The storm prompted the early closures of polling places, damaged a university, a shopping mall, a retirement home and a hospital, and caused damage that may not be fully apparent until daybreak.
It trapped people in damaged buildings and ignited a fire that sent flames shooting hundreds of feet into the night sky.
"Rescue crews are going to go all night long," said Matt DeCample, a spokesman for the Arkansas governor. "Until daylight comes, we're really not going to know the scope of things."
The storm killed 13 people in four counties in Arkansas, according to the state's emergency management agency.
In Atkins, Arkansas, three people were killed, including a man, woman and child in the same family, Pope County Judge Jim Ed Gibson told CNN.
Five others were transferred to local hospitals. Emergency officials reported a fourth death in Pope County, where Atkins is located.
Gibson said there was widespread damage across the county, and that trucks and vehicles were overturned by the storm along Interstate 40. The interstate was briefly closed, he said, but had since reopened.
About 30 National Guardsmen will help with the recovery effort in Atkins on Friday morning, DeCample said.
The other fatalities in Arkansas were in Izard County where three died. Two each were killed in Van Buren and Conway counties, and in Stone and Baxter counties, both of which had one death. Watch a man describe falling on the ground as the tornado hit »
In Tennessee, the tornado trapped college students and retirees in collapsed building and retirement-home communities, said Julie Oaks, a spokeswoman for the state's Emergency Management Agency.
In Memphis, a tornado swept through the southeastern section of the city, killing three people and injuring a dozen others, according to emergency management officials. All three died when part of a warehouse collapsed on them. At least eight others were injured across the county.
Also hit in the storm was the Hickory Ridge Mall, said Shelby County, Tennessee, Emergency Preparedness Director Bob Nations Jr.
There were no significant injuries, he said, but added, "The mall infrastructure is heavily damaged."
One person was killed in Madison County, Oaks said. Two others died in Hardin County, according to the local emergency management agency.
At least 50 people were trapped after the storm caused damage to the Jackson Oaks Retirement Home, Oaks said. Nine students were trapped in a damaged dormitory at Union University in Jackson, she said.
But the Union University campus was perhaps hardest hit -- classes have been canceled for two weeks to allow for clean up. "It looks like a war zone," said David Dockery, university president. "Cars and trucks thrown from one side of the campus to the other."
Dockery said the women's dorms were destroyed, along with two academic buildings. Many other school buildings received lesser damage.
Advance warning of the storm saved lives, he said, giving students enough time to move to shelters. At one point, 13 were trapped, but there were no severe injuries.
About 3,300 students attend the school with 1,200 living on campus.
A tornado hit the Columbia Gas Natural Gas facility in Hartsville, Tennessee, late Tuesday, setting it on fire and sending flames 400-500 feet into the air, authorities said.
The National Weather Service said the roof was ripped off a hangar at Memphis International Airport. FedEx, which is based in Memphis, reported damage to a portion of a roof on a firehouse, but said its daily flights were not affected.
Storms also ripped through western Kentucky, killing at least three people at a mobile home park in Muhlenberg County, emergency management officials said. State emergency spokesman Buddy Rogers said a state of emergency has been declared in the county and Kentucky National Guard troops have been deployed.
Presidential candidate and former Arkansas Gov. Mike Huckabee expressed his condolences in the aftermath of the storm.
"Nothing is as important as the lives of these fellow Arkansans, and our hearts go out to their families," he said in a statement from Little Rock, Arkansas, following Super Tuesday voting.
Sen. Hillary Clinton also asked supporters to remember storm
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