The 38th United States Colored Infantry Regiment was composed of men from St. Mary's County Maryland (both free Black tenant farmers and men who had escaped slavery) in combination with many Virginia men who had been liberated from slavery by the Union army. These two contingents constituted the 38th United States Colored Troops regiment which was organized in Virginia on January 23, 1864, and then subsequently served first at Norfolk and Portsmouth in the Department of Virginia and then served in North Carolina until June 1864, after which it was involved in operations against Petersburg and Richmond for the remainder of the war.