The Third Kentucky was organized at Camp Boone, Montgomery County, TN, about the 20th of July, 1861, with the following officers: Loyd Tilghman, Colonel; Albert P. Thompson, Lieutenant-Colonel; Ben Anderson, Major; Captain Alford Boyd, Assistant Quartermaster; Captain J. S. Byers, Assistant Commissary-Sergeant; Doctor J. W. Thompson, Surgeon; Doctor J. B. Sanders, Assistant Surgeon. Colonel Tilghman was promoted to brigadier-general shortly after the organization and Thompson became colonel and Anderson lieutenant-colonel; Captain Johnson became major. They had been partially supplied with Belgian rifles, but owing to the scarcity of any kind of arms, numbers of them had to use the old flint-lock musket; they retained these arems up to and including the battle of Shiloh. The cartridge consisted of powder, one large ball about an ounce in weight, and three buck-shot; this proved to be a very efficient ammunition, as was demonstrated at Shiloh. The companies were officered as indicated in another place, by the muster rolls.
The Third was organized into a brigade with the Second, Fourth and Ninth Kentucky, and at first was under the immediate command of General S. B. Buckner.