For events prior to 1861 see the previous page "EXTRA BILLY'S LIFE".
Extra Billy's own words are in bold print while other's quotes are in quotation marks " ". Some quotes have been edited without changing the meaning. The pictures can be enlarged by clicking on them with your mouse.
Mr. Smith
Early in April I visited Washington City to settle the accounts of my nephew, who had resigned his rank in the Federal army, to visit my niece near Bladensburg, and to look around me. The city was full of Federal troops, and it was considered the height of folly for me to go among them. But as the communication between Alexandria and Washington was uninterrupted, a single sentinel only being posted at the northern entrance of the Long Bridge, I made my trip and accomplished my wishes, including three beautiful Maynard rifles, two of which were brought out under a lady's petticoat.
Fairfax Courthouse
On the night of the 31st of May, 1861, Lieutenant-Colonel Ewell (subsequently General Ewell) was in command of the Confederate forces at Fairfax Courthouse: Captain Thornton's company of cavalry(Prince Willian Cavalry), Captain Green's cavalry company (Rappahannock Cavalry), and Captain Marr's company of rifles. I arrived at Fairfax about 5pm on a visit to Marr's company, which being raised in my neighborhood, although known as the Warrenton Rifles, I designated as "my boys." After spending a pleasant hour with them, and after a gratifying interview with Colonel Ewell and many other friends, I retired with Joshua Gunnell to his house.
At about 2am the following morning a force of Federal cavalry attack Fairfax and routed the Confederate cavalry. Half the members of the Warrenton Rifles also fled and Capt. Marr was killed, although no one knew of his death at the time because of the darkness and the thick undergrowth in the field where where he fell.
Hurrying to the quarters of the Warrenton Rifles, I found about forty or forty-five of them without an officer. I promptly addressed them, "Boys, where is your Captain?" They answered, "We don't know, sir." Knowing that the men did not look to the other officers to command, I said to them, "Boys, you know me, follow me." Without hesitation, they jumped the fence, and I commenced to form them into two files, and gave the command "march". We had just struck the turnpike, on the road between the hotel and the Court House, when the enemy appeared. I at once divided my command, placing it on opposite sides of the road, and protecting it by the post and rail fence. The enemy appeared leisurely advancing, and when within forty yards of us I gave the command "fire." It was admirably executed. Another fine volley followed, and a third partially, when the enemy fell back.
In 2011 the City of Fairfax celebrated the 150th anniversary of the skirmish with a program in the Courthouse and a re-enactment on the site of the engagement. They produced a 21 minute video of these events which is on the bottom of the home page of this site.
Colonel Smith
I was appointed by Gov. Letcher, Colonel of the Forty-ninth Virginia volunteers, the latter part of June, 1861. The Governor replied to my application, that I was too old; to which I rejoined, that I would like to see the young man who could stand more hardship and fatigue than I. Well, he said, if you insist upon it, I will not refuse. To which I said, in the words of the bridegroom, who, when asked by the parson if he would take this woman as his wedded wife, "zounds man, that is just what I come for." The Governor thereupon gave me my commission with an order to General Beauregard to form my regiment out of companies as they severally reported for duty. In my sixty-fourth year, and wholly unacquainted with drill or tactics, my military prospects were anything but flattering; yet, I thought I knew how to manage men, and flattered myself that I could soon, for all practical purposes, overcome existing difficulties. I felt it to be my duty to set a spirited example and to contribute all in my power to the success of a cause which was dear to my heart, and which I believe, and ever shall believe, to be right.
First Manassas

