Report of Col. George D. Wells, Thirty-fourth Massachusetts Infantry, Second Brigade.
MAY 15, 1864.--Engagement at New Market, Va.

In front of Strasburg, May 21, 1864.

Governor of Massachusetts.

        Saturday [May 14] we broke camp in rear of Woodstock and marched to New Market, a distance of twenty-one miles, in seven hours, and with but ten minutes' halt. Our force consisted of a small amount of cavalry, artillery, and infantry, under Colonel Moor. We had a small artillery fight at New Market, and after dark laid dawn in the woods occupied by the enemy.
        After some skirmishing the enemy evacuated, and by morning had withdrawn entirely from our front. By 9 o'clock, however, they began an advance in force. Three companies of the Thirty-fourth, under Captain Potter, were sent far forward upon a commanding hill, and by skillful deployment led the enemy to believe our whole force was there. He massed heavy columns on the right, and with three lines of battle, and with much yelling, advanced upon the hill only to find it empty. This maneuvering gave us two or three hours' time, in which General Sigel, with a part of the remainder of the army, arrive(t on the field. After considerable maneuvering our line was formed about where it was the night before--the artillery on the right, on rising ground, resting on the river; the Thirty-fourth in line, its right on the battery, its left touching a dirt road; other regiments on our left, and one in column in our rear. In front was rolling ground, on the other slope of which were two regiments of infantry, with infantry and cavalry skirmishers. The rebels advanced in three lines of battle, each, I think, as heavy as ours, with masses on the right and left. The ground was perfectly open, not a tree or shrub to obstruct the view. Nothing could be finer than their advance. Their yelling grew steadily nearer: our skirmishers and infantry in front came back on the double-quick, some of them running through and over my lines.
        The air was filled with bullets and bursting shells, and my men began to fall. I was ordered to deploy one company across my front as skirmishers, and Captain Leach, with Company G, went forward, and his groups halted and (deployed in the tumult about 200 yards in advance, each man taking his exact interval and dressing to the right as steadily as on drill The officers in the line were giving their orders in low tones, and every man stood, his gun at the ready, his finger on the trigger waiting to see the face of his foe. It was a marvel to me then and is now how men who almost never before had heard the rebel yell and the terrible din of the battle-field could be so entirely calm and self-possessed. Soon our men in front were, by the confusion, cleared away, the rebel lines were plainly seen, and the battle began. Our front fire was heavy, and the artillery had an enfilading fire, under which their first line went down. They staggered, went back, and their whole advance halted. Their fire ceased to be effective. A cheer ran along our line, and the first success was ours. I gave the order to "cease firing." Just then Colonel Thoburn, brigade commander, rode along the lines telling the men to "prepare to charge." He rode by me shouting some order I could not catch, and went to the regiment on my left, which immediately charged. I supposed this to be his order to me, and I commanded to fix bayonets and charge. The men fairly sprang forward. As we neared the crest of the hill we met the entire rebel force advancing and firing. The regiment on my left, which first met the fire, turned and went back, leaving the Thirty-fourth rushing alone into the enemy's line. I shouted to them to halt but could not make a single man hear or heed me, and it was not until they had climbed an intervening fence, and were rushing ahead on the other side, that I was able to run along the lines, and, seizing the color bearer by the shoulder, hold him fast as the only way of stopping the regiment. The wings surged ahead, but, losing sight of the colors, halted. The alignment rectified, we faced about and marched back to our position in common time. I could hear the officers saying to the men, and the men to each other, "Don't run!" "Keep your line!"