This regiment was organized at Opelika in May 1862, and proceeded at once to Mississippi. It was there brigaded under Gen. Frank Gardner, with the Nineteenth, Twenty-second, Twenty-fifth, and Twenty-sixth Alabama regiments. It participated in the weary march into Kentucky, and came back with the army to Murfreesboro. The regiment took part in that battle, and with heavy loss in casualties, having gained much credit for repulsing an attack of the enemy the day before. The regiment was with the army when it fell back to the Chattanooga line, and took part in the battle of the Chicamauga with a very heavy loss of men. At Mission Ridge the loss was light, and the Thirty-ninth, now under Gen. Deas of Mobile as brigade commander, wintered at Dalton. From there to Atlanta the regiment was a conspicuous actor in all the fighting of the army, suffering severely. And when, under Gen. Hood the fate of the Confederacy was risked on the "iron dice of battle," in the trenches of Atlanta, and at Jonesboro, the ranks of the Thirty-ninth were thinned sadly by the casualties of those desperate struggles. It marched with the army into Tennessee, and lost a number of prisoners at Nashville. Emerging from that train of disasters, the regiment rallied to the call of Gen. Johnston in the Carolinas, and took part in the operations there, though reduced to a bare skeleton. It was there consolidated with the Twenty-second and Twenty-sixth-Fiftieth Alabama, but was surrendered a few days later.
Colonels - Henry D. Clayton of Barbour; promoted. Whitfield Clarke of Barbour.
Lieutenant Colonels - James T. Flewellen of Barbour; resigned. Whitfield Clarke; promoted. Lemuel Hargroves of Barbour; resigned. W.C. Clifton of Russell.
Majors - Whitfield Clarke; promoted. L. Hargroves; resigned. W.C. Clifton; promoted. J.D. Smith of Barbour; killed at Jonesboro.
Adjutants - J.M. Macon of Barbour; transferred. H.B. Tompkins of Barbour.
Pike - J.W.W. Jackson; resigned. J.P. Nall; wounded; retired. .... Roberts; killed in North Carolina.
Barbour - Lemuel Hargroves; promoted. T.J. Cox.
Barbour - Calvin McSwean; resigned. J.A. Miller.
Henry - Lee A. Jennings; wounded at Murfreesboro; resigned. A.J. Cassady.
Russell - W.C. Clifton; promoted.
The State of Georgia - A.H. Flewellen; resigned. Willis Banks; killed near Atlanta.
Henry and Barbour - T.Q. Stanford; killed at Murfreesboro; C.H.Mathews; killed at Peach-tree Creek.
Barbour - Joseph C. Clayton; killed at Murfreesboro; J.L. McRae.
Barbour - Whitfield Clarke; promoted. J.D. Smith; promoted. Wm. H. Dill.
Barbour - J.C. Mitchell; resigned. Thomas J. Brannon.