Report of Brig. Gen. Erastus B. Tyler, U.S. Army, commanding Third Brigade, of engagement at Port Republic.

Near Luray, Va., June 12, 1862.

        SIR: In compliance with your order to proceed to Waynesborough I left Columbia Bridge on the 7th instant, reaching Naked Creek the same day, going into camp under orders to march at 4 o'clock a.m. next day, that we might reach Port Republic at the time you indicated to me.

        When within about 6 miles of the town I learned Acting Brigadier-General Carroll with the Fourth Brigade had engaged the enemy at or near the town. I immediately halted my train, clearing the road for the troops and artillery, and pressed forward to his support as rapidly as possible, reaching the position occupied by him-- some 2 miles north of the town-- at 2 o'clock p.m. 8th instant. The position was selected by Colonel Daum, I understood, as the only tenable one in that vicinity. From that officer I learned the enemy had eighteen pieces of artillery planted so its to completely command all the approaches to the town, and from the engagement with General Carroll that morning had obtained the range of the different points.

        Immediately on the arrival of my command Colonel Daum urged an attack with the combined forces of infantry and artillery, to which I so far consented as to order the infantry into position under cover of a thick wood which skirted the road, and commenced observing the enemy's position myself, which appeared to me one to defy an army of 50,000 men. I at once sent for Colonel Carroll, Lieutenant-Colonel Shriber, Captains Clark and Robinson, who had been over the ground, they all agreeing in the opinion that an attack would result in the destruction of our little force.

        About this time your order to commandant of post at Port Republic was handed me. Upon it and the opinion of these officers I ordered the infantry back to bivouac for the night. A heavy picket was kept well to the front to observe any movement of the enemy, and at 4 a.m. General Carroll and myself went to the outer vedettes, who reported that there had been no movement of the enemy across the bridge during the night. Their pickets only appearing, which we were able to discover ourselves, we returned to camp.

        A few moments after your order of June 8, 7.15 p.m., from Columbia Bridge, reached me, and while writing a reply, was informed that the enemy were advancing upon us, or rather into the woods opposite their position, evidently with a view of outflanking us upon the left. Captains Clark and Robinson opened their batteries upon them with effect. Captain Huntington's guns were soon doing the same good work. Two companies of skirmishers and two regiments of infantry were ordered into the woods to counteract this movement of the enemy. The fire of our skirmishers was soon heard, and I ordered two more regiments to their support. A sharp fire was kept up in the woods for a few moments only, when the enemy retired, and was seen coming out of the woods, crossing to join a column moving upon our right.

        In the mean time a section of two guns had opened upon our battery on the left and another section was taking position on our right. The Seventh Indiana Infantry, Colonel Gavin, was sent to the extreme right, and was met by two rebel regiments under cover of the river bank. A section of Captain Clark's battery took a position well to the right. The fire of the enemy from their masked position compelled Colonel Gavin to retire a short distance, which he did in admirable order. The Twenty-ninth Ohio was sent to support him, moving forward in splendid style on double-quick. The Seventh Ohio was next sent forward to support Captain Clark's guns; the Fifth Ohio next, to support a section of Captain Huntington's battery. These two last-named regiments moved forward and engaged the enemy in a style that commanded the admiration of every beholder.

        Regiment after regiment of the enemy moved upon the right, and the engagement became very warm. The First Virginia, Colonel Thoburn, who had been ordered into the woods on the left, was now ordered down to the right, entering the open field with a loud shout.

        My entire force was now in position. On our right was the Seventh Indiana, Colonel Gavin; Twenty-ninth Ohio, Colonel Buckley; Seventh Ohio, Lieutenant-Colonel Creighton; Fifth Ohio, Colonel Dunning; First Virginia, Colonel Thoburn, with a section of Captains Clark's and Huntington's batteries. On our left, the key of the position, was a company of the Fifth and one of the Sixty-sixth Ohio Infantry, deployed through the woods as skirmishers; the Eighty-fourth and One hundred and tenth Pennsylvania Regiments also well up into the woods. The Sixty-sixth Ohio, Colonel Candy, was directly in the rear of the battery (composed of three guns of Captain Clark's battery, three guns of Captain Huntington's, and one of Captain Robinson's, under Lieutenant-Colonel Hayward), and upon him and his gallant band depended everything at this critical moment, and the duty was well and gallantly executed. Had they given way the command must have been lost. The left wing of Colonel Candy's regiment was extended into the woods and close in the rear of the battery, which position they held until a retreat was ordered.

