W. M. W. Averell to P. G. Brier, July 30, 1864

Captain: I have the honor to make the following report of the operations of my division from the 22d of July to the present date:

On the 22d instant Brevet Major-General Crook arrived with his command from Berryville at Winchester and assumed command, Colonel Duval’s brigade of infantry, which had been serving with me since the 17th, now reported to the major-general commanding. One brigade of my division (Powell’s) was picketing the roads leading south from Winchester as far as Middletown and Millwood. The other was picketing the roads east and west of the town. On the evening of the 22d the enemy with one division of cavalry and one of infantry pressed back Powell’s brigade to Kernstown, the cavalry division of Brigadjer-General Duffié relieving Powell’s brigade that night. ; :

On the ensuing day thé enemy attacked at about 10 a. m. with his entire force on the Strasburg road. Preparing my division for action, I received orders from the aa setae commanding to gain the enemy’s rear, by passing around his right, to destroy his trains and inflict all the injury [I could] upon his forces. I at once marched upon the road to Front Royal. At a distance of two miles from Winchester I met an obstinate resistance from the enemy, but he gave away half a mile before my attack. At that point pi found it impossible to extend my left sufficiently to find the enemy’s right. Looking toward my right, a continuous line of infantry advancing could be observed extending from the Front Royal road to the Strasburg pike; his artillery, strongly supported upon the Front Royal road, was being used with considerable effect against my advance. I dispatched my aide-de-camp, Captain Byers, with a message to the major-general commanding informing [him] that I could go no farther upon that road. While he was carrying the message it became evident that in order to save my division from disaster it must be withdrawn. It was therefore retired in columns of regiments in good order across the open country in the direction of Winchester. On the way I was met by my aide-de-camp, who informed me that General Crook’s infantry was retiring before the enemy, and had already reached the fortifications near the town. Directing my march so as to interpose my division between the enemy and his flank, I arrived near the pike half a mile north of the town; the enemy mean while advancing. Finding that the retreating columns of infantry would soon be jeopardized, I formed my division in line to resist the advance of the enemy, and requested Colonel Hayes, whose brigade was passing, to form in line and support me, which he did. My skirmish line was thrown out and the enemy’s advance was checked until the infantry had passed. The enemy’s cavalry, following upon the rear of our infantry, threatened my right, and, as my division was changing front, attempted a charge, which maneuver was promptly repulsed by a gallant counter-charge of Colonel Powell’s brigade. In this charge Captain Davidson, of the Second West Virginia Cavalry, was severely wounded. Powell’s brigade, assuming the duties of rear guard, retiring slowly and in good order, successfully covered the retreat of the army, and withstood the constant assaults of the enemy’s cavalry supported by rapidly advancing infantry.

ear Stephenson’s Depot three pieces of artillery were found without horses, abandoned by a battery which had been serving with Brigadier-General Duffié’s division of cavalry. Dismounting from my horse, I unloosed the prolonges, had them properly attached to the carriage, and made details from my cavalry, which dragged them into Martinsburg, thereby saving them. As the major-general commanding was constantly near the rear guard of his army, it is not necessary that I should speak of the firmness and resolution with which Powell’s brigade performed its duty.

On the morning of the 25th the army continued its march toward Martinsburg in a drenching rain, which had commenced falling during the night previous, the enemy pressing our rear with his cavairy, but without achieving any successes. At Martinsburg we found that everything valuable to the enemy had been removed. In order to gain time and punish the enemy for his temerity, it was decided after a consultation with the major-general commanding to make a stand at the point where we were. A division of infantry that had been retired was recalled and advanced toward the enemy’s center (then resting a short distance south of the town of Martinsburg), while my division was to attack on the right, and General Duffié’s division on the left. General Duffié commenced his attack by a charge which was expended before he reached the enemy, while the right, led by the gallant Colonel Powell, arrived within 200 yards of the enemy’s guns, driving in his skirmishers with severe loss and no inconsider- able degree of confusion. Although our attack was not as complete in the detail of its execution as had been designed, yet the enemy was constrained to retire with some little disorder, three miles south and in the direction of Bunker Hill. We moved in the direction of Williamsport that evening without molestation, and on the following day my division marched to Hagerstown, leaving guards upon the fords of the Potomac River embraced within the lines from Hancock to Dam No. 4.

During the day the enemy attempted to cross, but was checked. Since then my division has been engaged in keeping a careful watch at the several fords of the Potomac River from Hancock to the mouth of the Antietam Creek.

My casualties are severe in killed and wounded.

very respectfully,