In March _Badajoz_ was invested for the third time, and the first battalion formed part of the covering army under Lieut.-General Sir Rowland Hill[27] at the successful siege of this important fortress, which was taken by the British on the night of the 6th of April. The battalion afterwards continued with the division in all its various movements from the frontiers of Portugal to the Spanish capital. The victory gained at _Salamanca_ on the 22nd of July by the army under the immediate command of the Earl of Wellington, for which he was raised to the title of Marquis, was followed by the surrender of Madrid to the allies, who entered that city on the 12th of August, and were joyfully received by the inhabitants. The situation of the British commander at Madrid was critical; and it being deemed impracticable to remain there, the Marquis of Wellington on the 1st of September departed from that city, and advanced to Burgos; but the siege of the castle at that place was not successful, and a retrograde movement was made in order to unite with the troops under Lieut.-General Sir Rowland Hill, information having been received that Marshal Soult and King Joseph, with their combined forces, were advancing from Valencia, and that their advanced guard was in the neighbourhood of Ocanna, and moving on Madrid. Lieut.-General Hill, at the approach of Marshal Soult, abandoned that city, and retired slowly towards Salamanca. On the retreat from Madrid to the Tormes, the first battalion formed part of the rear-guard of the army; here the battalion rejoined the second division, and continued the march by Salamanca until its arrival at Coria on the 1st of December 1812, where it remained for the winter. [Sidenote: 2nd Batt.] The second battalion, upon its arrival in England in February 1812, was stationed at Weymouth until October following, when it proceeded to Exeter, but returned to Weymouth in December. [Sidenote: 1813. 1st Batt.] Shortly after the arrival of the first battalion at Coria, the THIRTY-NINTH sustained the loss of a most gallant and distinguished officer in Colonel George Wilson, who died on the 6th of January 1813. This officer had served in the regiment upwards of twenty-nine years, and was at the period of his decease aide-de-camp to His Majesty King George III., lieut.-colonel of the second battalion, colonel on the staff of the army, and commanding the brigade to which the first battalion was attached.[28]