When Burnside directed his march northeast from Kingston toward Knoxville, he dropped off Brigadier General Julius White's infantry division to hold Loudon.

[2] The nearly bloodless conquest occurred because Brigadier General Simon Bolivar Buckner, the Confederate commander of East Tennessee, evacuated Knoxville on August 22.

Union general-in-chief Major General Henry Halleck urged Burnside to march his forces to join the Army of the Cumberland at Chattanooga, but this could not be done right away.

The Confederate commander Braxton Bragg failed to fully exploit his costly victory, but nevertheless drove the Army of the Cumberland into Chattanooga where it was besieged.

Burnside received another reinforcement when Brigadier General Orlando B. Willcox arrived at Cumberland Gap with 3,000 Indiana soldiers on October 3.

Burnside dealt with this threat by beating Brigadier General John Stuart Williams' Confederate force at the Battle of Blue Springs on October 10, [7] and driving it beyond the Watauga River.

Bragg sent an infantry division led by Major General Carter L. Stevenson and two cavalry brigades under Morrison and Dibrell to menace the Union-occupied region in East Tennessee.

At Sweetwater, 6 mi (9.7 km) south of Philadelphia was a Confederate infantry brigade under Brigadier General John C. Vaughn that had been captured at Vicksburg.

When Morrison's cannons began booming in the Federal rear, Dibrell immediately launched an assault that routed the Union troops and captured many prisoners.

When he reached a point north of Philadelphia, Morrison cut the telegraph line and sent one regiment to demonstrate against White's infantry at Loudon to keep it from interfering.

With Confederates attacking from all sides and his guns out of ammunition, Wolford gathered up his command and broke out, leaving 6 mountain howitzers behind but bringing a few prisoners with him.

[15] Aside from the 6 guns, the Confederates captured 50 wagons loaded with stores, 10 ambulances, 75 beef cattle, and an unspecified number of mules and horses.

The setback at Philadelphia and reports that more Confederate infantry were expected caused Burnside to withdraw to the north bank of the Tennessee River.