direction General Davies had taken. "One remarked in passing, with an ominous look and shake of his head, 'You had better be getting out of here,' which was not a very comforting suggestion to those who had no orders to 'get out of here' or where to get to. It was very evident that something was wrong, and that matters were getting serious. Wagon and ambulance drivers, surgeons and their attendants, contrabands with their led horses--in short, all of us--were like a covey of startled quails, their heads up, aware of danger, but not knowing which way to fly. We could not very well show fight, for a charge by a wagon train would be almost as great a novelty as General Kilpatrick's attacking gun-boats with cavalry, which he actually did last summer on the Rappahannock, and destroyed them, too. But we, not at all envious, were glad to receive orders to retrace our steps; for nothing is so uncomfortable for a soldier as to hear firing in his rear. We were proceeding leisurely and in good order, when an orderly rode rapidly up to our front and turned us off on a by-road through the woods, with an injunction to move rapidly and come out on the main pike near Gainesville. Away we went in the direction of Thoroughfare Gap, the wagons banging and bouncing over stones and stumps, through streams and mud-holes, as we followed the sinuosities of a narrow wood-road which finally led into the open fields. Here I felt like crying and laughing both--crying with rage at what I then considered our disgraceful retreat; but when I afterwards learned what odds we were contending against, I was satisfied that the best generalship was displayed in rapid retreat. And gravity itself would have laughed at the figure we cut. Contrabands and camp followers were careering by in all states of panic. Many had lost their hats in coming through the woods, and it seemed in some cases now that their wool fairly stood upon end, while they, rolling their eyes over their shoulders in the direction of the enemy, exhibited only their whites to the observer in front. Here might be seen an unfortunate darkie hauling on a stubborn mule that with its wonted perversity wanted to turn around and run the other way; there a man trying to raise a horse that had fallen with him; while 'Git up, dar; git up, I tell yer,' resounded from every side. Some poor mules and some led horses fairly got frantic, for what with the beating they received, and with tin kettles rattling and captured chickens cackling between their legs, it was enough to distract any brute; so they kicked and floundered till they burst their girths, and galloped away rejoicing in their freedom. But the comic was soon lost in the tragic. The pursuing enemy was now closing upon us from all sides. The rear guard, which