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HEADQUARTERS CAVALRY BRIGADE,Corinth, May 16, 1863.

CAPTAIN: I have the honor to submit for consideration the following report of the transactions of the cavalry brigade which I had the honor to command on the recent expeditions in which it was engaged: On the receipt of news from Glendale, and in pursuance of instructions from Headquarters District of Corinth, Department of the Tennessee, this command, consisting at that time of the Tenth Missouri Cavalry, Lieutenant-Colonel Bowen, and the Fifteenth Illinois Cavalry, Major Gilbert, proceeded, on Tuesday, April 14, to the above place, to assist in repelling the enemy, who was said to be making an attempt upon that post. On our arrival there, we found that the enemy, variously estimated as to strength, had been repelled, and that the First Alabama Cavalry, under Captain "<, had started in pursuit. I, with my command, determined to start also in pursuit. At Glendale we were joined by the Ninth Illinois Mounted Infantry, commanded by Lieutenant Colonel J. J. Phillips, who reported to me, and joined in the chase.

We drove the enemy through and beyond Burnsville, overtaking at this place the First Alabama Cavalry, where we left them, under orders to repair a bridge over Yellow Creek, and guard a forage train that was expected to arrive at that point during the night. The balance of the command pushed on in close pursuit after the flying rebels, pausing only at nightfall, and going into camp about 4 miles west of Iuka.

It might not be improper here to remark that but for the fact that the almost impassable condition of the roads at some points prevented the moving as fast as desirable of the howitzers attached to the Tenth Missouri Cavalry, we would have come up with the enemy's force on that day, and driven him to or beyond Great Bear Creek.

On the following day (Wednesday, the 15th) we moved through Iuka, to Cook's farm, on the Memphis and Charleston Railroad, and went into camp, to await orders. About 10 o'clock that night we were joined by the First Alabama Cavalry. On the afternoon of Thursday, the 16th, the whole of the command of Brigadier General G. M. Dodge came up and encamped on the same plantation. In pursuance of orders, the next morning, being Friday, the 17th, the whole command moved from its encampment and proceeded to Great Bear Creek, this brigade leading the advance. At the creek a halt was made, and, after some shelling of the opposite shore, the cavalry were ordered to ford, which was immediately done, and with alacrity. The Ninth Illinois Mounted Infantry still formed a portion of the cavalry brigade, which, at this time, consisted of the Tenth Missouri Cavalry, the First Alabama Cavalry, the Fifteenth Illinois Cavalry, and the Ninth Illinois Mounted Infantry, amounting, in all, to about 1,050 fighting men.

The creek was crossed without any opposition, our batteries still shelling the opposite side, and many of them falling amongst this command; but, fortunately, no one was hurt. I immediately started out on the road to Tuscumbia, having previously ordered two squadrons of the Tenth Missouri Cavalry and a company of the Ninth Illinois Mounted Infantry to take a road leading off to the left and north of the main road, to develop the enemy, should it turn out that he had taken that route, as some of his flying pickets had moved off in that direction. Deploying skirmishers on my right and left flanks, and throwing out vedettes to my front, I moved on rapidly toward Tuscumbia, and, at a distance of about 1 1/2 miles, my advanced skirmishers came up with a small squad of the enemy, and drove them on down the road for a distance of about 4 miles. The enemy frequently showed himself in line across the road directly in front of us, but always out of range for our rifles, until we arrived at Dickson, and a little beyond that point he engaged our advance guard; and, in order to gain time to close up my column, let down the fence, and deploy to the right and left of the road, I ordered Captain Tannrath, of the First Missouri Light Artillery, who had reported to me with a section of his battery, to open on them with shell, which he did, with good execution. Here Lieutenant N. B. Klaine, of the Tenth Missouri Cavalry, was hit in the neck by a glancing ball, but very slightly hurt. Several of the rebel force were wounded at this point, and one of them, left upon the field, was found by us, severely wounded in the leg by a shell. He afterward died.

