> Report of Col. William E. Woodruff, Commanding Third Brigade.
> December 26, 1862-January 5, 1863.--The Stone's River or Murfreesborough, Tenn., Campaign.
> O.R.-- SERIES I--VOLUME XX/1 [S# 29]

> HEADQUARTERS THIRD BRIGADE, FIRST DIVISION,
> RIGHT WING, FOURTEENTH ARMY CORPS,
> January 5, 1863.

> Lieut. T. W. MORRISON,
> Acting Assistant Adjutant-General, First Division.

> SIR: I have the honor to report the operations of the Third Brigade, First Division, of the right wing, in the five days' battle before Murfreesborough.
> This brigade having held the advanced position on Overall's Creek in the afternoon and night of Monday, December 29, was the base of formation for the line of battle on Tuesday morning. At an early hour on the morning of the 30th, I received instructions that we would move forward in line of battle.
> I was directed to join my left with Brigadier-General Sill's brigade, holding the right of the Second Division, under Brigadier-General Sheridan, and that Colonel Carlin, commanding the Second Brigade of the First Division, would connect his line with my right.
> This brigade was accordingly formed in two lines, the Thirty-fifth Illinois Regiment, Lieutenant-Colonel Chandler, on the right; the Twenty-fifth Illinois Regiment, Col. T. D. Williams commanding, on the left, in the first line of battle, and the Eighty-first Indiana Regiment, Lieutenant-Colonel Timberlake, in the second line in reserve, the extreme left on the right of [the Wilkinson?] turnpike; the Eighth Wisconsin Battery, of four guns, Captain Carpenter commanding, being placed in the interval between Brigadier-General Sill's right and my left. My front was curtained with two companies of skirmishers, detailed from the Twenty-fifth and Thirty-fifth Illinois Regiments, under the command and immediate supervision of Major McIlwain, of the Thirty-fifth Illinois Regiment. The commands to my right and left were formed in the same manner.
> We moved forward on the morning of Tuesday, the 30th, at about 10 o'clock, and halted on the edge of a large cotton-field, immediately in front of a wood running parallel with the turnpike, our lines facing Murfreesborough, which was in a southeasterly direction. This was about 11 a.m.
> No enemy being visible in our front, I caused a few shells to be thrown into the woods beyond, but met no response. The topography of the country in this line and in my front was a cotton-field, which we then occupied, at the farther end of which was a belt or strip of timber, ending at a corn-field on my left and front, and immediately in front of Brigadier-General Sill's right. This corn-field extended to a narrow, heavy-timbered wood, bordered by a rail fence. Beyond this timber was a corn-field, receding toward a ravine,. terminated by a bluff wood bank, along the foot of which, in the ravine, was the enemy's line of battle, with its supports and artillery on the elevation.
> We remained in position until about 3 p.m., when my skirmishers were ordered forward to occupy the belt of timber, which they did. Major McIlwain, who was in command, reported to me that the enemy's skirmishers were in the farthest wood to our front and left, and desired me to send him a further support of one company, which was sent him, with orders to press their skirmishers back. The skirmishing soon commenced briskly, and my brigade was ordered to advance, which it did in admirable order, and was halted in the first belt of timber.
> Desiring to know the position of the enemy's line, and the situation of their skirmishers, I proceeded to the line of skirmishers, to assist in directing their movements and urge them on, and, having given them directions in person, returned to my command, to be ready to move forward to their support. The wood was so thick and brushy on my right that it was difficult to see farther than the left of the Second Brigade; but as I discovered it advancing, we moved forward also, to protect its flank. Sheridan's division had halted some 100 yards in rear of my brigade, his line of skirmishers joining my line of battle.
> At this juncture my skirmishers commenced falling back rapidly, and I endeavored to get the officer in command of those of Sheridan's division to advance to their support, as those of my brigade had not only driven the enemy from my front, but General Sill's also; but, as he had no orders to move forward, be refused. The emergency being imminent, Colonel Williams was ordered to detach the left company of his regiment, and deploy it forward as skirmishers, to relieve or strengthen those engaged, as circumstances might require, while the brigade was advanced to support them.
> The command pressed forward in splendid order, and soon became hotly engaged, and drove the enemy back through the wood and cornfield in their own lines. As we were now far in advance of any support upon the left, I deemed it advisable to halt and wait for them to come up, and, therefore, took position in rear of the rail fence, my right nearly at right angles to my line of battle, thereby obtaining an oblique, as well as direct, fire; but the apace to be occupied by this brigade was so great that the Eighty-first Indiana Regiment was ordered up to complete my line, thereby leaving me no reserves.
> The battery was placed in the angle of the fence to protect my right and front. Shortly after taking this position, Brigadier-General Sill joined me on the left. We remained in position, receiving a heavy fire, and occasionally replying with shell, until toward night, when the enemy opened a heavy artillery fire, apparently on the right of Colonel Carlin's brigade. Thus, discovering their battery, and mine being in good range and position to enfilade theirs, Captain Carpenter was ordered to silence their battery, which he did in handsome style in about five minutes.
