Appalachian History
In the 1860s there was no Lee County on the map. The confluence of the North, Middle, and South Forks of the Kentucky River was divided among Estill, Owsley, and Breathitt Counties, a remote corner of the Commonwealth where flatboats and narrow roads carried people and goods in and out of the hills. After the Civil War the legislature carved a new county out of those older jurisdictions in 1870 and named it for Robert E. Lee, even though the region had turned out decisive numbers of Union soldiers.
By then the people along the Three Forks had already lived through four hard years of civil war. Armies marched past their doors. Confederate cavalry burned a flour mill at Proctor. Unionist farmers drilled as Home Guards at Rocky Gap. Mounted state troops of the Three Forks Battalion patrolled the valleys, trying to hold off guerrillas long after the big battles in Virginia and Tennessee were over. Highway markers, military reports, and family stories let us piece together those years in the country that would become Lee County.
Three Forks on the Edge of a Nation at War
Geography made this country important. Near present day Beattyville the three forks of the Kentucky River meet and turn northwest toward the Bluegrass and the Ohio. A modern river guide notes that the North, Middle, and South Forks come together near Beattyville before the river flows more than two hundred fifty miles to its mouth.
In the nineteenth century those forks were highways as much as the pikes and wagon roads. Flatboats moved timber, livestock, and flour downriver. Small towns like Proctor grew up at ferry sites and landings, with mills, hotels, and stores clustered near the water. The Beattyville tourism office today remembers Proctor as a thriving river town with a post office, several stores, a flour mill, a large hotel, and a number of residences before modern locks and dams shifted traffic away.
When war came the Three Forks region sat between Confederate influence to the southeast and strong pockets of Unionism in the upper Kentucky River counties. Owsley County, which then included much of what is now Lee County, famously sent a higher percentage of its white male voters into the Union army than any other county in the nation, according to local historian Clifton York. The men and women along the forks were poor in ready money, but they were rich in sons who could carry a rifle.
Morgan’s Retreat And The Burning Of Proctor
The most dramatic regular army movement through the region came in the fall of 1862, when Union Brigadier General George W. Morgan abandoned Cumberland Gap. Morgan’s force of roughly nine thousand men had held the Gap from June 18 to September 17, 1862, before Confederate operations cut off his supplies and forced a withdrawal.
The Kentucky Historical Society’s highway marker program follows that retreat across the mountains. A series of markers titled “A Masterful Retreat” traces Morgan’s route from the Gap through Manchester, Booneville, Beattyville, and on to Greenup on the Ohio River. The Lee County marker at Beattyville explains that Morgan began a two hundred mile retreat, marched his column through the Three Forks region while searching for supplies, and reached the Ohio after sixteen days despite harassment from John Hunt Morgan’s Confederate cavalry.
That same marker notes one of the most vivid episodes tied directly to future Lee County. When Morgan’s hungry column came down the river and into the Beattyville area Confederate horsemen had already visited Proctor. The text records that Confederate troops burned the flour mill at Proctor the night before the Union army arrived.
Modern local history makes the same point in more homely language. Beattyville tourism materials remember that Civil War hardship included the burning of Proctor’s flour mill in 1862, explicitly linking the destruction to Confederate soldiers. That single act would have devastated the surrounding community, since the mill fed the town and farmers up and down the forks.
The retreat itself rarely appears in dramatic battle narratives, but it impressed contemporaries. The Kentucky National Guard’s “Paper Trail of the Civil War in Kentucky” calls attention to the speed and difficulty of Morgan’s march, repeating the statistics from the highway markers and the Kentucky Encyclopedia while pointing out that the army managed to escape with minimal losses despite constant harassment. The people of the Three Forks saw only pieces of that story: long columns of tired Union troops tramping past burned buildings, pickets along the river, and Confederate scouts shadowing the march from the ridgelines.
A Christmas Eve Skirmish
Kentucky marker records and summary compilations agree that Morgan’s column passed through the Beattyville area, that Proctor’s mill was destroyed, and that scouts from John Hunt Morgan’s cavalry harassed the retreat. Some later summaries go a step further and suggest that on Christmas Eve 1862 Confederate scouts and a patrol of the 2nd Michigan Cavalry exchanged shots in or near Beattyville before both sides scattered with light losses.