After a few rounds from the battery, the enemy hastily retired, closely pursued by us, until he reached Buzzard Roost, where he reformed across the road, his right and left flanks extending into the woods, and his left flank was massed in considerable force. Here we threw a few shell and scattered his left flank into the woods. I ordered Lieutenant-Colonel Phillips to dismount and deploy his command to the left of the road as skirmishers, to dislodge the enemy's right. Great praise is due to Lieutenant-Colonel Phillips for the manner in which he executed this order, he himself acting with commendable coolness and courage, and his officers and men exhibiting all the characteristics of true bravery. They advanced to within short musket-range of the enemy, and, by their cool and deliberate firing, succeeded in driving him on. He was immediately pursued by the cavalry, with slight skirmishes, beyond Barton Station, and on to within a short distance of Caney Creek, where the command halted in a clover field to rest our animals and men. In the mean time the two squadrons of the Tenth Missouri Cavalry, commanded by Captain P. Naughton and Lieutenant H. C. McCullough, and the company of mounted infantry under Lieutenant R. B.. Patterson, proceeded by the route already indicated, and came upon a force of the enemy, and drove them to and beyond what was said to be the camp of the rebel Colonel Roddey, whose force then was estimated at about 600 men. In driving them, owing to the greater distance they had to make, they forced them out on to the main road and into our rear. Here an unfortunate affair occurred, which, as it could not be helped, can only be deplored. Just after the skirmish at Buzzard Roost, Captain Tannrath reported to me that he was out of ammunition. I directed him to send back word for his caissons to come up with a supply, and in the mean time for the guns to fall to the rear, to keep them from being in the way of the cavalry, intending that he should move immediately in the rear of the column. Either owing to the misunderstanding of my order or to the fatigue of the horses, the guns, instead of following up directly behind, fell to the rear, to the distance of nearly 2 miles, and when the flying rebels that were being driven by Captain Naughton's command came upon them, the guns, which were under the charge of Lieutenant [J. F.] Brunner, of the battery, were charged, and after all the resistance that could be opposed to them by a company of the Ninth Illinois, which had been ordered to guard them, they were taken, together with the most of the guns support. The whole number of men lost by us here amounted to 43, including Lieutenant Edward Krebs, who commanded the company guarding the pieces.

While my animals and men were resting as already stated, word came to me of the attack upon our rear and the taking of the guns. I immediately ordered the First Alabama Cavalry, Captain Cameron, to move down the road to our rear and attack the rebels, and recapture, if possible, the guns. Ordering the Fifteenth Illinois Cavalry, Major Gilbert, and Captain Bruns' squadron of the Tenth Missouri Cavalry to follow, and leaving Lieutenant-Colonel Phillips' command and the remainder of the Tenth Missouri Cavalry, under Lieutenant-Colonel Bowen, to protect the front, I moved out on the road, and soon came in sight of the enemy, with the two guns, when I ordered a charge by the First Alabama Cavalry, which, I am sorry to say, was not obeyed with the alacrity it should have been. After charging to within short musketrange of the enemy, they halted for some cause I cannot account for, and the enemy escaped to the woods with one of the pieces and limber of the other, it having been previously thrown down the railroad excavation. Here Captain Cameron was killed, and a private of the Tenth Missouri Cavalry and one of the First Alabama Cavalry, but not until after they had desisted from the charge, when the enemy turned and poured a perfect hail of lead into our ranks. About this time 6 men of the Tenth Missouri, that I had stationed, by order of General Dodge, to guard the house of one Mr. Goodloe, were taken by the enemy. The enemy, having fled to the woods, kept up such a constant fire upon us that I ordered Captain Bruns, with his squadron and the Fifteenth Illinois Cavalry, into a field, with instructions to move toward the edge of the woods, and return the fire. I also ordered the howitzer squadron into the same field to shell the woods, which was done with great credit to the officers and men, doing fine execution. In order to prevent any movement of the rebels from dividing my command, as they outnumbered us nearly three to one, I ordered that portion of my command which I had left on the front to close in on the balance, and moved back down the road nearly a mile, so placing the enemy once more on my front. Here I halted, and ordered my command to move into a field in column of squadrons. This had hardly been accomplished when the enemy was seen in line of battle on the brow of a hill about a mile distant from us, and moving toward us. I at once ordered out my force into a field immediately to the east of the one occupied by us, with orders to form and wait the demonstrations of the enemy. Here allow me to say that it has been erroneously reported that at this juncture I sent back for re-enforcements. I did not do so, for at no time did I feel that my force was inadequate to beat the rebels, and, on the contrary, I had the fullest confidence in my officers and men, and felt that I could hold my ground, and even drive the enemy with them should I choose to do so.

