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A CRITICAL SITUATION,

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completely blocked with the enemy's infantry, artillery and cavalry, fell back to Strasburg, where they found the Zouaves d'Afrique. The rebels had thrown their forces forward so rapidly in every direction, that the various detachments which had been ordered to join the main column, found it impossible to do so, and were wandering in various cross roads and by-ways; seeking some mode of escape to the main body.

In ihe mean time, the hard pressed little army pushed cautiously, but rapidly, forward towards Winchester. Soon word was received, that the train in the rear was attacked, Bank's position was every moment becoming more and more critical, and was well calculated to bewilder a more ex- ' perienced commander than he. It was a serious question with him whether he should not abandon his trains, and try to save his army—but with that tenacity of. characterizes him, he determined to do all that human effort could to save both. The rear guard, now under Colonel Gordon, immediately marched to the relief of the trains, and to hold the enemy in check.

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in check. As he was moving back, he found the latter in force in Newtown.' Three regiments were ordered to clear the town, while the artillery opened a destruct. ive fire upon the enemy's batteries. Deploying into the fields, they moved resolutely on the place and cleared it with lond cheers. Following hard on the flying traces of ihe rebels, they endeavored to reach Middletown, and open a passage for Hatch’s cavalry, of whose services Banks was in dezperate need, in order to cover his rear. But the increasing swarms of rebels arrested their progress, and they were com. pelled to fall back. The enemy now brought forward his cavalry, and made a furious charge, dcermined to break through the barrier that opposed them, and scatter the train. But these brave regiments threw themselves into solid squares and poured in such murderous volleys, that they wheeled and

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BATTLE OF WINCHESTER.

galloped down the road. These regiments behaved nobly, fighting like veterans hour after hour to save the train, The teamsters, in the mean time, urged forward their animals, with voice and whip, and soon the long line of white tops disappeared over the farthest hill. Burning the wagons that were disabled and could not be got off, this noble rear guard turned and followed on after the retreating army. As the latter approached Winchester, news from every quarter arrived, that the enemy were in the vicinity in overwhelming force. Some rebel officers, not doubting that the place was in their possession, and supposing Banks' army to be their own, galloped unsuspiciously into our lines.

BATTLE AT WINCHESTER.

Arriving in the town, Banks resolved to halt there for the night. Donnelly's brigade was posted on the Front Royal road, a mile and a half from the town, constituting the left of the linė, and Colonel Gordon on the right. Without tents or covering, these exhausted troops bivouacked on the damp ground. Banks was completely in the dark as to the enemy's numbers, but he was determined to test it here by actual experiment. It was a bold and hazardous resolution, for it was afterwards ascertained that the enemy was over twenty thousand strong.

The night passed wearily, and long before daylight the sharp rattle of musketry in front showed that the foe was driving in our outposts. As soon as day dawned, the heavy boom of artillery, echoing across the broken country, announced that the enemy had commenced his attack. Consternation seized the inhabitants of the town, and the cries of women, the hurrying to and fro of teamsters, and shouts of men, made à wild, disorderly scene; but amid it all, Banks' moved with the same quiet demeanor he was ever

RETREAT CONTINUED.

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wont to wear when presiding over the stormy debates of Congress.

The enemy moved first against Donnelly, on the left, but the line though weak, held its own gallantly. They advanced, firing as they came on, till within less than fifty yards, and were still pressing forward, when our troops charged and drove them back. For three quarters of an hour, the fight here was most desperate. Neither wholly yielded the ground, and the opposing lines swayed backward and forward like two contending waves. The

The enemy suffered dreadfully from our superior fire, one regiment being almost anni. hilated, and at last, they gave way. As the dense cloud of smoke which covered the fields drifted away before the wind, i was discovered that they were moving in immense force on our right, under Colonel Gordon. Met here with the same deliberate volleys, they were unable to advance a step, until at length, a portion of our troops mistaking an order, began to fall back. In a moment the crest of the hill in front was black with the swarming thousands, filling the air with maddening shouts This retrogade movement made it necessary to order the whole line to fall back--an order , most reluctantly obeyed by the brave fellows, who had showed, though outnumbered three to one, that they could hold the enemy at bay. Confusion followed, and a part of the troops passed through the town in disorder, but they were quickly re formed beyond, and continued their march. It is said that the inhabitants fired from their windows upon them; even women shooting down with revolvers the retreating soldiers.

Beaten back by overwhelming numbers, yet still unsubdued, the army retreated for five miles in order of battle. The rebel infantry did not pursue them beyond Winchester, but the cavalry and a few pieces of artillery kept on. As Banks saw the hovering clouds of horsemen, he longed for

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his own cavalry; but it was either far back among the hills, struggling desperately to reach him, or captured and in the hands of the enemy. At Bunker Hill a halt was ordered, to give the exhausted troops a little rest. In the mean time, Captain Bowen of the rear guard, found himself suddenly surrounded with three hundred cavalry. The men immediately formed into line, and with fixed bayonets moved straight upon and through them, joining the main column, amid loud cheers.

From this point they were pot seriously molested, and in three parallel columns, each with a rear guard, kept on towards Martinsburg. As they approached the place they heard a steam whistle, and Bank's eye kindled, for he hoped that reinforcements had arrived, and he would be able to turn back on his exulting foe. Soon after, two squadrons of cavalry came dashing in a swift gallop along the road. The soldiers caught the gleam of their sabers, and the fluttering guidons, and sent up a wild hurrah, that was taken up by each succeeding regiment, till down the whole line rolled the deafening shout. Instead, however, of being the advance of a reinforcing column, they proved to be only the train guard that had been sent on in the morning.

For five hours Banks had held back the enemy at Winchester, during which time the train of five hundred wagons had streamed on towards the Potomac. This delay saved it, and left the road clear for the retreating army. At Martinsburg, Banks rested his weary troops for two hours and a half, and then recommenced his march to the Potomac.

It had been a sad Sunday for him, and sadder still for many of his poor soldiers. Scores of young men had fallen there in the mountain valleys, whose parents at the same hour were sending up prayers in their places of worship among the secluded hills of New England, for their safety. To one, the harshest sound that had greeted the ear, was

THE POTONAC REACHED

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The poor

that of the "church-going bell," while the other had heard only the roar of cannon, the rattle of musketry, and the pealing bugle, heralding the charge, until the fatal shot had ended all sights and sounds at once. They lay amid the budding flowers and springing grass, and bursting leaves of the sweet Spring, but not those of their fair New England home.

The army resumed its march, and at length a loud cheer went up, for the Potomac gleamed in the sunlight. Soon on every hill slope, camp fires were burning, as the hungry soldiers prepared their hard earned supper.

The rear guard arrived at sundown, making a march of fifty-three miles in forty-eight hours—thirty-five of it on that Sabbath, a part of the time fighting their way. fellows had been pushed to the limits of their endurance, and nów, completely fagged out, with thinned regiments, looked back on the day with bitter feelings, and angry denunciations of the policy or power, that had doomed them to this ignominious retreat from a foe they had so long chased before them. The scene on the banks of the river was of the most anima.

A thousind wagons and carriages were huddled together and strung along the shore, while all along the hill sides lay the army, looking anxiously across to the farther side, where they at last might obtain rest, free from all dan

. There was but a single ferry at this point, which was appropriated by the ammunition wagons. A ford crossed near by, but it was so deep that the wagons which held it, could not cross in regular succession, and only the strongest teams were permitted to try it that night. Fortunately, some boats for the pontoon bridges had been brought back in the train from Strasburg; which were launched, and the troops in small detachments: embarked. By noon the next day, the

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