If successful, a somewhat vague second phase envisioned the two federal armies combining into one large force and continuing their offensive with a westward push into Texas.

As Union forces marched into the city, the Confederates hastily gathered up their official state documents and moved their seat of government to Washington.

The three divisions of infantry and dismounted cavalry commanded by Generals John Walker, Thomas Churchill and Mosby Parsons, and their supporting artillery had been dispatched by Genl.

Many of the Arkansas state troops were conscripts, some of whom had served in previous campaigns, had deserted the ranks, and were re-drafted by Confederate press gangs.

Almost every regiment of the VII Corps was seriously under strength, due to sickness and disability caused by Typhoid fever, measles, malaria (known as "Southern Fever"), influenza, chronic diarrhea, viruses of unknown origin, and chronic painful rheumatism caused by the damp and humid conditions encountered by the northern soldiers serving in the Arkansas Delta country around Helena from 1862 to 1863.

From their camps at the river, the federal infantry could hear some exchanges of fire to their front between the 1st Iowa cavalry and rebel guards monitoring that crossing.

The small rebel detachment guarding the ford was being steadily reinforced by two brigades of General John Marmaduke's division, one commanded by William Cabell and one under Colton Green.

Drake meanwhile summoned a 2-gun section of Lieutenant Charles Peetz' 2nd Missouri Artillery to cross the ford and stand by for action on the road.

In order to get at Drakes command positioned in the timber, the Confederates had to advance across an old orchard and doing so in line of battle they made easy targets for the federal infantry.

Drake's entire forward command consisted of less than 400 men but they doggedly resisted the rebel incursion, repulsing two flanking maneuvers by Marmaduke early in the fight.

By this time, Brigadier General Samuel Rice arrived on the north shore of the Little Missouri river with his entire 1st Brigade and more artillery.

He withdrew Cabell's and Greene's brigades and marched southward toward Prairie D'Ane to join the main rebel army under Sterling Price.

In a delaying action, the Confederates fell back, with the intention of mounting a stand further south to defend their capital at Washington, where they expected to receive reinforcements from Kirby Smith at Shreveport.

Steele's intelligence reports began to relay rumors that the Union forces under Banks that were converging on Shreveport had been repelled by Kirby Smith.

Steele had doubted the wisdom of marching into southwest Arkansas to support what he thought was Banks' ill-conceived Red River Campaign.

He had delayed leaving Little Rock until receiving a rather blunt direct order from General Ulysses S. Grant, a former West Point classmate.

Now, deep in enemy territory with his forces reduced to quarter rations, with little forage for his mules and horses, and struggling with muddy, rain-saturated roads, Steele grew increasingly doubtful of his ability to reach Shreveport.

In a diversionary move, Steele ordered Thayer's Frontier Division to make a feint toward Washington, thereby drawing the enemy into a fight south of the prairie.