The enemy having retired to the protection of the fortifications around Washington and Alexandria, the army marched on the 3d September towards Leesburg.

The armies of Generals McClellan and Pope had now been brought back to the point from which they set out on the campaigns of the spring and summer. The objects of those campaigns had been frustrated and the designs of the enemy on the coast of North Carolina and in western Virginia thwarted by the withdrawal of the main body of his forces from those regions.

Northeastern Virginia was freed from the presence of Federal soldiers up to the entrenchment's of Washington, and soon after the arrival of the army at Leesburg information was received that the troops which had occupied Winchester had retired to Harper's Ferry and Martinsburg. The war was thus transferred from the interior to the frontier and the supplies of rich and productive districts made accessible to our army.

To prolong a state of affairs in every way desirable, and not to permit the season for active operations to pass without endeavoring to inflict further injury upon the enemy, the best course appeared to be the transfer of the army into Maryland. Although not properly equipped for invasion, lacking much of the material of war, and feeble in transportation, the troops poorly provided with clothing, and thousands of them destitute of shoes, it was yet believed to be strong enough to detain the enemy upon the northern frontier until the approach of winter should render his advance into Virginia difficult, if not impracticable.

The condition of Maryland encouraged the belief that the presence of our army, however inferior to that of the enemy, would induce the Washington Government to retain all its available force to provide against contingencies which its course towards the people of that State gave it reason to apprehend.

At the same time it was hoped that military success might afford us an opportunity to aid the citizens of Maryland in any efforts they might be disposed to make to recover their liberties. The difficulties that surrounded them were fully appreciated, and we expected to derive more assistance in the attainment of our object from the just fears of the Washington Government, than from any active demonstration on the part of the people, unless success should enable us to give them assurance of continued protection. Influenced by these considerations, the army was put in motion, D. H. Hill's division which had joined us on the 2nd being in advance, and between the 4th and 7th of September crossed the Potomac at the fords near Leesburg, and encamped in the vicinity of Fredericktown.

It was decided to cross the Potomac east of the Blue Ridge, in order, by threatening Washington and Baltimore, to cause the enemy to withdraw from the south bank, where his presence endangered our communications and the safety of those engaged in the removal of our wounded and the captured property from the late battlefields. Having accomplished this result, it was proposed to move the army into western Maryland, establish our communications with Richmond through the Valley of the Shenandoah, and by threatening Pennsylvania, induce the enemy to follow, and thus draw him from his base of supplies.

It had been supposed that the advance upon Fredericktown would lead to the evacuation of Martinsburg and Harper's Ferry, thus opening the line of communication through the Valley. This not having occurred, it became necessary to dislodge the enemy from those positions before concentrating the army west of the mountains.

To accomplish this with the least delay, General Jackson was directed to proceed with his command to Martinsburg, and after driving the enemy from that place, to move down the south side of the Potomac upon Harper's Ferry. General McLaws with his own and R. H. Anderson's division was ordered to seize Maryland Heights on the north side of the Potomac opposite Harper's Ferry, and Brigadier General Walker, to take possession of Loudoun Heights, on the east side of the Shenandoah where it unites with the Potomac. These several commands were directed, after reducing Harper's Ferry and clearing the Valley of the enemy, to join the rest of the army at Boonsboro or Hagerstown.

The march of these troops began on the 10th, and at the same time the remainder of Longstreet's command and the division of D. H. Hill crossed the South Mountain and moved towards Boonsboro. General Stuart with the cavalry remained east of the mountains, to observe the enemy and retard his advance.

A report having been received that a Federal force was approaching Hagerstown from the direction of Chambersburg, Longstreet continued his march to the former place, in order to secure the road leading thence to Williamsport, and also to prevent the removal of stores which were said to be in Hagerstown. He arrived at that place on the 11th, General Hill halting near Boonsboro to prevent the enemy at Harper's Ferry from escaping through Pleasant Valley, and at the same time to support the cavalry.

The advance of the Federal Army was so slow at the time we left Fredericktown as to justify the belief that the reduction of Harper's Ferry would be accomplished and our troops concentrated before they would be called upon to meet it. In that event it had not been intended to oppose its passage through the South Alountains, as it was desired to engage it as far as possible from its base.

