Gen. Edward "Allegheny" Johnson pulled back to Westview, six miles west of Staunton.

Gen. Jacob D. Cox's District of Kanawha threatened the Virginia and Tennessee Railroad.

By mid-May, the Federals, although ousted from Pearisburg, held Mercer County and braced for a lunge at the railroad.

Seizing the initiative, Marshall bested Cox's 1st and 2nd brigades during three days of fighting, May 15 to May 17, in Mercer County, centering on Princeton Courthouse.

Col. George Crook, commanding Cox's 3rd brigade, marched to and occupied the city of Lewisburg, where on May 23 he defeated Brig.