        Additional re-enforcements of the enemy were coming up on our right, and having abandoned their position on our left, I ordered the <ar15_697> Eighty-fourth and One hundred and tenth down to the right, but before they reached the position assigned them the enemy was in full retreat before our brave men, and I at once ordered them across into the woods again.

        Under cover of the engagement on our right the enemy had thrown another force into the woods and pressed them down upon our batteries on the left. So rapid was this movement that they passed the line on which the Eighty-fourth and One hundred and tenth were ordered unobserved, making a dash upon the battery so sadden and unexpected as to compel the cannoneers to abandon their pieces. Colonel Candy met the enemy with his regiment with great coolness, his men fighting with commendable bravery. The Seventh and Fifth Ohio were soon supporting him, driving the enemy from their position and retaking the battery. The artillery officers made a strong effort and used great exertions to remove their guns, but, the horses having been killed or disabled, found it impossible.

        The enemy had given way along the whole line, but I saw heavy re-enforcements crossing from the town that would have been impossible for us successfully to resist. After consulting General Carroll I ordered the troops to fall back under his direction, with a view of retreating until we should meet the re-enforcements of Generals Kimball and Ferry. General Carroll took command of the covering of the retreat, which was made in perfect order, and, save the stampede of those who ran before the fight was fairly opened, the retreat was quite as orderly as the advance.

        The force engaged under my command could not have exceeded 3,000 men. Of the enemy's force my information comes from the prisoners taken by us; none of them estimated it at less than 8,000 men actually in the engagement.

        The loss of our artillery we feel almost as keenly as we should to have lost our colors, yet it was impossible to save them without animals to drag them through the deep mud; the men could not do it. While we deeply feel this loss we have the satisfaction of knowing that we have one of theirs, captured by the Fifth Ohio, and driven off in full view of their whole force, 67 prisoners following it to this post.

        It will not be expected that I can mention the many gallant acts of the different officers upon that hard-fought field, yet I cannot do justice to my own feelings without remarking that in my opinion braver, more determined, and willing men never entered a battle-field. General Carroll distinguished himself by his coolness and dashing bravery. Upon him I relied, and I was not disappointed. For heroic gallantry I will place Colonel Gavin, Colonel Buckley, Lieutenant-Colonel Creighton, Colonel Dunning, Colonel Theburn, Colonel Candy, and Lieutenant-Colonel Hayward beside the bravest men of the U.S. Army. The line officers of the different regiments discharged their duties nobly, and deserve special mention of their colonels. Captains Clark, Robinson, and Huntington served their guns with great credit, and deserve particular notice.

        To the members of your staff, Lieutenant-Colonel Shriber, Captain Keily, and Captain Keogh, I am under many, very many, obligations for the prompt, efficient, and officer-like manner in which they discharged the duties assigned them. The two latter were in the field through the hottest of the engagement, exposed to the enemy's fire from first to last. Captain Keily received a severe wound in the face while urging forward the men, and was carried off the field.

        For the casualties of the engagement I respectfully refer you to the reports of the several regiments accompanying this paper. The loss of the enemy must have been very heavy; the grape and canister from our batteries and the fire of our musketry mowed them down like grass before a well-served scythe, and the fact of their heavy force retiring before us is an evidence that they suffered severely.

        Aide-de-Camp Eaton was the only officer of my own staff present. Captain Quay being too ill to take the field, Chaplain D.C. Wright, of the Seventh Ohio, volunteered to serve me. The duties these gentlemen were called upon to perform were arduous, and led them almost constantly under fire of the enemy, yet they executed their duties with commendable coolness and energy, meriting my warmest thanks.

        I have the honor to be, very respectfully, your obedient servant,
        E. B. TYLER,
        Brigadier-General, Third Brigade, Shields' Division.

        General JAMES SHIELDS

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