While debate over Kentucky’s neutrality raged in Frankfort, men of the Big Sandy Region were already taking action. For Jack May, Hiram Hawkins, John S. Williams, and other local secessionists, President Lincoln’s call for 75,000 volunteers to put down the rebellion and the August 1861 legislative elections that installed a Unionist majority in Frankfort were enough to send them to the Samuel May House in Prestonsburg to enlist in the Confederate Army. This pro-Confederate activity alarmed the new Union headquarters in Louisville. Colonel John Williams may have intended to use Prestonsburg as a staging point for a Confederate advance into Central Kentucky, and by mid-October he commanded all Confederate troops in the region and was drilling 1,000 soldiers at a camp north of Prestonsburg. But poor roads prevented the Confederate government from supplying arms and ammunition, and weak support from Confederate forces in Southwestern Virginia made an offensive from Prestonsburg virtually impossible. After the engagement at Ivy Mountain, Williams retreated south from Pikeville and established a camp at Pound Gap. General Humphrey Marshall was then given command of all Confederate troops in Southwestern Virginia and ordered to proceed to Prestonsburg for the protection and defense of that frontier. On November 26th he left Wytheville with two infantry regiments, a regiment of cavalry, and a battery of artillery and marched to Pound Gap. By then Union General Bull Nelson had withdrawn his troops from the region, believing his opponent’s lack of supplies and the lateness of the season made a Confederate counterattack unlikely. Marshall reached Pound Gap on November 28th and, after issuing rifles and uniforms to Williams’ command, began advancing into Eastern Kentucky. By December 22nd his Virginia regiments and several companies of the 5th Kentucky were camped three miles south of Paintsville on Daniel Hager’s farm. As Marshall’s army moved down the Big Sandy, a large Federal force under Colonel James A. Garfield moved up the valley. Their first skirmish took place at Tom’s Creek, two miles below Paintsville, on January 4, 1862, setting the stage for the decisive Battle of Middle Creek six days later.