At this juncture of affairs, Colonel Bane arrived with a portion of his brigade, when I requested him to order Captain Welker, First Missouri Light Artillery, to open on the rebels with a section of his battery, my own guns being of too short range to reach them. While getting his guns into position, Captain Welker's movements must have been observed by the enemy, for he immediately began to move to the right and left. A portion of my command immediately charged them and drove them to their usual shelter - the woods. All my command was moved simultaneously toward the enemy, the mounted infantry on the north side of the railroad and the cavalry on the south side. Here a brisk firing was kept up by musketry on both sides, until I ordered the mountain howitzers to move up in range and shell the brush, which was obeyed promptly, and I had the satisfaction of seeing the enemy's fire slacken and in a few minutes quit altogether. Moving my command still farther to the east, and facing the enemy, I consulted with Colonel Bane for a few moments, and it was decided to fall back beyond a slight hill to our rear, so as to conceal our force, leaving the Ninth Illinois Mounted Infantry and a regiment of Colonel Bane's command concealed in ambush, the former on the north side of the railroad, and the latter in the woods lately occupied by the enemy, on the south side. At the same time the artillery, consisting of Welker's and Richardson's batteries, with their horses concealed behind the hill, was to be placed in battery just on its brow. At this time, and while the preliminaries were being arranged, the enemy opened on us with a piece of artillery. However, the arrangements agreed on were carried out, and in about half an hour, after all had settled down in quietness, the enemy made an attempt to move toward us, when the two infantry regiments, which had been left concealed, opened on them, emptying many saddles and driving them in dismay. Night was now coming on, when we were joined by the balance of General Dodge's command, and went into camp for the night, the two regiments of infantry already spoken of remaining in their concealment all night.

The casualties happening to my command were very few. Our killed were Captain [James C.] Cameron and 2 privates. In the unfortunate matter of the capture of the guns, we lost 45, taken prisoners, including Lieutenant Krebs, commanding the guard. The loss of the enemy was heavy, but I have no official means of getting at the exact number.

On Saturday, April 18, in pursuance of instructions from General Dodge, my command was moved out toward Caney Creek, but did not proceed beyond the clover-field mentioned in the report of the transactions of the day before, and, after halting a short time, I received orders to fall back to Bear Creek, which I did, reaching that place and going into camp about nightfall.

On the following day, Sunday, 19th, on the receipt of orders from headquarters, I started with my command, now reduced by the loss of the First Alabama Cavalry, which had been ordered to report to Colonel Bane, and Captain Ford's squadron, of the Fifteenth Illinois Cavalry, which was doing orderly duty for General Dodge, and, taking a guide, moved by an unfrequented road around to Buzzard Roost Creek, hoping by this means to take the enemy in the rear. Owing, however, to the high stage of water in the creek, I was not able to cross it at the point desired, and by that means I emerged from the woods directly in the enemy's front, and near the Widow Barton's plantation. Here, in a field and in the road, the enemy were drawn up to receive us. I sent forward the Fifteenth Illinois Cavalry, Major F. T. Gilbert, to skirmish with the enemy, and ordered Lieutenant-Colonel Phillips to dismount his command and deploy to the right and left as skirmishers, supporting him on the left by the Tenth Missouri Cavalry, Lieutenant-Colonel Bowen, at the same time directing Major Gilbert to move gradually to the right, to support him on that flank. We gradually moved on the enemy, driving him to Buzzard Roost, and on the summit of the hill he made a halt. I at once ordered all hands to charge, which was done with a yell, the enemy retiring even more rapidly than we advanced. He again showed himself in line at the edge of a wood, nearly a mile distant. Here I ordered a halt, and after several ineffectual attempts to draw him out, I concluded to fall back to camp. On our way back, we found the dead bodies of 5 rebels, lying at the place of our first encounter. We also captured a prisoner, the bearer of dispatches.