--"Common time!" &c. On reaching our position the regiment was halted, faced about, and resumed its fire. The path of the regiment between our line and the fence was sadly strewn with our fallen. ' Just as we halted Lieutenant-Colonel Lincoln fell. The loss of his invaluable services, and the impossibility of making my voice heard in the din, rendered it necessary for me to go along the whole line to make the men understand what was wanted. The alignment perfected and the men well at work, I was able to look about the field, and saw, to my surprise, that the artillery had limbered up and was moving off the field, and that the infantry had gone, save one regiment, which was gallantly holding its ground far to the left. The rebel line advanced until I could see, above the smoke, two battle-flags on the hill in front of the position where the artillery had been posted. I ordered a retreat, but they either could not hear or would not heed the order. I was finally obliged to take hold of the color bearer, Face him about, and tell him to follow me, in order to get the regiment off the field. They fell back slowly, firing in retreat, and encouraging each other not to run. But the rebels were coming on at the double-quick and concentrating their whole fire upon us. I told the men to run and get out of fire as quickly as possible, and rally be: hind the first cavalry line found to the rear. The colors were halted several times by different officers in positions where it was impossible to make a stand, and would only start again at my direct order. I felt much relieved on receiving an order from General Sullivan, who was conspicuous on the field, that the line would be formed on the ridge and no stand made before it was reached. I directed the color bearer to march directly there without halting, and, after getting out of fire, rode to the rear and went round into the pike and toward the front looking for stragglers. I saw none, and, meeting the colors, found most of the regiment with them. The new line was formed under the personal supervision of Generals Sigel, Stahel, and Sullivan. The pursuit of the enemy was checked and the command was gallantly withdrawn along the single road and across the narrow bridge into Mount Jackson in the most admirable order and without a single casualty. That night we stood in line until along about 9 o'clock; marched behind the wagon train till 6 o'clock the next morning, and reached Strasburg about 5 p.m. of Monday, having been fifty-five hours almost continuously marching of under arms in a constant and pouring storm. The march in that time was fifty-two miles.
        I can only say for the regiment that the coolness and gallantry of the officers filled me with admiration, and I cannot recall, without deep emotion, the cheerful endurance by the men of the extraordinary hardships of the march, and the spontaneous and hearty devotion with which they offered their lives to their country. The same willing and cheerful obedience which has always characterized them in camp distinguished them in the field, while they added to it a fire and heroism which cannot be excelled. I cannot particularize where all did so well. Conspicuous only perhaps from their more exposed position were Color-Sergt. John E. Calligan; Corporal Pepper, bearer of the State flag, hit four times and struck to the ground; Corporal Wishart, who took the colors from his hands and bore them the remainder of the day, and Captain Bacon, of the color company, who fell directly behind his colors while keeping his ranks steady as on parade. I am under deep obligations to Lieutenant-Colonel Lincoln and Adjt. A. C. Walker for their efficient services and great gallantry on the field.
        As many of the officers were absent on detailed service, I subjoin a list of those on the field: Col. George D. Wells, Lieutenant-Colonel Lincoln (wounded and a prisoner), Surg. R. R. Clark, Adjt. A. C. Walker, Assistant Surgeon Smith, Assistant Surgeon Allen (left in care of wounded at Mount Jackson), Captains Potter, Thompson, Fox (killed), Soley, Willard (wounded), Bacon (killed), Leach, Lovell, Chauncey (prisoner); First Lieutenants Goodrich (wounded), Elwell, Ripley; Second Lieuts. R. W. Walker (killed). Ammidown (prisoner), Dempsey, M. E. Walker, Belser, Murdock (wounded), Kennicutt (wounded), and Major Pratt, on General Stahel's staff; Lieutenant Bacon, on Colonel Thoburn's staff, and Lieutenant Macomber, in division pioneer corps.
        Company C was sent off to skirmish on the right of the line, and lost half its numbers prisoners, together with its two officers. I believe these are the only men left unwounded in the enemy's hands. The detaching of this company with other details left me about 450 muskets in line. Of these the casualties foot up over 200 killed and wounded. Five out of every six who went in have the marks of bullets somewhere. Dr. Clark has sent Dr. Dale a list of casualties as near as can be ascertained. Our wounded left behind are very comfortable and well treated.
        I have' to regret the loss of some of the most noble and gallant spirits of my command. General Sigel was on his horse on the right of our line during most of the engagement, and in the hottest of the fire. How lie escaped is a mystery to me. He has done the regiment the honor to compliment it in very high terms.

I have the honor to be, very respectfully, your obedient servant,
Colonel Thirty-fourth Massachusetts Infantry.