In mid-June Colonel Smith proceeded to Manassas Junction to begin to organize the militia companies that would arrive and be assigned to the 49th Regiment of Virginia Volunteer Infantry. Initially only three companies had arrived when, on June 18, the regiment (or more properly what was then a battalion) was ordered to a position near Sudley Church to link up with Col. Eppa Hunton's 8th Virginia Infantry marching from the Leesburg area. Hunton had not yet arrived when in response to skirmishing at Blackburn's Ford lower down Bull Run Colonel Smith was ordered to move downstream and take up position near Lewis Ford.,
On the day of the Battle of Manassas, July 21, 1861, the regiment still consisted of only three companies when it received orders to march to the fighting on Henry Hill, where it took position on the left of Jacksons Brigade and participated in the capture of a Yankee artillery battery. Several people wrote about this attack, from both sides of the lines:
(Captain Charles Griffin, U.S. Army battery commander) "I noticed a tall looking officer walk out in front of his men and seemed to be making a speech. Who was he? What could he have said, and within 80 yards of eleven hostile guns? But very soon they moved toward us at charge bayonets."
(Robert Funkhouser, 49th Va.) "Col. Extra Billy Smith made us a spirited speech, short though and to the point, and he also went right with us. All was ready with guns loaded and bayonets fixed when the order to forward came and the dreadful battle was on"
Lt. Warren Wilkes, 4th S.C. Inf., "Ex Governor Smith, with his 49th Regiment of Virginia came to the rescue. Seizing a Confederate flag, he unfurled it to the breeze and appealing to the troops in short, forcible terms to make one gallant final charge with their comrades he put himself at the head of the column and charged through several companies of sharpshooters stationed in the bushes and behind fences, reached the terrible battery and amid a blinding storm of 'leaden rain and iron hail', captured it."
Demonstrating the confusion of the battle, with both sides wearing multi-colors of uniforms, and what you can get away with by putting on a bold front, was a story told by Extra Billy about the attack on, and later withdrawal from, the Union battery. Two of my men, Kirkpatrick(could be either James F. or John W.)and Suddoth(James Sudduth), penetrated so deeply into the enemy's lines that they could not fall back with their comrades when repulsed, but remained in the confused masses of the enemy, unnoticed, until another charge, which almost immediately followed, extricated them.
Once the fighting is done the wounded are no longer an enemy, but someone in need of assistance.The enemy had charged into my lines and been repulsed, several prisoners being captured, among them a Captain Butterworth who was shot down in my lines, badly wounded. I directed my servant to make him as comfortable as possible. I also charged my servant to lay my commands on the first wagon which passed to take him in and carry him to the hospital. The officer was grateful for my arrangements for his comfort; inquired of my servant who I was, and handing him his pistols, a beautiful pair, directed him to hand them to me, as the evidence of his gratitude for the kind and generous care I had taken of him: at least, so said my servant when he delivered the pistols to me next morning, and added, that I had scarcely left them the night before, when a wagon passing by, was stopped, the officer taken in and duly delivered to the hospital. Subsequently inquiring about him, I was informed that he had been moved to Orange Courthouse, where he died.
Ebenezer

Butterworth was the 33 year old captain of Company C of the 1st Michigan Infantry. Born in England, he was married and had two children, Butterworth actually died at Charlottesville on August 17, 1861 and is buried in the Culpeper National Cemetery in Culpeper, Va. On his tombstone he is identified as Ebenezer B
etterworth, not B
utterworth. I have checked the roster of the 1st Michigan and the 1850 and 1860 U.S. census and they all give his name as B
utterworth. Extra Billy got it right, the U.S. government got it wrong. I was told by the folks at Culpeper Cemetery that any request to correct the record would have to come from a relative and would invo9lve loads of paperwork. RIP as Betterworth.
That evening Colonel Smith had another with a Yankee interesting encounter when he went to visit some of the regiment's wounded at the Dogan farmhouse. On reaching Dogan's, I saw that his porch, yard and stable seemed full of the enemy's wounded. Taking my seat in the porch, one of the wounded men asked me about my position in the fight. Apparently satisfied with my reply, he said, "I thought I recognized you when you rode up, and particularly your horse. Three times did I fire upon you during the fight," and added with the most perfect simplicity, "Of course, what I did was in the way of business and not in malice." My horse was shot in the neck, and I suppose I owe to this man the injury he received.
Winter Quarters and Congress