On Monday, the 20th, my command lay all day in camp at Bear Creek.

On this day, the Seventh Regiment of Kansas Cavalry reported at my headquarters for duty.

Tuesday and Wednesday, the 21st and 22nd, we remained in camp awaiting orders. On Tuesday, the Ninth Illinois Mounted Infantry was taken from our command.

On Thursday, the 23rd, this brigade, with the whole of the command, moved from our camp at Great Bear Creek, and marched toward Tuscumbia, taking the advance, and driving small squads of the enemy before us, until about 1 p. m., when we went into camp, by order, about 2 miles west of Little Bear Creek, where we lay all night.

On Friday, the 24th, still taking the lead of the main force, we moved off toward Tuscumbia, until within about a half a mile from the ford on Little Bear Creek, when, by order of General Sweeny, we moved off to the right and south of the main road, and took a by-road, which led across an upper ford and into the Frankfort road, with instructions to march by that route on Tuscumbia, the Fifteenth Illinois Cavalry and two squadrons of the Seventh Kansas proceeding, by the main route, in advance of the main column. Owing to the difficult nature of the road and the greater distance traveled, my command did not reach Tuscumbia until after the infantry and the main body of our force. Here I received instructions to move on through the town, taking with me the two squadrons of the Seventh Kansas that had preceded the command, and pursue the enemy toward the east, the Fifteenth Illinois Cavalry having gone, with the Ninth Illinois Mounted Infantry, toward Florence. I was also instructed to destroy as much of the railroad as possible, and return by night. In pursuance of the above orders, with my command, consisting at this time of the Seventh Kansas and tenth Missouri Cavalry, numbering in all about 800 men, I moved out toward Leighton, on the Memphis and Charleston Railroad. About 1 mile from Tuscumbia we came upon the enemy's trail, and distinctly saw traces of artillery. Moving on rapidly in pursuit, following the trail across several plantations until about 4 miles east of Tuscumbia, we struck the enemy himself. He rapidly retired, we pursuing. I here deployed the Seventh Kansas, under Lieutenant-Colonel Herrick, to the left of the road, dismounting his revolving-rifle squadrons as skirmishers, and the Tenth Missouri, with the exception of the howitzer and three other squadrons, to the right, in line of battle, under Lieutenant-Colonel Bowen. These last-named squadrons I kept in the center, under my own immediate command, to use, when occasion required, as chargers.

The enemy retired a distance of about a mile, toward Leighton, and here, on the edge of a wood, to the right of the road, he had placed a piece of artillery, which opened on us the moment we got in range, his line of battle extending some distance to the right and left. At this juncture I ordered my left to move on through and around the woods on the left of the road that lay between it and the enemy, which was obeyed with alacrity; perceiving which, the rebels, after a few rounds of musketry from us, retired. About a mile from this point, they reformed across the road, and opened on us with musketry and several pieces of artillery. I moved up the mountain howitzers close enough to give them range, and opened with shell and case-shot upon their battery, my right and left wings steadily advancing all the time. I soon had the satisfaction of seeing them draw off their artillery, just previous to which, however, a charge was made by a squadron on my left, belonging to the Seventh Kansas, around a clump of woods that partially concealed them from the enemy. The success of this charge was frustrated by the commanding officer, Captain L. H. Utt, receiving a severe wound in his foot from a shrapnel from one of the enemy's guns. After drawing off his artillery, he retired it a distance of about 500 yards, and, placing it behind some deserted negro quarters, again opened on us, with redoubled fury. Ordering a dismounted squadron of the Seventh Kansas and a squadron of the Tenth Missouri to support them, I moved my howitzers to the front, and opened a steady fire upon their battery, from a very short range, and soon succeeded in silencing every one of their guns. This artillery duel lasted from twenty to thirty minutes, and, in the mean time, my right flank was steadily approaching the enemy's line, and exchanging shots with it. While the cannonading was going on, a corporal of the Seventh Kansas was killed by a shell, and a corporal of the Tenth Missouri Cavalry was wounded severely in the foot. After the enemy ceased firing from his artillery, he rapidly withdrew it from the field, and retired from his position, on to within a short distance of Leighton, where he again formed, many of his men massed in the road, and his wings extending far to the right and left. Here a charge was made by my right wing upon the enemy's line, which was formed in a field immediately behind a fence. They charged up close to the enemy and within short pistol-range, and succeeded in driving and wounding several of them.