General Jackson marched very rapidly, and crossing the Potomac near Williamsport on the 11th, sent A. P. Hill's division directly to Martinsburg, and disposed the rest of his command to cut off the retreat of the enemy westward. On his approach the Federal troops evacuated Martinsburg, retiring to Harper's Ferry on the night of the 11th, and Jackson entered the former place on the 12th capturing some prisoners and abandoned stores. In the forenoon of the following day his leading division under General A. P. Hill came in sight of the enemy strongly entrenched on Bolivar Heights in rear of Harper's Ferry. Before beginning the attack, General Jackson proceeded to put himself in communication with the cooperating forces under Generals McLaws and Walker, from the former of whom he was separated by the Potomac, and from the latter by the Shenandoah. General Walker took possession of Loudoun Heights on the 13th and the next day was in readiness to open upon Harper's Ferry. General McLaws encountered more opposition. He entered Pleasant Valley on the 11th. On the 12th he directed General Kershaw with his own and [William] Barksdale's brigade to ascend the ridge whose southern extremity is known as Maryland Heights, and attack the enemy who occupied that position with infantry and artillery protected by entrenchments. He disposed the rest of his command to hold the roads leading from Harper's Ferry eastward through Weverton, and northward from Sandy Hook, guarding the pass in his rear through which he had entered Pleasant Valley, with the brigades of [Paul W. ] Semmes and Mahone.

Owing to the rugged nature of the ground on which Kershaw had to operate and the want of roads, he was compelled to use infantry alone. Driving in the advance parties of the enemy on the summit of the ridge on the 12th he assailed the works the next day. After a spirited contest they were carried, the troops engaged in their defence spiking their heavy guns and retreating to Harper's Ferry. By 4 PM Kershaw was in possession of Maryland Heights. On the 14th a road for artillery was cut along the ridge, and at 2 PM four guns opened upon the enemy on the opposite side of the river, and the investment of Harper's Ferry was complete. In the meantime events transpired in another quarter which threatened to interfere with the reduction of the place.

A copy of the order directing the movement of the army from Fredericktown had fallen into the hands of General McClellan, and disclosed to him the disposition of our forces. He immediately began to push forward rapidly, and on the afternoon of the 13th was reported approaching the pass in South Mountain on the Boonsboro and Frederick-town road. The cavalry under General Stuart fell back before him, materially impeding his progress by its gallant resistance, and gaining time for preparations to oppose his advance. By penetrating the mountains at this point he would reach the rear of McLaws and be enabled to relieve the garrison at Harper's Ferry. To prevent this, General D. H. Hill was directed to guard the Boonsboro Gap, and Longstreet ordered to march from Hagerstown to his support. On the 13th General Hill sent back the brigades of Garland and [Alfred H. ] Colquitt to hold the pass, but subsequently ascertaining that the enemy was near in heavy force, he ordered up the rest of his division. Early on the 14th a large body of the enemy attempted to force its way to the rear of the position held by Hill, by a road south of the Boonsboro and Fredericktown turnpike. The attack was repulsed by Garland's brigade after a severe conflict, in which that brave and accomplished young officer was killed. The remainder of the division arriving shortly.

The attack on the garrison began at dawn. A rapid and vigorous fire was opened from the batteries of General Jackson and those on Maryland and Loudoun Heights. In about two hours the garrison consisting of more than eleven thousand men, surrendered. Seventy-three pieces of artillery, about thirteen thousand small arms, and a large quantity of military stores fell into our hands.

Leaving General A. P. Hill to receive the surrender of the Federal troops and secure the captured property, General Jackson with his two other divisions, set out at once for Sharpsburg, ordering Generals Mc-Laws and Walker to follow without delay. Official information of the fall of Harper's Ferry and the approach of General Jackson was received soon after the commands of Longstreet and D. H. Hill reached Sharpsburg on the morning of the 15th, and reanimated the courage of the troops. General Jackson arrived early on the 16th, and General Walker came up in the afternoon.

The presence of the enemy at Crampton's Gap embarrassed the movements of General McLaws. He retained the position taken during the night of the 14th to oppose an advance towards Harper's Ferry, until the capitulation of that place, when finding the enemy indisposed to attack, he gradually withdrew his command towards the Potomac Deeming the roads to Sharpsburg on the north side of the river impracticable, he resolved to cross at Harper's Ferry and march by way of Shepherdstown. Owing to the condition of his troops and other circumstances, his progress was slow, and he did not reach the battlefield at Sharpsburg until some time after theengagement of the 17th began.

