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The river rises in rural Wise County, Virginia near the Laurel Grove community northwest of Norton and flows for several miles before the confluence with Roaring Fork in the Kent Junction community.
( This point is where USGS maps cease counting the mileage from the river mouth although the stream is listed on said maps as the Powell River from the point where it rises.
) From Kent Junction the river flows 187 miles ( 301 km ) and drains approximately 938 square miles ( 2, 429 km < sup > 2 </ sup >) in both Virginia and Tennessee before reaching its confluence with the Clinch River in the Norris Lake reservoir at the site of the now-submerged town of Grantsboro.

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