In this charge Lieutenant John S. Hazard, of the Tenth Missouri Cavalry, was severely wounded in the left arm. In the mean time, on the road, our battery had approached to within range, and sent a few shell into the enemy's dense column on the road, putting it to a rapid retreat. From this on he retreated rapidly, moving through Leighton in apparent dismay. At this place I learned the approximate force of his command. It consisted of Forrest's, Roddey's, Baxter's, and [W. R.] Julian's commands, amounting, as I am informed, to about 3,500 men. The enemy did not pause until about 4 miles east of Leighton, where he formed in line of battle at the extreme eastern edge of an immense plain, some 2 miles square. Here his line of battle seemed to extend from horizon to horizon. It having now approached toward sunset, and the enemy in full sight, I did not deem it prudent to return to Tuscumbia, but sent back a message to General T. W. Sweeny, stating my position and asking for re-enforcements and some heavier artillery, and, placing my pickets, went into camp for the night, the men sleeping on their arms.

At early daybreak next morning (Saturday, the 25th), a portion of the Ninth Illinois Mounted Infantry, Colonel Mersy, came up to us with orders for us to fall back at once to Tuscumbia, which order I obeyed, reaching there about 10 a. m. Here we remained in camp until the following day (Sunday, the 26th), when, in pursuance of orders, with the Tenth Missouri and Seventh Kansas, I proceeded to Bainbridge, on the Tennessee River, with orders to destroy any means of crossing that stream that I should find. Nothing of this kind, however, was found, and we returned to Tuscumbia, reaching there just after nightfall.

On Monday, the 27th, taking the advance of the main force, we marched from Tuscumbia to Town Creek, our advance guard skirmishing with the enemy at that point. Arriving on the clear field on the bank of the creek, I formed my command in line of battle, and slowly approached its edge, and went into camp along a line of fence close to it. I was compelled, however, to withdraw from that camp and fall back, as the enemy opened on us with their artillery, throwing shell amongst us.

On the following day (Tuesday, the 28th), nothing was done by my command except to send scouting parties in various directions; and on Wednesday, the 29th, sending out two squadrons of the Seventh Kansas to the north, and the Fifteenth Illinois to the south, to destroy all the forage that could be found, and covering the return march of the main ody, we moved toward Corinth. That night we encamped at Little Bear Creek.

Thursday and Friday, the 30th of April and 1st of May, were occupied in marching as far as Burnsville, where I received orders to take ten days' rations and march the following day from that point toward Tupelo, for the purpose of forming a junction with Colonel Hatch, who, it was supposed, would meet us at that point. Here four companies of the Ninth Illinois Mounted Infantry were added to my command, which, with the addition, amounted to about 900 effective men. On Saturday we started on the march to Tupelo, which place we reached on the following Tuesday, passing through Jacinto, Booneville, Cartersville, Baldwyn, and Guntown, frequently skirmishing with the enemy's scouting parties.