The commands of Longstreet and D. H Hill on their arrival at Sharpsburg were placed in position along the range of hills between the town and the Antietam, nearly parallel to the course of that stream, Longstreet on the right of the road to Boonsboro and Hill on the left. The advance of the enemy was delayed by the brave opposition he encountered from Fitzhugh Lee's cavalry, and he did not appear on the opposite side of the Antietam until about 2 PM. During the afternoon the batteries on each side were slightly engaged. On the 16th the artillery fire became warmer, and continued throughout the day. The enemy crossed the Antietam beyond the reach of our batteries and menaced our left. In anticipation of this movement, Hood's two brigades had been transferred from the right and posted between D. H. Hill and the Hagerstown road.

General Jackson was now directed to take position on Hood's left, and formed his line with his right resting upon the Hagerstown road and his left extending towards the Potomac, protected by General Stuart with the cavalry and horse artillery. General Walker with his two brigades was stationed on Longstreet's right.

As evening approached, the enemy opened more vigorously with his artillery, and bore down heavily with his infantry upon Hood, but the attack was gallantly repulsed. At 10 p. m. Hood's troops were relieved by the brigades of Lawton and Trimble, of Ewell's division, commanded by General Lawton. Jackson's own division under General J. R. Jones was 011 Lawton's left, supported by the remainingbrigades of Ewell's.

At early dawn on the 17th the enemy's artillery opened vigorously from both sides of the Antietam, the heaviest fire being directed against our left. Under cover of this fire a large force of infantry attacked General Jackson. They were met by his troops with the utmost resolution, and for several hours the conflict raged with great fury and alternate success. General J. R. Jones was compelled to leave the field and the command of Jackson's division devolved on General [William E. ] Starke. The troops advanced with great spirit and the enemy's lines were repeatedly broken and forced to retire. Fresh troops however soon replaced those that were beaten, and Jackson's men were in turn compelled to fall back. The brave General Starke was killed, General Lawton was wounded, and nearly all the field officers with a large proportion of the men, killed or disabled. Our troops slowly yielded to overwhelming numbers and fell back, obstinately disputing the progress of the enemy. Hood returned to the field, and relieved the brigades of Trimble, Lawton, and Hays, which had suffered severely.

General Early who succeeded General Lawton in the command of Ewell's division, was ordered by General Jackson to move with his brigade to take the place of Jackson's division, most of which was withdrawn, its ammunition being nearly exhausted and its numbers much reduced. A small part of the division under Colonels Grigsby and [Leroy A. ] Stafford, united with Early's brigade, as did portions of the brigades of Trimble, Lawton, and Hays.

The battle now raged with great violence, the small commands under Hood and Early holding their ground against many times their own numbers of the enemy, and under a tremendous fire of artillery. Hood was reinforced by the brigades of Ripley, Colquitt, and Garland (under Colonel [Duncan K. ] McRae), of D. H. Hill's division and afterward by D. R. Jones' brigade, under Colonel G. T. Anderson. The enemy's lines were broken and forced back, but fresh numbers advanced to their support and they began to gain ground The desperate resistance they encountered however delayed their progress until the troops of General McLaws arrived and those of General Walker could be brought from the right. Hood's brigade, greatly diminished in numbers, withdrew to replenish their ammunition, their supply being entirely exhausted. They were relieved by Walker's command who immediately attacked the enemy vigorously, driving him back with great slaughter. Colonel [Van H. ] Manning commanding Walker's brigade pursued until he was stopped by a strong fence, behind which was posted a large force of infantry with several batteries.

The gallant colonel was severely wounded, and his brigade retired to the line on which the rest of Walker's command had halted. Upon the arrival of the reinforcements under General McLaws, General Early attacked with great resolution the large force opposed to him. McLaws advanced at the same time and the enemy were driven back in confusion, closely followed by our troops beyond the position occupied at the beginning of the engagement.

The enemy renewed the assault on our left several times, but was repulsed with loss. He finally ceased to advance his infantry and for several hours kept up a furious fire from his numerous batteries, under which our troops held their position with great coolness and courage. The attack on our left was speedily followed by one in heavy force on the center. This was met by part of Walker's division and the brigades of G. B. Anderson and Rodes of D. H. Hill's command assisted by a few pieces of artillery. The enemy was repulsed and retired behind the crest of a hill from which they kept up a desultory fire.