Following the battle the regiment continued to organize and train before going into winter quarters. It was a learning time both for the troops and for Extra Billy, as Robert Stiles relates: "It is said he used to drill his regiment at Manassas, sitting cross-legged on the top of an old Virginia snake fence, with a blue cotton umbrella over his head and reading the orders from a book. On one occasion he was roused by the laughing outcry, 'Colonel, you've run us bang up against the fence!' 'Well, then, boys,' said the old Governor, looking up and nothing daunted; 'well, then, of course you'll have to turn around or climb the fence" Ten Virginia Militia companies were combined to create the 49th regiment. Before they were stuck with the mundane designations of Company A, Company B, etc., they gloried in their militia names: Flint Hill Rifles, Amherst Rough and Readys, New Market Volunteers, Sperryville Sharpshooters, Warren Blues, Ewell Guards, Quantico Guards, Fauquier Guards, Rappahannock Rifles, and Crowder's Company. Recognizing his inexperience with military drill and procedures, Smith recruited men with such experience to constitute the regimental staff.

Lieutenant Colonel Edward Murray had graduated from West Point in the class of 1841. He served in Mexico and had obtained the rank of Captain before he resigned from the army in 1855 to become a farmer in Loudoun County

The Major of the 49th was Caleb Smith, the son of Extra Billy's brother, Thomas. Caleb had attended West Point for but left before graduating to pursue a career as a lawyer. At he outbreak of the Mexican War he was commissioned in the U.S. Army and served in Mexico, where he was wounded. He remained in the army after the war and served at a number of posts (including in California during the time Extra Billy was there) and resigned his commission in May, 1861. He was badly . He would resign and return to private life in 1862, wounded at First Manassas and be limited to desk duties for the remainder of the war.

In the spring of 1861 the cadets from the Virginia Military Institute (VMI), including Billy's youngest son, Frederick Waugh Smith, were assigned to the various regiments to teach the raw troops drill and military procedures. Fred was assigned to the 49th and became the regiment;s Sergeant Major. He would later serve as a Captain on various general's staff (including Billy's) and finish the war serving with John Mosby's command.
Although he did no campaigning, in November Billy was elected to the Confederate House of Representatives. He attended the sessions in Richmond from January to March, 1862, and rejoined the regiment before the start of the spring campaign. He would miss the summer session while leading the regiment in action.
Austin Smith

Austin Smith, Billy's son, had gone to California in 1853 but when he return home in 1861 he had the misfortune to arrive in New York City 10 days after the Battle of Manassas and was immediately arrested and held as a political prisoner at Fort Warren in Boston. He was exchanged in the spring and was killed two weeks later at the Battle of Gaines Mill.
Peninsula Campaign
"The Virginia peninsula, that long strip of land which runs southeast between the James and York rivers, composed chiefly of mud, mosquitoes, and steaming heat, and a great tangle of gloomy forests infested by lean and hairy men with rifles who uttered shrill, nerve-splitting screams as they came forward endlessly to the attack." (Bruce Catton)I must confess that, even though he is a Yankee, Bruce Caton is one of my favorate writers; not only are his works very informative, he uses wonderfully descriptive language.
The 49th moved out of Manassas and was ordered to join the forces commanded by General John Magruder ("Prince John") who was resisting the advance of General George B. McClellan's Army of the Potomac up the Peninsula toward Richmond. While there, on April 30, the regiment was re-organized under the provisions of the Conscription Act. The men elected their company officers who, in turn, elected the regimental officers. Extra Billy was returned as Colonel of the regiment.
While manning the fortificationa at Yorktown the 49th was under fire and tp Lt. Funkhouse it) "sounded like war night and day at Yorktown. The Yankee gunboats lying in the York River about 4 miles down kept us awake by the boom of their heavy guns most constantly greeting us. A 120 pound shell would explode in our midst often doing much damage"
On May 3, 1862, the army withdrew from the Yorktown positions, with the 49th forming part of the rear guard. After an all-night march they reached Williamsburg at sunrise and went into camp where they remained the next day. During the Battle of Williamsburg, May 5, the regiment was in reserve. According to Robert Funkhouser that night was "the most trying and uncomfortable night I ever spent, at least up to that date. Being thoughly wet and out overcoats heavy as lead, Lt. Updike and I crawled into a soldier's cabin nearby, the vacated winter quarters of some of our troops. It was midnight and pitch dark, and in our groping our way we found something dry and soft to lay our heads on and were soon fast asleep. A cannon ball crashing through our shanty woke us up and we were scrambling to decamp when Lt. Updike woefully cried out, 'I've lost my hat.' I struck a match to find it, and we discovered we had been lying upon a huge, dead Newfoundland dog for a pillow."
At Seven Pines the 49th was heavily engaged and Extra Billy was wounded in the leg and his horse was killed under him. During that engagement Robert Stiles relates that Extra Billy "was ordered to carry a work and to take his command through the abattis in front of it, reserving their fire. The regiment started in, the old Governor intrepidly riding in advance. The abattis swarmed with sharpshooters and his men were falling about him, but they followed on heroically. At last they appealed to him, 'Colonel, we can't stand this, these Yankees will kill us before we get in a shot.' It was all the old hero wanted and he blazed forth: 'Of course you can't stand it, boys; it's all this infernal tactics and West P'int tomfoolery. Damn it, fire! and flush the game!' And they did, and drove out the sharpshooters and carried the work."
At Seven Pines Extra Billy was leading the 49th into battle when the regiment came across a Confederate flag that had been dropped by another regiment. Picking it up, Smith carried it in front of his troops until a Private stepped forward to relieve him of the burden
Second Manassas Campaign