As already stated, we arrived at Tupelo on Tuesday, May 5, and here we fought the best contested fight of the whole expedition. Just before entering the town of Tupelo, and to the east of the railroad, it is necessary to cross a dense and almost impassable swamp, on the western edge of which runs Old Town Creek. We had almost reached the western edge, and were approaching, as well as the nature of the swamp would permit, the bridge over this creek, when the enemy, entirely unseen by us, opened upon us with musketry. I immediately threw out to my right and left several squadrons of the Tenth Missouri, who succeeded in dislodging the enemy, and securing an easy passage of the bridge for the balance of the command. Still keeping my skirmishers out to my right and left, and an advance guard in the front, I moved down a lane to the left and south of the town, and massed my command in an open field, about 600 yards from the southern border of Tupelo. Here word was brought me from one of my skirmishing squadrons that the enemy were drawn up in line on their front, to the number of 600. I ordered two squadrons of the Seventh Kansas, that were armed with Colt's revolving rifles, to dismount and attack them on foot, supporting them with two squadrons of the Tenth Missouri (mounted), under Lieutenant-Colonel Bowen, with orders to charge with the saber as soon as the enemy's line should break. This order, I am proud to say, was well obeyed and gallantly executed by both the mounted and dismounted soldiers, for the enemy retired, and for a few minutes all was silent along the lines. In about half an hour from the first attack, sharp firing was heard on my front, and the enemy was advancing toward us with yells. I immediately moved my whole force to the rear and west of the village, and, placing my mountain howitzers upon the brow of a hill, I sent forward all the cavalry except one squadron of the Fifteenth Illinois, which I ordered to dismount and support the battery. Lieutenant-Colonel Phillips, commanding the Ninth Illinois Mounted Infantry, having been detailed for that purpose early in the morning, acted as the rear guard and guard for the train, and, knowing that the rear was in such good hands, I felt no anxiety on that account; and this important trust was well sustained. As soon as my front had become fully engaged with the enemy, who fought with considerable determination, I ordered the battery to shell the woods from which the enemy was emerging. This fire was effective, and from that moment the battle became general. At one time two regiments of mounted infantry, commanded by the rebel General Ruggles, forced their way between my fighting column and my reserve, but were suddenly induced to retire much more rapidly than they came. My left at one time fell back toward the battery, which then poured charge after charge of canister into the rebel ranks, with considerable effect, forcing them to retreat, rapidly followed by the cavalry.

The enemy had scarcely begun to waver when his whole force fled in dismay, throwing away their arms, coats, and hats.

Our loss amounted to 1 killed, 5 wounded, and 3 missing.

We took from the enemy 81 prisoners, including 3 commissioned officers. On the field, the scene of the battle, immense quantities of arms, coats, and blankets were found and destroyed by us. I had no means of ascertaining the enemy's loss in killed and wounded, but from the evidence of the battle-field it must have been heavy.

His force consisted of [W. M.] Inge's command, 400 strong, [C. R.] Barteau's Second [Twenty-second] Tennessee Cavalry, 600 strong, and [J. F.] Smith's command, 1,000 strong. These were commanded by General Gholson. Also two regiments of mounted infantry and a number of irregular conscripts, commanded by General Ruggles, which made the enemy's force amount to about 3,500 men. The whole fight, from the skirmishing in the swamp until the retreat of the enemy, lasted about two hours and a half.

That same night, after consultation with my field officers, and hearing no reliable news from Colonel Hatch, I started back toward Corinth, marching the whole of that night, all of the next day, and until a late hour at night, when I went into camp at Parson Yates' plantation.

On the morning of Thursday, the 7th, Major J. C. Smith, in command of the Fifth Ohio Cavalry, met us with orders to return immediately to Corinth. That night we encamped at Booneville, and on the following day we reached Corinth, having been almost constantly in the saddle twenty-five days. The fruits of our expedition were 81 prisoners taken and about 600 head of horses and mules captured.

My officers and men are all entitled to great praise for their bravery and the unmurmuring patience with which they bore the fatigue, hardships, and privations of the march. My thanks are due to Lieutenant-Colonel Bowen, Lieutenant-Colonel Phillips, Lieutenant-Colonel Herrick, Major Gilbert, Major Benteen, and Major Lusk for their able and gallant assistance. Of the rest of the officers I must say that they all acted like heroes, and it would be invidious to name any of them in preference to others.

I remain, your obedient servant,

FLORENCE M. CORNYN,

Colonel Tenth Missouri Cavalry, Commanding Cavalry Brigade.

Captain GEORGE E. SPENCER, Assistant Adjutant-General.