General R. H. Anderson's division came to Hill's support and formed in rear of his line. At this time by a mistake of orders, General Rodes' brigade was withdrawn from its position during the temporary absence of that officer at another part of the field. The enemy immediately pressed through the gap thus created and G. B. Anderson's brigade was broken and retired, General Anderson himself being mortally wounded. Major General R. H. Anderson and Brigadier General [Ambrose R. 1 Wright were also wounded and borne from the field.

The heavy masses of the enemy again moved forward, being op posed only by four pieces of artillery, supported by a few hundreds of men belonging to different brigades, rallied by General D. H. Hill and other officers, and parts of Walker's and R. H. Anderson's commands, Colonel [John R. ] Cooke, with the 27th North Carolina Regiment of Walker's brigade, standing boldly in line without a cartridge. The firm front presented by this small force and the well directed fire of the artillery under Captain [Merit B. ] Miller of the Washington Artillery, and Captain [Robert] Boyce's South Carolina battery, checked the progress of the enemy, and in about an hour and a half he retired. Another attack was made soon afterwards a little farther to the right, but was repulsed by Miller's guns, which continued to hold the ground until the close of the engagement, supported by a part of R. H. Anderson's troops.

While the attack on the center and left was in progress, the enemy made repeated efforts to force the passage of the bridge over the Antietam, opposite the right wing of General Longstreet, commanded by Brigadier General D. R. Jones. This bridge was defended by General [Robert] Toombs with two regiments of his brigade, the 2nd and 20th Georgia, and the batteries of General Jones. General Toombs' small command repulsed five different assaults made by a greatly superior force and maintained its position with distinguished gallantry.

Len the afternoon the enemy began to extend his line as if to cross the Antietam below the bridge, and at 4 p. m. Toombs' regiments retired from the position they had so bravely held. The enemy immediately crossed the bridge in large numbers and advanced against General Jones, who held the crest with less than two thousand men. After a determined and brave resistance, he was forced to give way, and the enemy gained the summit.

General A. P. Hill had arrived from Harper's Ferry, having left that place at 7 V2 a. m. He was now ordered to reinforce General Jones, and moved to his support with the brigades of Archer, Branch, Gregg and Pender, the last of whom was placed on the right of the line, and the other three advanced and attacked the enemy now flushed with success. Hill's batteries were thrown forward and united their fire with those of General Jones, and one of General D. H. Hill's also opened with good effect from the left of the Boonsboro road. The progress of the enemy was immediately arrested and his lines began to waver. At this moment General Jones ordered Toombs' to charge the flank, while Archer supported by Branch and Gregg, moved upon the front of the Federal line. The enemy made a brief resistance, then broke and retreated in confusion towards the Antietam, pursued by the troops of Hill and Jones, until he reached the protection of his batteries on the opposite side of the river.

In this attack the brave and lamented Brigadier General L. O'B. Branch was killed, gallantly leading his brigade. It was now nearly dark and the enemy had massed a number of batteries to sweep the approaches to the Antietam, on the opposite side of which the corps of General [Fitz John] Porter, which had not been engaged, now appeared to dispute our advance.

Our troops were much exhausted and greatly reduced in numbers by fatigue and the casualties of battle. Under these circumstances it was deemed injudicious to push our advantage further in the face of fresh troops of the enemy, much exceeding the number of our own. They were accordingly recalled and formed on the line originally held by General Jones.

While the attack on our center was progressing, General Jackson had been directed to endeavor to turn the enemy's right, but found it extending nearly to the Potomac, and so strongly defended with artillery that the attempt had to be abandoned. The repulse on the nght ended the engagement, and after a protracted and sanguinary conflict, every effort of the enemy to dislodge us from our position had been defeated with severe loss.

The arduous service in which our troops had been engaged, their great privations of rest and food, and the long marches without shoes over mountain roads, had greatly reduced our ranks before the action began. These causes had compelled thousands of brave men to absent themselves, and many more had done so from unworthy motives. This great battle was fought by less than forty thousand men on our side, all of whom had undergone the greatest labors and hardships in the field and on the march. Nothing could surpass the determined valor with which they met the large army of the enemy, fully supplied and equipped, and the result reflects the highest credit on the officers and men engaged. Our artillery, though much inferior to that of the enemy in the number of guns and weight of metal, rendered most efficient and gallant service throughout the day, and contributed greatly to the repulse of the attacks on every part of the line.

General Stuart, with the cavalry and horse artillery, performed the duty entrusted to him of guarding our left wing with great energy and courage, and rendered valuable assistance in defeating the attack on that part of our line.

