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assed over the boat at which it was aimed, and a fountain of water spurted up where it struck. The other guns replied rapidly, and the fleet, with a terrific roar, replied. It seemed to Dick that the whole earth shook with the confusion. Through the smoke and flame he saw the water gushing up in fountains, and he also saw earth and masonry flying from the fort. "It's a fine fight," said Colonel Winchester, suppressed excitement showing in his tone. "By George, the fleet is coming closer. Not a boat has been sunk! What a tremendous roar those mortars make. Look! One of their shells has burst directly on the fort!" The fleet, single handed, was certainly making a determined and powerful attack upon the fort, which standing upon low, marshy ground, was not much above the level of the boats, and offered a fair target to their great guns. Both fort and fleet were now enveloped in a great cloud of smoke, but it was repeatedly rent asunder by the flashing of the great guns, and, rapt by the spectacle from which he could not take his eyes, Dick saw that all the vessels of the fleet were still afloat and were crowding closer and closer. The artillery kept up a steady crash now, punctuated by the hollow boom of the great mortars, which threw huge, curving shells. The smoke floated far up and down the river, and the Southern troops on the height adjoining the fort moved back and forth uneasily, uncertain what to do. Finally they broke and retreated into the forest. But General Tilghman, the Confederate commander, and the heroic gunners inside the fort, only sixty in number, made the most heroic resistance. The armor clad boats were only six hundred yards away now, and were pouring upon them a perfect storm of fire. Their intrenchments, placed too low, gave them no advantage over the vessels. Shells and solid shot rained upon them. Some of the guns were exploded and others dismounted by this terrible shower, but they did not yet give up. As fast as they could load and fire the little band sent back their own fire at the black hulks that showed through the smoke. "The fleet will win," Dick heard Colonel Winchester murmur. "Look how magnificently it is handled, and it converges closer and closer. A fortification located as this one is cannot stand forever a fire like that." But the fleet was not escaping unharmed. A shell burst the boiler of the Essex, killing and wounding twenty-nine men. Nevertheless, the fire of the
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