What we can document in more detail is a similar encounter from the same season of the war. Another Kentucky highway marker titled “Christmas Mishap” describes Confederate scouts from Morgan’s command riding into Glasgow on December 24, 1862, intent on celebrating at a local tavern. A patrol of the 2nd Michigan Cavalry arrived with the same idea, and a brief skirmish followed in which both sides suffered slight casualties before bolting in different directions.
That Glasgow episode is firmly grounded in marker text and in the Official Records. The story of a similar tavern skirmish at Beattyville is much harder to pin down in primary documents. The Kentucky National Guard’s Paper Trail treats the burning of Proctor’s mill and the passage of Morgan’s column through Beattyville as part of the Cumberland Gap retreat in September and early October 1862, not as a December Christmas raid.
For local historians this is where method matters. The best we can say at present is that Morgan’s men almost certainly scouted the Three Forks area during the retreat and that Union cavalry units like the 2nd Michigan patrolled widely in Kentucky that winter. The specific image of blue and gray troopers bumping into one another on Christmas Eve in Beattyville mirrors the Glasgow marker so closely that it is probably safest to treat it as a borrowing of a good story rather than a separate event, unless new primary sources come to light.
Home Guard At Rocky Gap And The Middle Fork Fight
If Morgan’s retreat was the big regular army story in the region, the home front in what became Lee County was dominated by small, bitter fights among neighbors. The Kentucky Encyclopedia’s Lee County entry, as quoted in the Paper Trail, summarizes the situation bluntly. The war badly divided local sympathies. Unionist residents organized a Home Guard company headquartered at Rocky Gap, about eight miles north of Beattyville, while Confederate partisans roamed the hills.
Rocky Gap, near present day St. Helens on the road toward Irvine, became a Union stronghold. The Paper Trail entry for Lee County notes that on November 7, 1864, a Confederate force under Lieutenant Jerry South attacked the 20th Kentucky Enrolled Militia at or near the Middle Fork of the Kentucky River in Lee County. That militia regiment was part of the statewide enrolled militia system created late in the war to bolster local defense. The official Adjutant General’s report, which the Paper Trail uses heavily, lists the 20th among the enrolled militia units and provides the framework for understanding the Rocky Gap Home Guard as part of the wider state effort.
An Eastern Kentucky Civil War chronology, working from the Official Records, adds detail to this engagement. It records that on November 7, 1864, about twenty state militiamen on the Middle Fork were attacked by roughly twenty five guerrillas under Lieutenant Jerry W. South. After heavy fighting the militia retreated with one man killed and six mortally wounded. The chronology places the encounter in Breathitt County, which matches the pre 1870 county lines, while the Kentucky Encyclopedia and Paper Trail interpret the same fight as occurring in what is now Lee County.
This is a common problem for historians working in counties that were formed after the war. The terrain did not change. The people along the Middle Fork and at Rocky Gap were the same families whether they were recorded as residents of Breathitt, Owsley, or later Lee County. Reconciling county names in sources with modern borders is less about arguing over whose history it is and more about making sure we follow the people, the roads, and the river accurately.
The Rocky Gap Home Guard did not just face formal Confederate troops. Guerrilla bands, deserters, and men who shifted back and forth between bushwhacking and regular service harassed Unionists all across the Kentucky River valley. Their raids blur the line between what we think of as “battles” and the quieter terrorism of burned barns, stolen stock, and men shot from ambush in their own dooryards.
“The Last Chance”: The Three Forks Battalion
By late 1864 the Commonwealth tried to bring some order to this chaos by creating a new force of state troops along the Three Forks. Under an act passed in January 1864, Governor Thomas Bramlette authorized the raising of local battalions to defend especially threatened regions. One of these formations was the Three Forks Battalion, Kentucky State Troops.
