Governor Clayton's decision to call out the state militia to enforce martial law was a desperation move. The law establishing the state militia had only been passed during the summer and there had been little time to create the militia. In Woodruff County, Upham had taken the lead in rasing a company of militia and it was at his plantation that the company was raised. In Woodruff County, and elsewhere, this was done in spite of the opposition of the Ku Klux Klan that was bound and determined to do anything and everything that it could to prevent the forming of the state militia including murder and burning down houses.
Under Governor Clayton's orders, the Adjutant General of the Arkansas State Guard (ASG), Brigadier General Keyes Danforth, divided the state up into several different military districts. Woodruff County was in the District of Northeastern Arkansas where not too many Union Army veterans were settled. As a result, both Governor Clayton and Adjutant General Danforth came to the conclusion that Upham, despite his lack of military experience, was the best man to command that district. At first, Upham turned it down, but Clayton persisted and Upham wound up with the rank of brigadier general in the ASG.
Under Upham's energetic leadership, the number of troops under his command soon consisted of over 1,000 soldiers most of whom, as you could expect, were blacks. Given the Klan's devotion to white supremacy, the blacks had everything to lose if the Klan won. In Woodruff County, the Klan overran Upham's plantation and killed several blacks there, destroying the plantation's buildings in the process. Upham retaliated by taking fifteen of the most prominent known Klan sympathizers in Woodruff County hostages and threatened to have them all killed if the Klan did not disperse. The tactic worked as the conflict simmered down in the county. However, the Klan was far from being licked as shown by the fact that a force of over 100 Klansmen ambushed Upham's troops in a bloody engagement outside the county.
From November 1868 through March 1869, militia units under Upham's command engaged in a truly brutal campaign and fought a number of skirmishes with the Klan while otherwise enforcing martial law. There were numerous allegations of atrocities and other crimes such as depriving citizens of their assets. However, when you have a case where there are black militiamen fighting against an enemy that openly desired to inflict white supremacy upon them, violations of the civil rights of Klansmen and their sympathizers should be expected. In any event, due to the militia's campaign under the martial law regime, the Klan was destroyed in Arkansas. It was the only Southern state where the local forces were able to smash the Klan. In 1871, when the Klan was literally running amok in the rest of the South prompting the passage of the Federal Ku Klux Klan Act and the unleashing of the U.S. Army in the South, Arkansas was the only Southern state that was spared the ordeal.
Another look at the KKK Threat:The Mempis Race Riots of 1866
Source: Time and Date The Month of November 1868:.