> An attack of infantry was then made from the same point on Colonel Carlin, and as their lines presented the same advantage, Captain Carpenter again opened fire with such terrific effect that their yells of pain, terror, and anguish, as our shells exploded in their dense ranks, could be distinctly heard where we stood. So well was the battery served that their attack ceased, and darkness closed the conflict.
> We slept on our arms without fires, prepared for the battle which we well knew would open on the morrow. During the night we discovered what appeared to me to be a continued movement of troops, which led me to believe that the enemy were massing troops on our right, which information I had the honor to report to my immediate superior, Brigadier-General Davis.
> As soon as day dawned I examined the line of battle, and, as I had no supports, placed three pieces in battery on my left, and pointed out to Brigadier-General Sill the weakness of the line at this point, and requested him to order up some regiments of his brigade, held in reserve, to strengthen his right and protect my left, feeling certain that the enemy meditated an attack, and that it would be made at that place. He agreed with me, and immediately ordered up two regiments, which remained there but a short time, and then resumed their former positions as reserves. Deeming the knowledge of this fact of paramount importance, I dispatched a staff officer to Brigadier-General Davis to give him the information. Afterward the general informed me that I must hold the position as best I could, for he had no supports to send me.
> Almost simultaneously with the withdrawal of the reserves ordered up by Brigadier-General Sill, the enemy made their attack in five heavy lines, and we were immediately engaged. Captain Carpenter's battery opened with terrific effect with grape and canister, and they were mowed down as grass beneath the sickle, while the infantry poured in a well-directed and very destructive fire. Sheltered by the rail fence, they were partially protected, and fired with the coolness of veterans.
> As soon as the battle became general, the Twenty-fourth Wisconsin, which joined my left, gave way, leaving my battery and left flank exposed to an enfilading fire. I finally succeeded in rallying them as a reserve. At this moment the right of Brigadier-General Sill's brigade commenced to swing to the rear, and Colonel Carlin's was discovered falling steadily back.
> I then received orders to take position to the rear, some 300 yards, in the belt of timber. I informed the staff officer who brought the order that we could maintain our position if supported. He said the order was peremptory, and I hastened to execute it, but not until I was flanked both on the right and left. The brigade moved to the rear in good order, and halted on the new line; but the right and left continuing the march, and being severely pressed, we made a vigorous charge and drove the enemy back in our front, and, strange to say, not only carried our point, but swung the enemy's lines upon right and left with it.
> Had we been supported here, they would have been routed; as it was, we regained our position occupied when the battle opened, but could hold it but a moment, when we were forced to yield to superior numbers, and steadily fell back to the ground from which the charge was first made. From this point we charged a second time, compelling the enemy to yield ground, but our ammunition beginning to fail, and no wagons to be found from which to replenish the stock, the brigade was ordered to hold its position as best it could, and, if pressed too hard, to fall steadily back until the battery could be got into position to protect their movement across the cotton-field. I placed the battery in position, and gave the officer in command (Sergeant German) directions where to fire, pointing out to him the position of the brigade, and what he was required to do.
> The ammunition of the regiments now entirely failing, and a perfect rout appearing to have taken place, the brigade fell back to the ground occupied by them on the morning of Tuesday. At this time the whole wing was in the utmost confusion, and I used every endeavor to rally and organize them, but without avail. There seemed to be no fear, no panic, but a stolid indifference, which was unaccountable. Officers and men passed to the rear; no words or exhortation could prevent them. In three different positions I used every exertion to reform our lines, but it became impossible. Reaching the Murfreesborough pike, a stampede or panic commenced in the wagon-train, but, succeeding in getting a regiment across the road, it was stopped, and, by a vigorous charge of cavalry, saved from the enemy.
> We were then placed in reserve to our division along the Murfrees-borough pike, and there waited in anxious expectation to make or repel attacks until the afternoon of Friday, when we were ordered to move in double-quick to the extreme left, to support the division which was being driven in by the enemy, and, although fatigued and worn out by exposure to the rain, without tents or blankets, for seven days, and want of sleep (two days of which time we had had nothing to eat but parched corn), the command, with yells of joy, rushed forward, and, after fording the river three times, pushed the enemy back with the greatest rapidity, the ground being covered with rebel dead and wounded. We went into position about 2 miles from the ford, and on the extreme left. During the night we threw up an abatis of rails, and laid on our arms, without fires, in a drenching rain.
