn., to Vicksburg, Miss.:
The brigade moved from Memphis, as the rear of the Cavalry Division, on the morning of December 21, 1864, with ten days' rations and 120 rounds of ammunition per man, and numbered 47 officers and 1,679 enlisted men. At noon of the 24th of December, being at Ripley, Miss., I sent, by order of the general commanding, 200 men of the Fourth Illinois Cavalry, Capt. A. T. Search commanding, to cut the Mobile and Ohio Railroad. Moving directly east, about midnight they cut the railroad midway between Guntown and Baldwyn Stations. After burning two bridges and tearing up one-quarter of a mile of track, they continued their march and joined the column at Ellistown at noon of the 25th, having captured 7 prisoners and destroyed 24 stand of arms. On the night of the 25th of December the brigade encamped three miles from Tupelo. By order of the general commanding I sent forward the Eleventh Illinois Cavalry, Lieut. Col. Otto Funke commanding, who, after a night of most unusual exertion, completely destroyed the railroad bridge over Old Town Creek, 900 feet long, and tore up half a mile of track.
On the 26th I sent the Third U.S. Colored Cavalry down the railroad from Tupelo to Verona, the Fourth Illinois Cavalry from Verona to Shannon, and the Second Wisconsin Cavalry from Shannon as far below as they were able to go that night. From Tupelo to Shannon about 2,500 feet of bridges and trestle-work were destroyed.
The Fourth Illinois Cavalry burned 10 railroad cars loaded with wagons at Verona, captured 20 loaded wagons, teams, &c., just south of that station, and destroyed repair-shops and vast amounts of material used by General Forrest at Verona. The Second Wisconsin Cavalry burned 2 Government warehouses at Shannon tilled with quartermaster's stores, 300 stand of arms, 13 cars loaded with timber, and the important railroad bridges over the Sheawassa and Coonewar Creeks, many trestle-works and culverts, besides capturing 1 first lieutenant and 6 enlisted men.

On the 27th the Eleventh Illinois Cavalry totally destroyed the important bridges over the Chowappa and Tallaballah Creeks, each 200 feet in length, cutting down such parts as could not be burned. During the day the rear guard skirmished with about sixty of the enemy.

On the 28th I sent, as ordered, six companies of the Second Wisconsin Cavalry, under Maj. William Woods, to hold Pikeville. Nearing Egypt Station the column was closed up, and the skirmishing of the First Brigade becoming exceedingly warm, the pack train in my front being in confusion, blocking up the road, I took the field with the Fourth and Eleventh Illinois Cavalry and Third U.S. Colored Cavalry, leaving six companies of the Second Wisconsin Cavalry, under Capt. N. DeForest, to guard brigade pack train and prisoners. Moving rapidly toward the scene of the engagement I was ordered by Colonel Kargé to support his right flank, held by the Fourth Missouri Cavalry, who were carrying on a fight with Brigadier-General Gholson's command, who were inflicting great loss to the Fourth Missouri Cavalry from the shelter of a railroad embankment, without danger to themselves. Without firing one shot the Fourth Illinois Cavalry, having formed line on the right of the Fourth Missouri Cavalry, charged, utterly routing Gholson and pursuing his flying squadrons to the road beyond. The revolver and saber were freely used by our men, 15 or 20 of the enemy being either killed or wounded, including Brigadier-General Gholson, mortally wounded; 1 lieutenant-colonel, 5 line officers, and 10 enlisted men were captured. In this brilliant attack we lost 2 men severely wounded; the enemy, their killed, wounded, and prisoners, the total rout and dispersion of their entire cavalry force, had their left turned, and the retreat to the swamp, before this open to the garrison of the stockade, entirely and permanently cut off.

Immediately to the rear, and supporting the Fourth Illinois Volunteer Cavalry, I moved the Eleventh Illinois Cavalry; but finding the Fourth able to meet all the force of the enemy on that side of the railroad, I changed the direction of the Eleventh Illinois Cavalry by a left wheel and moved them to the rear of the houses situated to the right of the stockade, which furnished them admirable cover for their horses, intending to attack the stockade with them dismounted. The regiment was here ordered to move to the rear of the stockade mounted, and in making the movement were exposed to a heavy fire, suffering a loss of 1 man killed, 2 officers and 13 enlisted men wounded. Forming in the new position, Colonel Funke dismounted his men and advanced to assault the stockade, but before his men came within range it had surrendered. I moved the Third U.S. Colored Cavalry to the position recently occupied by the Eleventh Illinois Cavalry, under cover of the houses, and dismounted them. The dismounted column formed and commenced to move on the stockade, when it surrendered. Two companies Second Wisconsin Cavalry and two companies Third U.S. Colored Cavalry were, by direction of the general commanding, placed on the extreme left of our line; but, although they had a few horses wounded, they did not to any extent participate in the engagement. Nine enlisted men of the Eleventh Illinois Volunteer Cavalry were too badly wounded to be moved, and after their wounds were dressed by our surgeon they were left at Egypt Station. The Second Wisconsin Cavalry was immediately detached to guard the prisoners, and did not afterward participate in the movement of the brigade.

