Brig. Gen. George F. McGinnis, U. S. Army, commanding First Brigade.
HDQRS. FIRST BRIG., TWELFTH DIV., THIRTEENTH A. C.,
Champion's Hill, Miss., May 19, 1863.

SIR: I have the honor to submit the following report of the part taken by the First Brigade in the battle of Champion's Hill, Miss., on the 16th instant:

We left our encampment, near Bolton, at 7 a.m. on the 16th instant, and moved toward Edwards Depot, at which point the enemy were supposed to be in force. Receiving an order from Brigadier-General Hovey to advance rapidly and cautiously (a portion of Company C, First Indiana Cavalry, being ordered to the front by General Hovey, with instructions to scour the country and report any appearance of an enemy), I ordered forward three companies of the Twenty-fourth Indiana Infantry as an advance guard, and deployed two companies of the Forty-sixth Indiana Infantry as flankers on either side of the road. After advancing about 5 miles and arriving near the foot of Champion's Hill, I was informed by the cavalry advance that they had discovered one of the enemy's batteries in position on the road, and about 800 yards in front of us. My command was immediately halted and formed in line of battle, skirmishers thrown out in front and on both flanks, and a messenger dispatched to inform General Hovey of the position of affairs.

After halting some time and seeing no signs of the enemy, and fearing that there might be some mistake in regard to the battery, I determined to satisfy myself by personal observation, and under direction of Sergt. David Wilsey, of Company C, First Indiana Cavalry, who had been in the advance, moved up the road some 600 yards, to a point from which could be distinctly seen one section of artillery. Several of the cavalry occupied a position in the neighborhood, and informed me that they had fired several shots at the battery without exciting a reply.

Being satisfied, I returned to my command. In a short time our cavalry began to fall back slowly, and in the course of an hour I received orders from General Hovey to advance my line and feel the enemy. The order to advance was given, and almost immediately sharp and rapid firing was commenced between the skirmishers. When the order to advance was given, the Thirty-fourth Indiana was in reserve.

The whole line having advanced about 500 yards, the rebel battery opened upon us with volley after volley of grape and canister. The men were ordered to lie down until we had time to inform ourselves more accurately in regard to the enemy's position and the nature of the ground over which we had to move. The positions occupied by the different regiments of my command were as follows.: Eleventh Indiana on the left of the road, the Twenty-ninth Wisconsin on the right of the road, and the Twenty-fourth Indiana on the right of the Twenty-ninth Wisconsin. The Forty-sixth Indiana, which had commenced the movement in line of battle with the balance of the command, owing to the unevenness of the ground over which we moved, had been crowded clear out of its position and in rear of the line. I directed Colonel Bringhurst to hold his right in reserve, to support the Eleventh and Twenty-ninth. The Thirty-fourth Indiana was yet in reserve, supporting the right wing. The rebel battery was immediately in front of the right of the Eleventh Indiana and the left of the Twenty-ninth Wisconsin.

After a short halt, another advance was ordered. The whole line moved forward, with bayonets fixed, slowly, cautiously, and in excellent order, and when within about 75 yards of the battery every gun was opened upon us and every man went to the ground. As soon as the volley of grape and canister had passed over us, the order was given to charge, when the whole line moved forward as one man, and so suddenly and apparently so unexpected to the rebels was the movement, that, after a desperate conflict of five minutes, in which bayonets and butts of muskets were freely used, the battery of four guns was in our possession, and a whole brigade in support was fleeing before us, and a large number of them taken prisoners. The Forty-sixth Indiana was immediately ordered upon the left; they moved up in gallant style, double-quick, and, almost before they knew it, had driven the rebels from a three-gun battery in their immediate front.

The rebels were driven about 600 yards, when, being strongly re-enforced, they turned upon us and made a most determined stand. At this point occurred one of the most obstinate and murderous conflicts of the war. For half an hour each side took their turn in driving and being driven. Seeing that we were largely outnumbered, having every confidence in the valor of the First Brigade, and yet fearing they would be overwhelmed, I started messengers to General Hovey, informing him of the state of affairs and asking for assistance. I at the same time 4 ordered the captured artillery to be hauled off by hand. Two pieces were thus hauled off, and others spiked, so as to render them useless to the enemy in case they should recapture them.