> The next morning (Saturday, January 3) we expected an attack, but none occurred during the day. That night we changed position to the right again, nothing but picket skirmishing having occurred during the day. When the morning of Saturday passed without an attack, I became satisfied in my own mind that the enemy were evacuating Murfreesborough, and so expressed it.
> I cannot speak in too high terms of the gallant conduct of the officers and men under my command. If indomitable daring, cool courage, and invincible bravery in the midst of the turmoil of such a battle, when all space seemed occupied by some deadly missile, amid carnage and noise, be any proof of heroism, they certainly possess it. Many instances of personal daring and feats of individual prowess were visibly performed, but I must refer you to the reports of subordinate commanders for names and instances.
> To the officers and men of the Twenty-fifth and Thirty-fifth Illinois Regiments and Eighth Wisconsin Battery I owe especial thanks for the determined bravery and chivalric heroism they evinced throughout; and also to the officers and men of the Eighty-first Indiana, a new regiment, the first time under fire, who, with but a few exceptions, manfully fronted the storm of battle, and gave earnest proof of what may hereafter be expected of them.
> I desire to call the attention of the commanding officer to the gallant conduct of Lieutenant-Colonel Chandler, commanding the Thirty-fifth Illinois, whose cool, steady courage, admirable deportment, and skillful management evinced the soldier, true and tried, and who at all times proved himself worthy of the trust he holds. Major McIlwain, of the same regiment, I cannot praise too much; his good management and skillful handling of the skirmishers, of which he was in charge, elicited encomiums of well-merited compliment--at all times cool, determined, and persevering. Lieutenant-Colonel Timberlake and Major Woodbury, of the Eighty-first Indiana, displayed manly courage, and held their regiment firm and steady under heavy fire; for officers young in the service their efforts are worthy of imitation. Capt. W. Taggart, who succeeded to the command of the Twenty-fifth Illinois Regiment, behaved as a soldier should, everywhere efficient, and ever ready to execute orders. First Sergeant German, of the Eighth Wisconsin Battery, merits much praise for the cool, skillful, and determined manner in which he served his battery after he succeeded to the command.
> To my staff, Capt. George Austin, acting assistant adjutant-general; Capt. A. C. Keys, Lieut. C. P. Ford, Lieut. John F. Isom, Lieut. William R. McChesney, and Lieut. H. S. Park, I owe especial thanks for the manner they served upon the field, carrying my orders, wherever required, through a storm of shot, shells, and bullets, regardless of all save the performance of their duty.
> During the conflict it became necessary, in the absence of staff officers on duty, to make use of orderlies to supply their places. In connection herewith I take great pleasure in testifying to the brave conduct of Orderlies A. T. Greeman and Abijah Lee, on my escort.
> Amid the glorious results of a battle won, it gives me pain to record the names of the gallant men who offered up their lives on the altar of their country; but we must drop the tear of sorrow over their resting-place, and offer our heartfelt sympathies to their relatives and friends, trusting that God will care for them and soothe their afflictions. And while we remember the noble dead, let us pay a tribute of respect to the gallant Col. T. D. Williams, Twenty-fifth Illinois Regiment, who died in the performance of his duty. He fell with his regimental colors in his hands, exclaiming, "We will plant it here, boys, and rally the old Twenty-fifth around it, and here we will die." Such conduct is above all praise, and words can paint no eulogium worthy of the subject. And here let me call the attention to the conduct of Captain Carpenter, of the Eighth Wisconsin Battery, who fell gallantly serving his guns until the enemy were within a few yards of their muzzles. He died as a soldier would wish to die, with his face to the foe, in the smoke and din of battle.
> The casualties of the command are small in comparison to the fire they received and the service done.
> The Thirty-fifth Illinois lost 2 commissioned officers wounded, 8 privates killed, 49 wounded, and 32 missing; the Twenty-fifth Illinois, 1 commissioned officer killed and 3 wounded, 14 privates killed, 69 wounded, and 35 missing; the Eighty-first Indiana, 2 commissioned officers killed, 2 wounded, and 1 missing, 3 privates killed, 40 wounded, and 39 missing; the Eighth Wisconsin Battery, 1 commissioned officer killed, 4 privates wounded, and 19 missing. Total, 4 commissioned officers killed, 7 wounded, and 1 missing; 25 privates killed, 162 wounded, and 125 missing. Aggregate killed, wounded, and missing, 324.
> I hope a portion of those missing may yet return, as all cannot have been made prisoners.

> I have the honor to submit the above report to your consideration, and remain, dear sir, yours, most respectfully,
> W. E. WOODRUFF,
> Colonel, Commanding Third Brigade.

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