The site for Fort Lookout was well chosen. The river channel was on that side and the banks high enough not to be overflowed. The wooded bottom land extended two hundred yards back from the river, then ascended fifty feet above the water in an easy grade to a plateau. Two small water courses in ravines at right angles to the river and about half-a-mile apart drained the plateau on which the post was to be built. About a mile west of the river the land became rugged and hilly. There were plenty of woods in sight along the river bank as far as we could see.

Captain Nathaniel Lyon of Company B, Second United States Infantry, the commanding officer under whose direction Fort Lookout was to be built, was a native of Connecticut. He was of average size with sandy hair and beard. His voice had a distinct nasal twang. He was a graduate of West Point and had served in the Mexican War and in Florida. He was a strict disciplinarian, conscientious, patriotic and as strong an "Abolitionist" as Captain Gardner of my company was a "Pro-Slavery" advocate. Nevertheless the two captains seemed to get along very well on duty, but outside of that did not associate much. Captain Gardner usually had his tent put up at some distance from Captain Lyon's, who kept very much to himself and seemed to pass his time in reading and writing.

Captain Lyon was of a most peculiar temperament. While he preserved a fatherly attitude toward his company and saw to their comfort, he was very exacting. The least infringement of rules, which other officers would not notice, he would punish. He seldom put any of his men in the guard-house, except for some serious offense; but punished them by making them do menial duties or by having them march in front of the company quarters where he could observe them, carrying a log or a heavily loaded knapsack or with a barrel over their shoulders, the head sticking out of the top. He had punishments to fit every grade of offense, most of which were of his own invention. However, he seldom court-martialed any of his men, though some of them would have preferred that to the humiliating punishments they received. When the war broke out, Captain Lyon was in command of the arsenal at St. Louis, Mo., which he saved to the Government. He broke up the rebel "Camp Jackson" under General Frost, defeated the troops under Governor Jackson at Booneville and fought the battle of Wilson's Creek, Mo., against superior numbers under Generals McCulloch and Price. He was killed in that battle on August tenth, 1861, while he was in command of the Union troops with the rank of brigadier-general. General Lyon did much to save the State of Missouri to the Union and in his early death, the Government lost a loyal and efficient officer. One of the last requests that General Lyon made just before his death was that "First Sergt. Griffin of his old company which was present at the battle should receive a commission as Lieutenant,"—which was granted.

As soon as our camp was permanently established at the top of the slope leading towards the river, we prepared to erect the necessary buildings. Gangs of men were sent into the woods to cut trees, trim them and haul in the logs.

Others were set to work making bricks for the chimneys and bake ovens out of some suitable clay and sand that had been discovered near the river bank. The bricks were made in moulds and burnt in the usual way. They answered their purpose very well. Every man not required for guard duty was set to work either as a mechanic or a laborer at "extra duty". Carpenters, framers, masons and all other mechanics received forty cents per day and the laborers twenty-five cents per day, extra pay for ten hours' work. The mechanics remained at their work, but the laborers took turns at guard duties. I was put on extra duty myself for a while as a time-keeper and messenger and was rated and paid as a laborer.

Presently the raft which had been made up at Fort Pierre arrived and was unloaded and taken apart. About the first of July a steamboat came in with a full cargo for Fort Lookout, consisting of military stores and some building materials, such as doors, sashes, hardware, shingles, lime, etc. She also landed three citizen employees, a master-mechanic to take charge of construction and two carpenters. There were in addition some goods for the sutler, who came to establish himself. A cow and some hogs were put ashore consigned to Captain Lyon. To put this cargo in a suitable place on shore and protect it from the elements until store houses could be built, occupied some time. A small herd of beef cattle also arrived, having been driven up from the settlements.

One of the first things the master-mechanic did was to erect a whip-saw for getting out flooring and roofing boards. This saw was worked by two men, one above and the other below the elevated log. It was slow, laborious work. He next made a plan for quarters for three companies, for another company was to join us later in the season. He directed the carpenters and framers to hew the logs square and cut them into suitable lengths to form the walls of the houses, which were built large enough to hold a company apiece comfortably. They had the luxury of doors, windows and brick chimneys, a wooden floor and a shingled roof, but no ceiling. Log houses were built for the married soldiers, for company kitchens, a hospital, a bakery, the adjutant's office, the guard-house and storehouses, but they were put up to be warm and comfortable and had brick fire places, doors and windows, wood floors and shingled roofs, the same as the quarters. For the officers the portable houses rafted down from Fort Pierre were re-erected, but made much stronger. The exterior walls were double with a filled space between them, which made them warmer. Chimneys and fireplaces were built. We built no company mess-rooms, leaving that to be done next year as we already had undertaken all we could possibly accomplish before cold weather.

Captain Lyon was quite busy for a time in outlining the post and locating the various buildings. He seemed very anxious about getting the post lined exact and true to the cardinal points, which he found a difficult task in the absence of proper instruments. He had a factotum named Charley Breen who was his valet, cook, hostler and assistant surveyor. When the captain went out on several nights to observe the north star for hours, he always took Charley who carried a lantern. Next day the lines were changed again. We had many a laugh with Charley about hunting for the north star with a lantern.

Captain Lyon laid out Fort Lookout in generous dimensions. Perhaps he had orders to do so. He occupied ground enough for about two regiments, the parade ground was large enough to manoeuvre a brigade of troops. The plan was a parallelogram in shape except at the west end where the officers' houses formed a semicircle. The east end near the river was square and there were located the guard-house and store houses.

On the long sides were the company quarters, two on the south and one on the north side. They looked very lonely in that vast space. It was much more than a quarter mile from the guard-house on the east to the officers' quarters in the west, and nearly half that across the parade ground between the company quarters from north to south. These great distances proved to be very inconvenient in winter, when the snow was deep and much time had to be consumed in relieving the widely scattered sentinels.