In July the regiment was assigned to the brigade commanded by Brig. General Jubal Early, part of Ewell's Division of Stonewall Jackson's command. They took part in Jackson's march around Pope's army and the capture of Pope's supply base at Manassas Junction, engaging Federal troops at Kettle Run and were in support when Jackson opened the Second Battle of Manassas with an attack on Union infantry at Brawner's Farm (or Groveton). Bruce Catton describes that attack: "From the woods beyond a great mass of Confederate infantry emerged, red battle flags with their starred blue cross snapping in the evening breeze, Stonewall Jackson's men, whose measured conviction it was that they could whip any number of Yankees at any time and place, and whose record gave them tolerable good reason for that belief."

The next day Early's Brigade was assigned to defend a section of Jackson's line along the unfinished railroad cut. As there was room on their section for only three of the seven regiments of the brigade to form a battle line, four of the regiments, under Early's personal command, remained in reserve while the 49th and two other regiments took position in the front line. As he was the senior of the three regimental commanders, Extra Billy took command of this portion of the line and repulsed several Union attacks.
Following the battle Jackson attempted to get his corps between the defeated Federal army at Centreville and their base at Washington. He ran into Union troops near Ox Hill and engaged them in battle in the heavy downpour where Extra Billy rode into action protecting himself from the rain with his blue cotton umbrella.
Maryland Campaign

Unable to remain in the Manassas area because of supply problems and not having the manpower to attack the Union fortifications around Washington, Lee decided to move the conflict north across the Potomac River. Brice Caton describes the situation: "September was bringing the outriders of doom up across the Potomac. Lee's army, so unbelievably thin and ragged in actual appearance, so greatly magnified and transfigured by rumor and by fear, came splashing through the shallows of the fording places like a legendary host. An army so exhausted, ragged, and ill-equipped that by any ordinary standards it ought to have gone back to some rest camp for a couple of month's refit.Every faint-heart, every weakling, every man whose spirit and body were not of the stoutest had been winnowed out. The ones who were left were the rock-hard men who would be a long time dying."

After crossing into Maryland, Lee divided his army and General Jackson's troops, including the 49th Va., returned to Virginia to operate against the Federal garrison at Harpers Ferry. Following the surrender of that post Jackson's troops hurried to re-enforce the main army which had taken position at Sharpsburg after fighting the Union army at South Mountain.

