Not far from Willow, Beaver Kill reaches its source at a point west of Cooper Lake, the main reservoir for the city of Kingston 11 miles (18 km) to the southeast.

[3] From Shady, NY 212 runs southward along the Saw Kill, intersecting County Route 33 (CR 33, named Glasco Turnpike) on its way into the hamlet of Bearsville.

After another block, NY 212 curves east onto Mill Hill Road, which brings the route southeastward through the rest of the central business district.

[3] As the route heads away from NY 375, it winds its way northeastward out of the hamlet, paralleling the Saw Kill through another wooded area to a junction with CR 30 (Zena Road).

Outside of the park, the route runs across mostly level terrain to the hamlet of Shulits Corners, where it meets CR 32 (Glasco Turnpike) amongst a cluster of homes in the center of the community.

From here, NY 212 runs northeast past intermittent stretches of homes separated by dense forests for 4 miles (6.4 km) before curving eastward at an intersection with CR 35 (Blue Mountain Road) west of the hamlet of Veteran.

[3] The modern-day alignment of NY 212 dates to 1828, when the state of New York passed a bill authorizing the construction of the Saugerties and Woodstock Turnpike Road Company.

Passed on April 21, 1828, this new turnpike was to be constructed from the village of Saugerties at the store of Jeremiah Russell to Woodstock's Reformed Dutch Church.

[4] On May 2, 1864, the state of New York approved the request of the company to construct a new toll gate on the right-of-way, located between Saugerties and the King's road (Ulster CR 31).

This new state highway would be 20-foot (6.1 m) wide, The contract was handed to Huie Construction Company of Saugerties, which began by clearing the right-of-way and grading through hills.