The segment from Fort Valley to Byron is part of the Fall Line Freeway, a highway that connects Columbus to Augusta.

It may also be incorporated into the proposed eastern extension of Interstate 14 (I-14), which is currently entirely in Central Texas, and may be extended into Augusta.

It passes through rural areas of the county and crosses an intersection with SR 308, called Croxton Crossroads.

Approximately 4,000 feet (1,200 m) later, US 19/SR 3 (South Martin Luther King Boulevard) join the concurrency.

About 3,000 feet (910 m) later, US 19/SR 3 split off to the northeast on North Martin Luther King Boulevard, while US 280/SR 27/SR 49 turn to the east on West Lamar Street.

Then, it crosses into Macon County proper and resumes its northeastern routing, passing through the extreme northern part of the historic site.

In Fort Valley, the highway passes Oak Lawn Cemetery, before entering the main part of town.

From this intersection, the next 9.8 miles (15.8 km) of road is part of the Fall Line Freeway, an expressway that connects Columbus and Augusta.

Northeast of Fort Valley, SR 49/SR 540 passes the Pine Needles Country Club.

In Powersville, the two highways meet the western terminus of SR 247 Connector (Centerville Road).

The concurrent routes pass northwest of Middle Georgia Regional Airport, before curving to the north.

Approximately 1.5 miles (2.4 km) south of Macon, US 129/SR 247 (Hawkinsville Road) join the concurrency.

It passes through rural areas of the county and crosses an intersection with SR 18, called Greenberry Crossroads.

Then, the highway curves to the northwest, crossing over Fishing Creek into Milledgeville city proper.

A few blocks farther to the east-northeast, it meets its northern terminus, an intersection with SR 22/SR 24 (North Elbert Street/East Hancock Street).

State Route 49 Bypass (SR 49 Bypass) is a proposed bypass route that is planned to exist completely within the southwestern part of Peach County, in the central part of the U.S. state of Georgia The road is planned to connect SR 49 Connector (Buddy Reddick Memorial Parkway), at an intersection with the SR 49 mainline (Peach Parkway) northeast of Fort Valley to an intersection with SR 96 (Miami Valley Road), east of the town.

The entire length of this highway, like the mainline, is also concurrent with SR 540 and part of the Fall Line Freeway.