Arriving at Sharpsburg, Early's brigade took position on the far left of the Confederate line in the West Woods behind the Dunker Church. When the division commander was hit General Early took over command of the division and “directed Colonel Smith, of the Forty-ninth Virginia Regiment, to take command of the brigade and to resist the enemy at all hazards. He was as brave a man as I ever saw, and seemed always insensible to fear.” Shortly thereafter Billy received three wounds, one of which was life threatening. General Early describes meeting Smith: “I found Col. Smith standing by himself, the blood streaming from his left shoulder, which indicated a very serious wound, and he was shot in the leg. These wounds were in addition to the one inflicted by the ball which struck him in the arm. It was very evident he was seriously wounded and I saw he was unable to move, though he was standing up. He was subsequently carried from the field in a helpless condition." His servant, George Hunter, took the wounded Colonel back to Warrenton, but after several days at home the arrival of Union forces in the area force him to move on to Orange, where he spent several months recuperating at the home of Dr. and Mrs. Grymes, his wife's cousins. He was still there when the 49th fought at Fredericksburg, where his son, Sgt. Major Frederick Smith, was wounded in both legs. In late December he moved on to Richmond to recuperate, during which he took his seat in the Confederate House of Representatives during the winter session. In March, his wounds having healed, he resigned his seat to return to active duty.
Chancellorsville Campaign
Returning to active duty,

Extra Billy was promoted to Brigadier General and assigned to command Early's old brigade, Early having been promoted to command of the division. During the Chancellorsville campaign Early's Division remained at Fredericksburg facing a wing of the Army of the Potomac commanded by John Sedgewick. The Federals attacked and forced Early's troops out of their position, but when Sedgewick moved west to re-enforce the main Union force at Chancellorsville Early returned and re-occupied the Fredericksburg position.