On the morning of January 1, 1865, I moved, by order of the general commanding, from Winona Station down to the line of the Mississippi Central Railroad, flanking the line of march of the main column. I sent strong dismounted details from the Fourth Illinois Cavalry and Third U.S. Colored Cavalry from Winona Station, through Vaiden and West Station, to a point five miles below the latter place, a distance of twenty-nine miles. They totally destroyed 2 ½ miles of track, 19 bridges, 12 culverts, together with station-houses, water-tanks, &c. Ten of these bridges were important structures, and must require thirty days to repair. On the morning of the 2d, learning that the Confederates were concentrating a strong force at Goodman Station, I left the line of the railroad and moved on the Franklin pike in the direction of Ebenezer and Benton. When half a mile from Franklin my advance of the Third U.S. Colored Cavalry was charged by a strong force of the enemy. The charge was repulsed, and the rebels driven from their advanced position. The forces proved to be those of Brig. Gen. Wirt Adams, 1,500 strong, who, coming from Goodman, had pushed one regiment to a junction of the roads, covering them in some close timber skirting the road and about a church surrounded by shrubbery. A flank movement of two squadrons of the Third U.S. Colored Cavalry, commanded by Capt. Henry Fretz, Company L, dislodged them from the church, while seven squadrons of the Third U.S. Colored Cavalry dismounted, under Maj. E. M. Main, dislodged them from the close timber by falling upon their flank and rear, thus compelling them to fall back to a bridge over a small stream where General Adams had concentrated the main body of his men. Major Main immediately charged and carried the bridge, but, in turn, was driven over it in some confusion by the enemy, who, being heavily re-enforced, outnumbered him three to one. We should here have lost numbers of our men except for the most determined gallantry of our officers, particularly prominent among whom was Lieut. Frank W. Calais, Company A, Third U.S. Colored Cavalry. In the meantime the Eleventh Illinois Cavalry moved to our extreme right, where they arrived in time to check a flank movement of the enemy. After sharp fighting, the movement was checked, their left turned, and their forces driven to the main body at the bridge. The Fourth Illinois Cavalry, moving promptly to the support of the Third U.S. Colored Cavalry, met and repulsed a flank movement of the enemy directed to our left, when quickly dismounting and jumping from tree to tree, soon drove the rebels to the cover of the house across the creek. At this time, the Third U.S. Colored Cavalry again charged and carried the bridge, from which they were not again driven during the fight. The desperate nature of the fighting, the superiority of numbers displayed by General Adams, and a summons from the general commanding to immediately join the column, now fifteen miles to our front and right, induced me to attempt to withdraw my men. Fortunately General Adams concluded to withdraw his men and we mutually separated without further fighting. One enlisted man from the Fourth Illinois Cavalry and one from the Third U.S. Colored Cavalry, too severely wounded to be moved, were left at Franklin.

Our loss was 1 officer killed and 1 wounded, and 3 enlisted men killed, 7 wounded, and 2 missing. The enemy left 1 major, 1 lieutenant, and 50 men dead upon the field, aside from which we took 7 prisoners. It was the hardest fought cavalry fight in which the brigade, as such, were ever engaged.

I cannot forbear the mention of the loss sustained by the death of First Lieut. and Actg. Adjt. Seward H. Pettingill, Third U.S. Colored Cavalry; he was thoroughly the embodiment of the accomplished gentleman and the dashing soldier.

Moving through Ebenezer, I joined the main column at Benton the same night, having been engaged with the enemy one hour and a half and marched forty-three miles.

My horses are worn out with the labor of fifty days' consecutive riding, and need rest and care. My men are unusually well, not more than twenty being admitted to hospital from both sick and wounded.

I desire to thank Capt. John F. Wallace, Fourth Illinois Cavalry, acting aide-de-camp, for very valuable services rendered throughout the expedition.
Attention is called to inclosed reports of the regimental commanders;
also, statement of Lieutenant Nisbet, Fifth Illinois Volunteer Cavalry.

Very respectfully, your obedient servant,
E.D. OSBAND,
Col. Third U. S. Colored Cav., Comdg. Third Brig., Cav. Div.

Capt. S. L. WOODWARD,
Assistant Adjutant-General.