The Civil War Governors of Kentucky Digital Project summarizes the battalion concisely. Organized for home defense in Owsley, Estill, Madison, and nearby counties, the unit was headquartered at Booneville and commanded by Major Elisha B. Treadway. The official Adjutant General report lists its companies and notes that the battalion served from 1864 until it was mustered out on July 17, 1865.
Clifton York’s “Civil War in Owsley County” fills in the local color. He explains that Treadway had first organized Company A of the 7th Kentucky Infantry at Congleton Springs in 1861 and later, after promotion, took charge of the Three Forks Battalion of state troops. York notes that Company A of the 7th was composed of men living on the edge of what is now Lee County, and that the battalion’s duty was to guard the three forks of the Kentucky River down to Irvine.
Later family sketches show what that duty looked like for individual soldiers. A biographical piece about Dock Lutes, preserved by the Three Forks of the Kentucky River Historical Association, says that he enrolled in the Three Forks Battalion, performed guard duty along the river, and was discharged at Rocky Gap in 1865. Walking home between St. Helens and Red Brush he was shot and killed from ambush, with local tradition blaming bushwhackers who continued to settle scores even after the formal end of the war.
Rosters for Company A of the Three Forks Battalion, transcribed by genealogists from the Adjutant General volumes, list many men with connections to the future Lee County. Local doctors like James F. Blount and officers such as Francis M. Vaughn appear in those records and in pension files as residents of Beattyville or nearby communities. The Civil War Governors project has also surfaced letters in which Treadway and others wrote to Frankfort asking to keep some companies in service for a few extra months to deal with lingering guerrilla bands in counties like Harlan, Perry, and Breathitt, a plea that hints at how fragile peace felt in 1865.
Together the marker texts, official rosters, and local narratives make clear that the Three Forks Battalion was not a front line combat outfit in the sense of the great Union field armies. Instead it was a policing force raised from the very communities it tried to protect, with its men riding the same roads and riverbanks they had known since childhood while trying to keep their neighbors safe from raiders and old grudges.
African American Soldiers And A County “Recognized” Before It Existed
Lee County did not exist as a civil unit during the war, but federal paperwork sometimes treated the Three Forks region as if it did. The Notable Kentucky African Americans Database points out that “Lee County, KY, was recognized as a county in U.S. Civil War military records” even though it would not be officially created until 1870. That observation matters because it tells researchers where to look for African American soldiers and veterans whose ties to the area might be otherwise obscured in census and pension indexes.
The Kentucky National Guard’s Paper Trail devotes several pages to United States Colored Troops from Kentucky, noting that more than twenty three thousand African American soldiers from the Commonwealth served in USCT regiments. Recruiting hubs like Camp Nelson in Jessamine County drew Black men from all over the state, including Appalachian counties drained by the Kentucky River. Men who had lived as enslaved people or free Black laborers along the forks appear in USCT rosters with enlistment places that do not always match later county lines.
Local tradition, reinforced by state level summaries, holds that the Middle Fork of the Kentucky River in the future Lee County was one of several muster and recruiting points for militia and for men who would eventually enter USCT units. The same valley where Jerry South’s Confederates shot up state militiamen in 1864 became a pathway out for Black Kentuckians seeking to fight for Union victory and their own freedom.
From Battleground To County Seat
When the legislature created Lee County in 1870 it pulled land from Owsley, Estill, and Breathitt and centered the new county seat at Beattyville. The county’s name honored Robert E. Lee, a choice that has puzzled commentators since the Kentucky Encyclopedia first remarked on the strong Union record of the region. The Kaintuckeean blog, which carefully synthesizes the encyclopedia and local marker history, uses the naming question to explore how postwar politics and memory could diverge sharply from wartime loyalties.
By the 1890s Union veterans in the new county were numerous enough to support a local post of the Grand Army of the Republic, the national Union veterans’ organization. Modern compilations of Kentucky GAR posts list a Beattyville post, evidence that the men who had served in Federal regiments, the home guard, and the Three Forks Battalion kept their own memory of the war alive well into the twentieth century.