Modern view of tha area of the above photo.
Gettysburg Campaign

In May Extra Billy was elected Governor of Virginia and although that may not have led to dancing in the streets it did inspire a musical tribute. Since his term did not begin until January 1, 1864, he remained in command of his brigade as the army moved west and north toward the Potomac River. During the Third Battle of Winchester Billy's Brigade was in reserve, although under Union artillery fire. As Robert Stiles' artillery battery came into position
"Gen. Smith was standing on the right of a long line of infantry, lying flat on their faces under a terrible fire, and erect, with his folded arms, securing his horse's bridle rein, and, save the artillery men following their guns he was the only human being I saw erect upon that field. As the cannoniers dashed by with faces blanched, lips pressed against the teeth, and eye-balls straining out of their sockets, I saw Gen. Smith bow politely, and heard him greet each one as he passed, in a rich, smooth, full, clear voice; 'How do you do, Sir! how are you to-day, Sir!' and I noted, too, the effect upon the men; for each lifted and threw back his head proudly as if he felt, 'Gen. Smith must have noticed me, specially; I certainly meant to do my full duty in this fight, at least.'"
Smith's brigade consisted of five regiments, about 1400 men. Following the capture of Winchester the 58th Virginia Infantry was detached to escort prisoners south to Staunton while the 13th Virginia was ordered to remain in Winchester as a provost guard (what we would now call Military Police). That left about 800 men in the 31st, 49th, and 52nd Virginia Infantry Regiments to follow Extra Billy across the Potomac River.
In his memoirs, Confederate Major Robert Stiles writes often of Extra Billy: "Although sixty-seven years old during this, the Pennsylvania campaign of 1863, it was yet a matter of constant interest to observe him on the march, as well as in battle; he was so brimming over with life and spirit, and being in a somewhat independent position, I always tried to be somewhere in his neighborhood."
"I remember one day while we were marching north, and not very far from the Potomac, I heard a great cackling and shouts of laughter at the head of the column, and riding forward to see what it meant, found Gen. Smith dismounted in the road, surrounded by a bevy of pretty girls, every one of whom he was kissing, despite very vigorous sham resistance, and, as he performed the ceremony in each case, he would comfort his blushing, laughing victims, by the reflection, 'Never mind my dear, its all right; you just tell your father it was Extra Billy did it, and he'll say it's all right' ".
"By this time the reader has doubtless learned that things were not likely to be dull when our old friend 'Extra Billy' was about. We were about entering the beautiful Pennsylvania town of York, General Smith's brigade in the lead. Under these conditions, feeling sure there was likely to be a breeze stirring about the head of the column, I rode forward so as to be near the General and not to miss the fun. As we approached, the population seemed to be very generally in the streets, and I saw at a glance that the old Governor had blood in his eye. Turning to Fred, his aide, who was also his son, he told him to "Go back and look up those tooting fellows", as he called the brigade band, "and tell them first to be sure their drums and horns are all right, and then to come up here to the front and march into town tooting 'Yankee Doodle' in their very best style."
"When they got to the head of the column, and struck up 'Yankee Doodle', and the Governor, riding alone and bare-headed in front of his staff, began bowing and saluting first one side and then the other, and especially every pretty girl he saw, with that manly, hearty smile which no man or woman ever doubted or resisted, the Yorkers seemed at first astounded, then pleased, and finally, by the time we reached the public square, they had reached the point of ebullition, and broke into enthusiastic cheers as they crowded about the head of the column, actually embarrassing its progress, till the old Governor, nothing loath, acceded to the half suggestion and called a halt, his brigade stacking arms, and constituting, if not formally organizing, themselves and the people of York into a political meeting."
"It was a rare scene, the vanguard of an invading army and the invaded and hostile population hobnobbing on the public green in an enthusiastic public gathering. The General did not dismount, but from the saddle he made a rattling, humorous speech, which both the Pennsylvanians and his own brigade applauded to the echo. He said substantially: 'My friends, how do you like this way of coming back into the Union? I hope you like it; I have been in favor of it for a good while. But don't misunderstand us. We are not here with any hostile intent, unless the conduct of your side shall render hostilities unavoidable. You see, it was getting a little warm down our way. We needed a summer outing and thought we would take it at the North, instead of patronizing the Virginia springs, as we generally do. We are sorry, and apologize that we are not in better guise for a visit of courtesy, but we regret to say our trunks haven't gotten up yet; we were in such a hurry to see you that we could not wait for them. You must really excuse us. 'What we all need, on both sides, is to mingle more with each other, so that we shall learn to know and appreciate each other. Now here's my brigade, I wish you knew them as I do. They are such a hospitable, whole-hearted, fascinating lot of gentlemen."
"At this point my attention was called to a volley of very heated profanity poured forth in a piping, querulous treble, coming up from the rear. The second brigade in column had caught up, and was now held up by our public meeting, which filled and obstructed the entire street, and Old Jube, who had ridden forward to ascertain the cause of the dead-lock, was fairly blistering the air about him and making furious but for the time futile efforts to get at Extra Billy, who in plain sight, and not far off, yet blissfully unconscious of the presence of the major-general and of his agreeable observations and comments, was still holding forth with great fluency and acceptability." "The jam was solid and impervious and at first and for some time, Old Jube couldn't do it, and no one would help him. But at last officers and men were compelled to recognize the division commander, and he made his way so far that, by leaning forward, a long stretch, and a frantic grab he managed to catch General Smith by the back of his coat collar. Even Jube did not dare curse the old General in an offensive way, but he did jerk him back and around pretty vigorously and half screamed: 'General Smith, what the devil are you about! stopping the head of this column in this cursed town?' With unruffled composure the old fellow replied: 'Having a little fun, General, which is good for all of us, and at the same time teaching these people something that will be good for them and won't do us any harm.' Suffice it to say the matter was amicably arranged and the brigade and its unique commander moved on, leaving the honest burghers of York wondering what manner of men we were."

