Humphrey Marshall, who had invaded Eastern Kentucky from the Virginia border, and had already advanced as far north as Prestonburg.
Gen.

Marshall fortified a strong natural position near Paintville, and overran the whole Piedmont region.

This region contained few slaves--but one in twenty-five of the whole population.

It was inhabited by a brave rural population, more closely resembling their Northern than their Southern neighbors.

Among these people Marshall sent stump orators to fire them with enthusiasm for the Confederate cause.