The State of Kentucky at first undertook to hold the position of armed neutrality in the civil war. On September 4, 1861, Gen. Leonidas Polk, moving up from Tennessee with a considerable force into Western Kentucky, seized Hickman and Columbus on the Mississippi, and threatened Paducah on the Ohio. Gen. Ulysses S. Grant, appointed brigadier-general of volunteers on August 7, 1861, to date from May 17th, assumed command on September 1st, by order of General Fremont, of the District of Southeast Missouri. This district included not only the southeastern part of Missouri, but also Southern Illinois, and so much of Western Kentucky and Tennessee as might fall into possession of the national forces. General Grant arrived at Cairo on September 2d, established his headquarters there on the 4th, and next day heard of the action of General Polk. He immediately notified General Fremont, and also the Legislature of Kentucky, then in session at Frankfort, of the fact. Getting further information in the day, he telegraphed to General Fremont he would go to Paducah unless orders to the contrary should be received. He started in the night with two regiments and a battery, and arrived at Paducah at half-past six next morning. General L. Tilghman being in the city with his staff and a single company of recruits, hurried away by rail, and Grant occupied the city without opposition. The Legislature passed a resolution "that Kentucky expects the Confederate or Tennessee troops to be withdrawn from her soil unconditionally." Polk remained, and Kentucky as a State was ranged in support of the government. General Grant, leaving a sufficient garrison, returned at noon to Cairo to find there permission from Fremont to take Paducah if he felt strong enough, and also a reprimand for communicating directly with a legislature. General C.F. Smith was put in command of Paducah next day by Fremont, with orders to report directly to Fremont. A few weeks later, Smith occupied and garrisoned Smithland at the mouth of the Cumberland. Grant suggested the feasibility of capturing Columbus, and on September 10th asked permission to make the attempt. No notice was taken of the request. His command was, however, continually reinforced by new regiments, and he found occupation in organizing and disciplining them. General Polk meanwhile was busy fortifying Columbus, where the river-bank rises to a high bluff, until the bluff was faced and crowned with massive earthworks, armed with one hundred and forty-two pieces of artillery, mostly thirty-two and sixty-four pounders. At the same time heavy defensive works commanding the river were erected below at Island No. Ten and New Madrid, and still farther below, but above Memphis, at Fort Pillow.