With the consent of General Hovey, I had ordered up one section of the Sixteenth Ohio Battery, under Capt. J. A. Mitchell, who asked, as an especial favor, that he might be permitted to put it into position. He advanced well to the front, and after pouring a few effective shots into the enemy, he saw that his pieces were in danger of being captured should he remain longer in that position, when he gave the command, "limber to the rear," which was his last order, as at that moment he received a mortal wound, from the effects of which he died in a few hours. He fell at his post, nobly and gallantly performing his duty.

In the mean time the contest went on. In reply to my third message for assistance, I was informed that a brigade would be sent to us soon; it was fifteen minutes behind time, but was being urged forward as rapidly as possible.

Frequent messengers had been sent for the Thirty-fourth Indiana, but it could not be found, having been ordered, without my knowledge, to occupy and hold a certain position, and had been constantly engaged from the beginning of the general engagement doing most gallant service. Having driven the enemy before us, and fought over the same ground three different times, after having been engaged in a continual conflict for nearly three hours, our ammunition being nearly exhausted, many of the men being entirely out, having fired 80 rounds, and relying upon what they could get from the boxes of the dead and wounded, and being overwhelmed by numbers, the First Brigade began to fall back, not in disorder and confusion, but in good order, step by step, contesting every inch of ground. As we neared the ground upon which the batteries had been captured, and from which the enemy had been driven in the morning, just as it appeared to every one that the guns would again fall into the hands of the rebels, we were greeted by the shouts of the long-promised re-enforcements, and one brigade, under command of Colonel Boomer, came looming over the hill, immediately followed by another, under command of Colonel Holmes, of the Tenth Missouri. They passed down the line to the front and went gallantly into action.

The rebel advance was momentarily checked, but they came down upon us in such immense numbers that in a short time the whole line, re-enforcements and all, were compelled to give ground. Soon, however, our artillery stationed on the right opened an enfilading fire upon the rebel masses, which effectually checked their progress, and in a short time they gave way and fled in much confusion, leaving our gallant troops in peaceable possession of the battle-ground.

The artillery that was captured in the morning was all left in our possession, and the victory was complete.

Were I to attempt to do justice to the daring, endurance, and gallant conduct of the officers and men of the First Brigade, I should fail. Their actions speak for them; in proof of which let facts be submitted.

The Twenty-fourth Indiana, although not engaged in an immediate charge upon a battery, was heavily engaged for over three hours against immense odds. Forty per cent. of the command were either killed or wounded. Among the wounded are Col. W. T. Spicely and Lieut. Col. R. F. Barter, who, while gallantly bearing the colors of his regiment, was severely wounded. Nine officers were wounded, and 1 (Captain Welman) was killed. The regiment went into the battle with an aggregate of 500 men. Their loss was 201.

The Thirty-fourth Indiana was detached from the brigade in the early part of the engagement, and appear to have fought on their own account during the day. They fought with, and completely annihilated, the Forty-sixth Alabama, making it so hot for them that their colonel (M. L. Woods)was compelled to surrender. He stated that his command consisted of over 300 men when he went into the battle, and that all had been killed or wounded except the 70 whom he surrendered, including the lieutenant-colonel, major, and 6 line officers. The brave Lieutenant-Colonel Swaim, who was in command of the regiment, and who had been in very feeble health for several days, was severely, it is feared mortally, wounded while cheering and encouraging his men in the performance of their duty.

Of the Eleventh and Forty-sixth Indiana and the Twenty-ninth Wisconsin it is unnecessary to speak further. The fact that they captured two batteries, driving the enemy before them, speaks more loudly in their praise than anything that I could say.

