In May 1781, Earl Charles Cornwallis arrived in Petersburg, Virginia after a lengthy campaign through North and South Carolina. In addition to his 1,400 men, he assumed command of another 3,600 that had been under the command of the turncoat Benedict Arnold, and was soon thereafter further reinforced by about 2,000 more sent from New York. These forces were opposed by a much smaller Continental Army force led by the Marquis de Lafayette, then located at Richmond. Following orders originally given to Arnold's predecessor in command, William Phillips (who died a week before Cornwallis's arrival), Cornwallis worked to eliminate Virginia's ability to support the revolutionary cause, giving chase to Lafayette's army, which numbered barely 3,000 and included a large number of inexperienced militia.