Report of Lieuts. Francis A. Smith and William Cleary, Thirteenth Tennessee Cavalry,
of the capture of Fort Pillow.
MARCH 16-APRIL 14, 1864.--Forrest's Expedition into West Tennessee and Kentucky.

April 18, 1864.

General M. BRAYMAN.

        GENERAL: We have the honor of reporting to you, as the only survivors of the commissioned officers of the Thirteenth Tennessee Cavalry, that on the morning of the 12th day of the present month, at about the hour of daylight, the rebels, numbering from 5,000 to 7,000, attacked our garrison at Fort Pillow, Tenn., numbering as it did only about 500 effective men.
        They at first sent in a flag of truce demanding a surrender, which Major Booth, then commanding the post (Major Booth of the Sixth U. S. Heavy Artillery, colored), refused. Shortly after this Major Booth was shot through the heart and fell dead.
        Maj. William F. Bradford, then commanding the Thirteenth Tennessee Cavalry, assumed command of the fort, and under his orders a continual fire was kept up until about I p.m., when our cannon and the rifles of the sharpshooters were mowing the rebels down in such numbers that they could not make an advance. The rebels then hoisted a second flag of truce and sent it in, demanding an unconditional surrender. They also threatened that if the place was not surrendered no quarter would be shown. Major Bradford refused to accept any such terms; would not surrender, and sent back word that if such were their intentions they could try it on. While this flag of truce was being sent in the rebel officers formed their forces in whatever advantageous positions they were able to select. They then formed a hollow square around our garrison, placed their sharpshooters within our deserted barracks, and directed a galling fire upon our men. They also had one brigade in the trenches just outside the fort, which had been cut by our men only a few days before, and which provided them with as good protection as that held by the garrison in the fort.
        Their demand of the flag of truce having been refused, the order was given by General Forrest in person to charge upon the works and show no quarter. Half an hour after the issuance of this order a scene of terror and massacre ensued. The rebels came pouring in solid masses right over the breast-works. Their numbers were perfectly overwhelming. The moment they reached the top of the walls and commenced firing as they descended, the colored troops were panic-stricken, threw down their arms, and ran down the bluff, pursued sharply, begging for life, but, escape was impossible. The Confederates had apprehended such a result, and had placed a regiment of cavalry where it could cut off all effective retreat. This cavalry regiment employed themselves in shooting down the negro troops as fast as they made their appearance.
        The whites, as soon as they perceived they were also to be butchered inside the fort, also ran down. They had previously thrown down their arms and submitted. In many instances the men begged for life at the hands of the enemy, even on their knees. They were only made to stand upon their feet, and then summarily shot down.
        Capt. Theodore F. Bradford, of Company A, Thirteenth Tennessee Cavalry, was signal officer for the gun-boat, and was seen by General Forrest with the signal flags. The general in person ordered Captain Bradford to be shot. He was instantly riddled with bullets, nearly a full regiment having fired their pieces upon him. Lieutenant Wilson, of Company A, Thirteenth Tennessee Cavalry, was killed after he had surrendered, he having been previously wounded. Lieut. J. C. Ackerstrom, Company E, Thirteenth Tennessee Cavalry, and acting regimental quartermaster, was severely wounded after he had surrendered, and then nailed to the side of the house and the house set on fire, burning him to death. Lieut. Cord Revelle, Company E, Thirteenth Tennessee Cavalry, was shot and killed after surrender.
        Maj. William F. Bradford, commanding our forces, was fired upon after he had surrendered the garrison. The rebels told him he could not surrender. He ran into the river and swam out some 50 yards, they all the time firing at him but failing to hit him. He was hailed by an officer and told to return to the shore. He did so, but as he neared the shore the riflemen discharged their pieces at him again. Again they missed. He ran up the hill-side among the enemy with a white handkerchief in his hand in token of his surrender, but still they continued to fire upon him. There were several Confederate officers standing near at the time. None of them would order the firing to cease, but when they found they could not hit him they allowed him to give himself up as a prisoner and paroled him to the limits of the camp. They now claim that he violated his parole the same night and escaped. We have heard from prisoners who got away from the rebels that they took Major Bradford out in the Hatchie Bottom and there dispatched him. We feel confident that the story is true.
        We saw several negroes burning up in their quarters on Wednesday morning. We also saw the rebels come back that morning and shoot at the wounded. We also saw them at a distance running about, hunting up wounded, that they might shoot them. There were some whites also burning. The rebels also went to the negro hospital, where about 30 sick were kept, and butchered them with their sabers, hacking their heads open in many instances, and then set fire to the buildings. They killed every negro soldier Wednesday morning upon whom they came. Those who were able they made stand up to be shot. In one case a white soldier was found wounded. He had been lying upon the ground nearly twenty-four hours, without food or drink. He asked a rebel soldier to give him something to drink. The latter turned about upon his heel and fired three deliberate shots at him, saying, "Take that, you negro equality." The poor fellow is alive yet, and in the hospital. He can tell the tale for himself. They ran a great many into the river, and shot them or drowned them there. They immediately killed all the officers who were over the negro troops, excepting one, who has since died from his wounds. They took out from Fort Pillow about one hundred and some odd prisoners (white) and 40 negroes. They hung and shot the negroes as they passed along toward Brownsville until they were rid of them all. (Out of the 600 troops, convalescents included, which were at the fort, they have only about 100 prisoners, all whites, and we have about 50 wounded, who are paroled.
        Major Anderson, Forrest's assistant adjutant-general, stated that they did not consider colored men as soldiers, but as property, and as such, being used by our people, they had destroyed them. This was concurred in by Forrest, Chalmers, and McCulloch, and other officers.
        We respectfully refer you to the accompanying affidavit of Hardy N. Revelle, lettered A, and those of Mrs. Rufins, lettered B, and Mrs. Williams, lettered C.

Respectfully submitted.
First Lieutenant Company D, 13th Tennessee Cavalry.

Second Lieut. Company B, 13th Tennessee Vol. Cavalry.