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When General E. A. Paine assumed command of the U.S. Army's District of Western Kentucky at Paducah in the summer of 1864, he faced a defiant populace, a thriving black market and undisciplined troops plagued by low morale. Outside the picket lines, guerrillas pillaged towns and murdered the vocal few that supported the Union. Paine's unenviable task was to enforce discipline and to mollify the secessionist majority in 2300 square-mile district. In less than two months, he succeeded where other commanders had failed. For secessionists, his tenure was a "reign of terror"--for the Unionist minority, a "happy and jubilant" time. An abolitionist, Paine promoted the enlistment of black troops and encouraged fair wages for former slaves.