Sleet, ice and as much as nine inches of snow is expected to blanket the South, from Louisiana to the Carolinas.
Snow crews are working to keep up with the rare southern weather. Most major cities in the region only have a handful of snow plows, if any at all.
"It really came in quickly. Usually we see a slower transition," Georgia resident Mark McKinnon said. "It wasn't snowing at all, then the next minute it was snowing heavily."
In Atlanta, home to the busiest airport in the world, airlines reduced their flights by 60 percent. More than 2,000 flights were cancelled across the southeast, and travel on many of the region's highways has been just as challenging.
"I pulled right out of my driveway and as soon as I left, my whole back end slid around. So it's pretty bad out here," one driver said.
"The visibility is bad and the traction is really bad," another added.
Atlanta Mayor Kasim Reed urged residents to stay off the roads.
"The important message is to stay home and let us get out and begin the de-icing process over the next 72 hours," he said.
For some in usually warm Tyler, Texas, the snow is a rare treat.
"It's cold, it's fun," one resident said. "We're from Texas and you never get to see it but very little every year. It's always fun."
"We fired up movie time, but then when the ice that was falling turned into snow, everybody had to halt movie time because we all had to jump into our snow clothes and go outside," another said.
The governors of Louisiana, Alabama, Georgia, and Tennessee have declared emergencies.
The winter storm is expected to move north over the next two days, causing even more travel disruptions. Philadelphia could see as many as eight inches, and up to a foot of snow could fall in Boston.