After the Union Army of the Cumberland captured Manchester on June 27th, Braxton Bragg’s Confederate forces retreated to Tullahoma, a supply base and Army of Tennessee headquarters since January 1863. Tullahoma was tactically vulnerable, and Lieutenant General Leonidas Polk urged retreat to Chattanooga because the swollen Elk River to the south would allow Rosecrans to cross the Tennessee River in northern Alabama, a region barren of supplies and swarming with Unionists, and threaten the bluff city. General William J. Hardee instead advised Bragg to make a stand in Tennessee, preferably south of the Elk River. While they debated strategy, Colonel James Wilder’s “Lightening Brigade” crossed the Elk River in their rear and raided the southern railroad line near Decherd. Late on June 30th, Bragg ordered a withdrawal to the south, and by late evening his forces had taken up a position in Dechard. At Tullahoma, the Confederates had constructed an earthen fortification, Ft. Raines, along with entrenched infantry and artillery positions around the town and its vital railroad junction. When Bragg retreated behind these fortifications, Union General William Rosecrans slowed his rapid advance to account for the prepared Confederate defenses. Confederate President Jefferson Davis visited Bragg at Tullahoma while he strengthened these defenses, but efforts to resolve disputes within Bragg’s ranks ultimately failed.