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There is a flash, a puff from the Little Rebel, a sound of something in the air, and a column of water is thrown up a mile behind us. A second shot from the Beauregard falls beside the Benton. A third from the Price, aimed at the Carondelet, misses by a foot or two, and dashes up the water between the Jessie Benton and the flag-ship. It is a sixty-fourpounder. If it had struck us our boat would have been splintered to kindlings in an instant. Commodore Montgomery sees that the boats of the Federal fleet have their iron-plated bows up stream, and comes up rapidly to crush them at the stern, where there are no iron plates. A signal goes from the Benton, and the mud-turtles, as the soldiers called them, begin to turn towards the enemy. The crowd upon the levee think that the Federal boats are retreating, and hurrah for Commodore Montgomery.

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There has been profound silence on board the Union gunboats. The men are waiting for the word. It comes.

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The Cairo begins. A ten-inch shot screams through the air and skims along the water towards the Little Rebel; another from the St. Louis; a third from the Louisville; another from the Carondelet; and lastly from the Benton. The gunners crouch beside their guns to sight the shot. Some are too high, some too low. There is an answering roar from all the Confederate boats; the air is full of indescribable noises; the water boils and bubbles around us; it is tossed up in columns and jets. There are sudden flashes overhead, explosions, and sulphurous clouds, and whirring of ragged pieces of iron. The cannonade reverberates from the high bluff behind the city to the dark green forest upon the Arkansas shore, and echoes from bend to bend.

The space between the fleets is gradually lessening, for the turtles are advancing. A shot strikes the Little Rebel; one tears through the General Price, another through the General Bragg. Commodore Montgomery is above the city, and begins to fall back; he is not quite ready to come to close quarters. How fast one lives at such a time! All of your senses are quickened; you see everything, hear everything; the blood rushes through your veins, your pulse is quickened; you long to get at the enemy, to sweep over the intervening space, lay your boat alongside, pour in a broadside, and knock them to pieces in a twinkling! You care nothing for the screaming of the shot, the bursting of the shells. You have got over all that. You have but one thought-to tear down that hateful, flaunting flag; to smite the enemies of your country with all your might.

While this cannonade was going on, I noticed the two rams casting

loose from the shore. I heard the tinkle of the engineer's bell for more fire and a full head of steam. The sharp-shooters took their place. The Queen came out from the shelter of the cotton-woods, crossed the river, and passed down between the Benton and the Carondelet. Colonel Ellet stood beside the pilot and waved his hand to me. The Monarch was a little later, and instead of following in the wake of the Queen, passed between the Cairo and the St. Louis.

See the Queen! Her great wheels whirl up clouds of spray, and leave a foaming path. She carries a silver train sparkling in the morning light. She ploughs a furrow which rolls the width of the river. Our boat dances like a feather on the waves. She gains the intervening space between the fleets. Never moved a queen so determinedly, never one more fleet— almost leaping from the water. The Stars and Stripes stream to the breeze beneath the black cloud unfolding, expanding, and trailing far away from her smoke-stacks. There is a surging, hissing, and smothered screaming of the pent-up steam in her boilers, as if they had put on all their energy for the moment, as if they had flesh, blood, bones, iron, brass, steel, and were nerved up for the trial of the hour!

Confederate officers and men behold her in astonishment. For a moment there is silence. The men stand transfixed at their guns, forgetting their duties; then, as if moved by a common impulse, bring their guns to bear upon her. She is exposed on the right, on the left, and in front. It is a terrible cross-fire. Solid shot scream past, shells explode around her. She is pierced through and through. Her timbers crack; she quivers beneath the shock, but does not falter. On, on, faster, straight towards the General Beauregard.

The commander of that vessel adroitly avoids the stroke. The Queen misses her aim; sweeping by like a race-horse, receiving the fire of the Beauregard on one side and the Little Rebel on the other. She comes round in a graceful curve, almost lying down upon her side, as if to cool her heated smoke-stacks in the stream. The stern-guns of the 'Beauregard send their shot through the bulwarks of the Queen. A splinter strikes the brave commander, Colonel Ellet. He is knocked down, bruised and stunned for a moment, but springs to his feet, steadies himself against the pilot-house, and gives his directions as coolly as if nothing had happened.

The Queen passes round the Little Rebel and approaches the General Price.

"Take her aft the wheelhouse!" shouts Colonel Ellet to the pilot. The commander of the Price turns towards the approaching antagonist. Her

wheels turn; she surges ahead to escape the terrible blow.

Too late. There is a splintering, crackling, crashing of timbers; the broadside of the boat is crushed in. It is no more than a box of cards or thin tissue-paper before the blow.

There are jets of flame and smoke from the loop-holes of the Queen. The sharp-shooters are at it. You hear the rattling fire, and see the crew of the Price running wildly over the deck, tossing their arms. The unceasing thunder of the cannonade drowns their cries. A moment, and a white flag goes up. She surrenders.

But the Queen has another antagonist-the Beauregard - which sweeps down with all her power. There is another crash; the bulwarks. of the Queen are crushed. There is a great opening in her hull. But no white flag is displayed; no cries for quarter, no thoughts of surrendering. The sharp-shooters pick off the gunners of the Beauregard, compelling them to take shelter beneath their casemates.