The physical landscape of memory in Beattyville and Lee County is still dominated by the river and the courthouse hill. Highway markers about Morgan’s retreat and the Civil War in Lee County stand not far from the county courthouse, whose own history of rebuilding has drawn attention from writers interested in how communities rebuild civic centers after fire and neglect.
For families along the forks, though, the most tangible memories of the Civil War may be less public. They lie in the stories of ancestors who served in the 20th Kentucky Infantry or the 7th and 47th Kentucky, in the half forgotten knowledge that a great grandfather rode with the Three Forks Battalion, or in the tale of a relative like Dock Lutes who came home from guard duty only to be killed by men in the shadows between St. Helens and Red Brush.
The war that passed through this corner of Appalachia was rarely fought in grand set piece battles. It showed itself instead in burned mills, night attacks on isolated houses, men drilling with old muskets at Rocky Gap, and patrols along the Middle Fork that might or might not come home. When we read the markers, trace the rosters, and sit with the genealogies, we see that the Civil War in what became Lee County was both part of the larger national conflict and its own intensely local struggle over loyalty, survival, and belonging in the Three Forks of the Kentucky River.
Sources & Further Reading
Kentucky Historical Society, highway markers no. 638 “A Masterful Retreat” and no. 632 “Civil War 1861 1865 in Lee County,” with texts reprinted and contextualized in Ron D. Bryant, “The Paper Trail of the Civil War in Kentucky, 1861 1865,” Kentucky National Guard History. KY National Guard History+3Kentucky.gov+3Kentucky History+3
War of the Rebellion: Official Records of the Union and Confederate Armies, especially reports on operations around Cumberland Gap in 1862 and on small actions in eastern Kentucky, including the November 7, 1864 fight on the Middle Fork of the Kentucky River. Eaky Civil War+1
Report of the Adjutant General of the State of Kentucky, vol. 2, 1861 1866, for rosters of the 20th Kentucky Enrolled Militia and the Three Forks Battalion, Kentucky State Troops, along with statewide militia organization data cited in the Paper Trail compilation and Civil War Governors of Kentucky project. FromThePage+1
Civil War Governors of Kentucky Digital Project, subject entry “Three Forks Battalion,” including letters from Major Elisha B. Treadway regarding guerrilla activity and the need to retain local companies after the formal end of the war. FromThePage
Clifton York, “Civil War in Owsley County,” Three Forks of the Kentucky River Historical Association, for narrative context on Union enlistments in Owsley County, the formation of Company A, 7th Kentucky Infantry, and the later organization of the Three Forks Battalion and its operations along the river. tfkrha.org
Lutes family sketch, Three Forks of the Kentucky River Historical Association military biographies series, for Dock Lutes’s service in the Three Forks Battalion and his postwar murder near Rocky Gap, illustrating the persistence of wartime violence in the future Lee County area. tfkrha.org
Eastern Kentucky Civil War blog, “The Eastern KY Mountains 1861 1865,” for a chronology of skirmishes drawn from the Official Records, including the November 7, 1864 attack by Lieutenant Jerry South’s guerrillas on state militia at the Middle Fork of the Kentucky River. Eaky Civil War
Bernice Calmes Caudill, Remembering Lee County, and Dennis L. Brewer, The Land of Lee, for local narrative histories of the county’s formation, early officials, and Civil War era background, cited in the Paper Trail and other state level references. KY National Guard History+1
Kaintuckeean blog, “Lee County, Kentucky, and her courthouses,” for a synthesis of Kentucky Encyclopedia entries, highway markers, and courthouse history that highlights both the Rocky Gap Home Guard story and the postwar decision to name the county for Robert E. Lee. The Kaintuckeean+1
Notable Kentucky African Americans Database, “Lee County (KY) Free Blacks and Free Mulattoes, 1870 1900,” for demographic and archival guidance on African American residents and the observation that Lee County appears as a unit in some Civil War era military records before its formal creation. NKAA+1
Beattyville and Lee County Tourism, “About Us,” and related local history pages for descriptions of Proctor, the burning of its flour mill in 1862, and the river based economy at the Three Forks of the Kentucky River. visitleecountyky.com+1