On the '8th we occupied the position of the preceding day, except in the center, where our line was drawn in about two hundred yards. Our ranks were increased by the arrival of a number of troops who had not been engaged the day before, and though still too weak to assume the offensive, we awaited without apprehension the renewal of the attack.

The day passed without any demonstration on the part of the enemy, who from the reports received, was expecting the arrival of reinforcements. As we could not look for a material increase in strength, and the enemy's force could be largely and rapidly augmented, it was not thought prudent to wait until he should be ready again to offer battle.

During the night of the 18th the army was accordingly withdrawn to the south side of the Potomac crossing near Shepherdstown, without loss or molestation. The enemy advanced the next morning, but was held in check by General Fitzhugh Lee with his cavalry, who covered our movement with boldness and success. General Stuart with the main body, crossed the Potomac above Shepherdstown and moved up the river. The next day he recrossed at Williamsport and took position to operate upon the right and rear of the enemy should he attempt to follow us.

After the army had safely reached the Virginia shore with such of the wounded as could be removed, and all its trains, General Porter's corps with a number of batteries and some cavalry appeared on the opposite side. General Pendleton was left to guard the ford with the reserve artillery and about six hundred infantry. That night the enemy crossed the river above General Pendleton's position, and his infantry support giving way, four of his guns were taken. A considerable force took position on the right bank under cover of their artillery on the commanding hills on the opposite side. The next morning General A. P. Hill was ordered to return with his division and dislodge them. Advancing under a heavy fire of artillery, the three brigades of Gregg, Pender, and Archer attacked the enemy vigorously, and drove him over the river with heavy loss.

The condition of our troops now demanded repose, and the army marched to the Opequon near Martinsburg, where it remained several days, and then moved to the vicinity of Bunker Hill and Winchester. The enemy seemed to be concentrating in and near Harper's Ferry, but made no forward movement. During this time the Baltimore and Ohio Railroad was destroyed for several miles, and that from Winchester to Harper's Ferry broken up to within a short distance of the latter place, in order to render the occupation of the Valley by the enemy after our withdrawal more difficult.

On the 8th October General Stuart was ordered to cross the Potomac above Williamsport with twelve or fifteen hundred cavalry, and endeavor to ascertain the position and designs of the enemy. He was directed if practicable, to enter Pennsylvania, and do all in his power to impede and embarrass the military operations of the enemy. This order was executed with skill, address, and courage. General Stuart passed through Maryland, occupied Chambersburg, and destroyed a large amount of public property. Making the entire circuit of General McClellan's army, he recrossed the Potomac below Harper's Ferry without loss.

The enemy soon afterward crossed the Potomac east of the Blue Ridge, and advanced southward, seizing the passes of the mountains as he progressed. General Jackson's corps was ordered to take position on the road between Berryville and Charlestown, to be prepared to oppose an advance from Harper's Ferry, or a movement into the Shenandoah Valley from the east side of the mountains, while at the same time he would threaten the flank of the enemy should he continue his march along the eastern base of the Blue Ridge. One division of Longstreet's corps was sent to the vicinity of Upperville to observe the enemy's movements in front.

About the last of October the Federal Army began to incline eastwardly from the mountains, moving in the direction of Warrenton. As soon as this intention developed itself, Longstreet's corps was moved across the Blue Ridge and about the 3rd November took position at Culpeper Court House, while Jackson advanced one of his divisions to the east side of the Blue Ridge.

The enemy gradually concentrated about Warrenton, his cavalry being thrown forward beyond the Rappahannock in the direction of Culpeper Court House and occasionally skirmishing with our own, which was closely observing his movements. This situation of affairs continued without material change until about the middle of November, when the movements began which resulted in the winter campaign on the lower Rappahannock.

The accompanying return of the Medical Director will show the extent of our losses in the engagements mentioned. The reports of the different commanding officers must of necessity be referred to for the details of these operations.

I desire to call the attention of the Department to the names of those brave officers and men who are particularly mentioned for courage and good conduct by their commanders. The limits of this report will not permit me to do more than renew the expression of my admiration for the valor that shrunk from no peril and the fortitude that endured every privation without a murmur. I must also refer to the report of General Stuart for the particulars of the services rendered by the cavalry, besides those to which I have alluded.

Its vigilance, activity and courage were conspicuous, and to its assistance is due, in a great measure the success of some of the most important and delicate operations of the campaign.

Respectfully submitted

R. E. LEE General