Of the noble and chivalrous Colonel Macauley, of the Eleventh, the brave and daring Lieutenant-Colonel Barter, of the Twenty-fourth, and the gallant Major Hancock, of the Twenty-ninth, all of whom were severely wounded in the thickest of the fight, nobly doing their duty; of Colonel Gill and Lieutenant-Colonel Greene, of the Twenty-ninth; Major Jones, of the Thirty-fourth; Colonel Spicely, of the Twenty-fourth; Lieutenant-Colonel Darnall, of the Eleventh; Colonel Bringhurst and Major Flory, of the Forty-sixth, too much cannot be said in praise. They are deserving of all honor for their endurance and bravery and the complete control which they exercised over their respective commands. To speak of the gallantry of many officers of the line would require too much time and space, and I leave that duty for their respective regimental commanders.

I regret that Col. R. A. Cameron, of the Thirty-fourth Indiana, in consequence of partial blindness, was wholly unable to take part in the battle, knowing that he would have given a good account of himself could he have been engaged.

Owing to the nature of the ground, which rendered it impossible for artillery to maneuver, the Second Ohio Battery was not engaged during the day, and but one section of the Sixteenth Ohio was brought into action.

Our total force engaged was 2,371. The per cent. of losses are as follows: Eleventh Indiana, 36 per cent.; Twenty-fourth Indiana, 40 per cent.; Thirty-fourth Indiana, 11 per cent.; Forty-sixth Indiana, 24 per cent.; and the Twenty-ninth Wisconsin, 23 per cent., making an average per cent. of the whole infantry force engaged 26-4/5.

The following is the loss of my brigade in killed, wounded, and missing:

I herewith transmit the reports of the regimental commanders, with their lists of killed, wounded, and missing.
Very respectfully, your obedient servant,

GEORGE F. McGINNIS.

Capt. JOHN E. PHILLIPS,
Asst. Adjt. Gen., Twelfth Division.

HDQRS. FIRST BRIG., TWELFTH DIV., THIRTEENTH A. C.,
Near Vicksburg, Miss., May 27, 1863.

SIR: In addition to my report of the part taken by the First Brigade in the battle of Champion's Hill, I would respectfully submit the following:

In obedience to an order, dated Headquarters Army in the Field, Champion's Hill, Miss., May 16, 1863, directing me to "remain with my brigade, and one from Crocker's division, in possession of the battlefield, to bury the dead of both sides, collect all arms and material, receive and guard all prisoners left behind, whether wounded or as nurses to wounded prisoners," I have the honor to report as follows:

Number of rebels buried 221
Number of rebel wounded paroled 455
Number of rebels paroled as nurses (advised by Surgeon Mills) 114
Number of rebel prisoners enrolled 1,097
Total 1,887

Arms and material were collected as follows:
Small-arms, serviceable 2,976
Small-arms, unserviceable 448
Total 3,424

12-pounder bronze howitzer 1
6-pounder iron smooth-bore gun 1
12-pounder iron howitzer 1
12-pounder bronzed smooth-bore guns 4
Caissons complete 7
Caissons without limbers 2
Rounds of artillery ammunition 832

In obedience to further orders from Headquarters Department of the Tennessee, dated Black River Bridge, May 17, 1863; also near Vicksburg, Miss., May 19, 1863, being informed by Surgeon [Madison] Mills that the wounded were collected and cared for, I moved with my command at 12 m. 19th instant, and reported to Brigadier-General Hovey at Edwards Depot. I there received an order from General Hovey to move my command beyond Black River.

On the morning of the 20th instant, all prisoners in my charge were forwarded under a safe guard to Haynes' Bluff.
The arms and material were turned over to Lieutenant [C. C.] Chaffee, ordnance officer, and forwarded under his charge, receipt being taken for the same. I herewith Inclose copy of receipts for arms, material, &c.(*)
I would state that a large amount of captured artillery ammunition was turned over to officers of General Logan's division on the night of the 16th instant, no receipts being taken therefor.

Very respectfully, your obedient servant,

GEORGE F. McGINNIS

Capt. JOHN E. PHILLIPS,
Asst. Adjt. Gen., Twelfth Division.