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We who see it hold our breaths, unmindful of the explosions around us. How will it end? Will the Queen sink with all her brave men on board? But her consort is at hand Monarch-commanded by Captain Ellet, brother of Colonel Ellet. He was five or ten minutes behind the Queen in starting, but he has appeared at the right moment. He, too, has been unmindful of the shot and shell falling around him. He aims straight as an arrow for the Beauregard. The Beauregard is stiff, stanch, and strong, but her timbers, planks, knees, and braces. are no more than laths before the powerful stroke of the Monarch. sharp-shooters pour in their fire. The engineer of the Monarch puts his forcepumps in play and drenches the decksof the Beauregard with scalding water.. An officer of the Beauregard raises a white cloth upon a rammer, the signal for surrender. The sharp-shooters stop. firing. At this moment three boats are floating helplessly in the stream, the water pouring into the hulls through the splintered planking.

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NAVAL ENGAGEMENT AT MEMPHIS,
JUNE 6, 1862.

1. Federal gunboats; 2, 2. General Beaure-
gard; 3, 3. Little Rebel: 4, 4. General Price:
5, 5. Sumter, 6, 6. General Lovell; 7, 7. Gen-
eral Thompson; 8, S. General Bragg; 9, 9.
General Van Dorn; Q. Queen City; M. Mon-
arch.

The

Captain Ellet saw that the Queen was disabled, and took her in tow to

the Arkansas shore. Prompted by humanity, instead of falling upon the other vessels of the fleet he took the General Price to the shore.

The Little Rebel was pierced through her hull by a half-dozen shots. Commodore Montgomery saw that the day was lost. He ran alongside the Beauregard, and notwithstanding the vessel had surrendered, took the crew on board to escape. But a shot from the Cairo passed through the boilers of the Little Rebel. The steam rushed out like the hissing of serpents. The boat was near the shore, and the crew jumped into the water, climbed the bank, and fled to the woods. The Cairo gave them a broadside of shells as they ran.

The Beauregard was fast settling. The Jessie Benton ran alongside. All had fled save the wounded. There was a pool of blood upon the deck, warm from the heart of a man who had been killed by a shell.

"Help, quick!" was the cry of Captain Maynadier.

I rushed on board in season to assist in saving a wounded officer, lifting him to the deck of our boat, and the next moment the Beauregard disappeared.

"I thank you," said the officer, "for saving me from drowning. You are my enemies, but you have been kinder to me than those whom I called my friends. One of my brother officers, when he fled, had the meanness to pick my pocket and steal my watch, thinking it was the last of me." There is no cessation of the cannonade. The fight goes on. The Benton is engaged with the Lovell. They are but a few rods apart, and both within a stone's-throw of the multitude upon the shore.

Captain Phelps stands by one of the Benton's rifled guns, runs his eye along the sights, and gives the word to fire. The steel-pointed shot enters the starboard side of the hull by the water-line. Timbers, braces, planksthe whole side of the boat, is torn out; the water pours in. The vessel settles to the guards, to the ports, reels, and with a lurch disappears, going down like a lump of lead. It is the work of three minutes.

Her terror-stricken crew are thrown into the current. A man with his left arm torn, broken, bleeding, and dangling by his side, runs wildly over the deck. He beckons now to those on shore, and now to his friends on board the boats. He looks imploringly to Heaven and calls for help, then disappears in the eddying whirlpool. A hundred human beings are struggling for life, buffeting the current, raising their arms, catching at sticks, straws, planks, and timbers. "Help! help! help!" they cry. It is a wild wail of agony mingled with the cannonade.

There is no help for them on shore; there, within a dozen rods, are their friends their fathers, mothers, brothers, sisters, wives, children

they who urged them to join the service, who all but compelled them to enlist. All are powerless to aid them! They who stand upon the shore behold those whom they love defeated, crushed, drowning, calling for help! Commodore Davis beholds them. His heart is touched. "Save them, lads!" he says.

The crews of the Benton and Carondelet rush to their boats. So eager are they to save the struggling men that one of the boats is swamped in the launching. Away they go, picking up one here, another there—ten or twelve in all. A few reach the shore and are helped up the bank by lookers-on, but fifty or sixty sink to rise no more. How noble the act! how glorious! Bright amid all the distress, all the horror, will shine forever, like a star of heaven, such an act of humanity.

The Price, Beauregard, Little Rebel, and Lovell-one-half of the Confederate fleet were disposed of. The other vessels attempted to flee. The Union fleet had swept steadily on in an unbroken line. Amid all the appalling scenes of the hour there was no lull in the cannonade. While saving those who had lost all power of resistance, there was no cessation of effort to crush those who still resisted.

A short distance below the Little Rebel, the Thompson, riddled by shot. and in flames, was run ashore. A little farther down stream the Bragg was abandoned, also in flames from the explosion of a nine-inch shell thrown by the St. Louis. The crews leaped on shore and fled to the woods. The Sumter went ashore near the Little Rebel. The Van Dorn alone escaped. She was a swift steamer, and was soon beyond reach of the guns of the fleet.

The fight is over. The thunder of the morning dies away, and the birds renew their singing. The abandoned boats are picked up. The Thompson cannot be saved. The flames leap around the chimneys; the boilers are heated to redness. A pillar of fire springs upward in long lances of light. The boilers, beams of iron, burning planks, flaming timbers, cannon, shot, and shells, are lifted five hundred feet in air in an expanding, unfolding cloud, filled with loud explosions. The scattered fragments rain upon forest, field, and river, as if meteors of vast proportions had fallen from heaven to earth. There is a shock which shakes all Memphis, and announces to the disappointed, terror-stricken, weeping, humiliated multitude that the drama which they have played so madly for a twelvemonth is over, that retribution has come at last.

Thus, in an hour's time, the Confederate fleet was annihilated. Commodore Montgomery was to have sent the Union boats to the bottom; but his expectations were not realized, his promises not fulfilled. It is not

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