The sojourn in Pennsylvania did not remain such a lighthearted adventure. General Lee ordered the army to concentrate and Ewell's Corp was moving west when, in the morning hours of July 1, 1863, Confederate and Union forces clashed just west of Gettysburg. Moving toward the sound of the guns Ewell's men changed their direction of march to south towards Gettysburg, striking elements of the Union Eleventh Corps on the northern edge of the town and driving them back through Gettysburg. Smith's Brigade was in reserve, supporting the attack on the Confederate left, then it moved through the eastern part of Gettysburg to the area of the York Road. During the fight Federal troops had been moving toward and into the town from the east. Deven's cavalry brigade entered Gettysburg on the York Road skirmishing with Confederate infantry on the town's outskirts, while William's Division of the Union XII Corps deployed on the Hanover Road less then a mile outside town before retiring a mile back down the road.. When he received orders to move through town to support a possible attack on Cemetery Hill, Extra Billy recognized that if there were move Union forces on the York or Hanover Roads removing his brigade from it's position would give such forces an unobstructed route to the Confederate left flank and rear. Advising Generals Early and Ewell of his decision, Smith maintained his position east of town. After inspecting the position, his superiors ordered him to remain covering the eastern approaches into Gettysburg
During the second day of battle the brigade remained in position on the York Road and the Hunterstown Road which forked from the York Road in a northeastern direction just outside town (not shown on the above map). Although Extra Billy's Boys were not engaged there was action on the Hanover Road. Col. Q.A. Nadenbousch, commanding the 2nd Virginia Infantry, describes that action:"At dawn a brisk skirmish commenced with our skirmishers and those of the enemy, which was kept up during the day, with bur short intervals. Our line took position on the north side of the Hanover Road, our skirmishers being much harassed and forced back by the enemy on our left". That afternoon there was an engagement between the Wade Hampton's Confederate Cavalry Brigade and the Michigan Cavalry Brigade under George Custer outside Hunterstown, just a mile or so in front of Smith's infantry on the Hunterstown Road.

Shortly after midnight on the morning of July 3 Extra Billy received orders to turn over security on the York Road and report to General Early facing East Cemetery Hill. Leaving the 58th in position until Stuart's forces arrived, the 31st and 49th moved to join Early. As dawn was breaking Federal forces launched attacks on General Johnson's division holding the southern slopes of Culps Hill.
Major R.W. Hunter of Johnson's staff relates that "While this desperate struggle was at its height, a large force of the enemy advanced upon our left and rear. Unless it could be checked disaster was inevitable. A staff officer was dispatched to notify General Smith that our left wing could only be saved by an immediate re-enforcement. At this supreme moment was heard the voices of Smith and his men dashing forward to the rescue with a rush, the old Governor in the lead, his voice rising above the din of battle, reckless of shot and shell, with bare head and sword in hand, pointing to the enemy, he harangued each regiment, as it double-quicked past into the arena of blood and fire. t was done so handsomely; the old Governor's bearing was so superbly gallant; his voice so ringing and inspiring; the reinforcement he brought so opportune, so welcome and so effective, that the troops in that quarter, rejoicing in their deliverance, in heartfelt tribute to that 'good grey head that all men knew', with one accord raised the shout: 'Hurrah for Governor Smith'." In mid-morning the 58th Va. rejoined the brigade which took position on Johnson's flank, later repulsing another Union attack from several Union regiments.
That evening Smith's Brigade moved through Gettysburg to a position just west of town on the Fairfield Road. The army withdrew to the Potomac River and Extra Billy relinquished command of the brigade to begin preparation to assume the office of Governor. He was promoted to Major General in August and assigned to detached duty touring the Commonwealth rousing the citizens to the efforts needed to carry on the struggle. He resigned his military commission effective December 31, 1863.
Governor Smith

On January 1, 1864, Extra Billy took the oath of office as Governor of the Commonwealth of Virginia for the second time, joining James Monroe and Patrick Henry as the only men to have been elected Governor twice (since then Miles Godwin has joined this select company in the 1970's). In his inauguration address he stated that:
We cannot believe that our great God will allow such a just cause as ours to be lost. Much as we have done, much remains to be done. Let us resolve to make every sacrifice in a cheerful and hopeful spirit, perform our whole duty, and then, with the blessing of heaven, we cannot be subdued.

Shortly after the inauguration the city of Richmond was reminded of the military conflict. On the evening of February 9-10, 1864, 109 Union army officers escaped from Libby Prison in downtown Richmond through a 50 foot long tunnel. 48 were re-captured while the rest escaped to the Union lines east of the city. On the first day of March there was skirmishing on the outer defenses of the city as local defense forces turned back a raid by Federal cavalry from the Army of the Potomac (the Kilpatrick-Dahlgren raid).
PAGE UNDER CONSTRUCTION
You may have noticed that Extra Billy didn't always do things in the conventional manner. His surrender in 1865 follows this trend. This interesting period of his life might be called:
The Governor’s Odyssey
On April 2, 1865, the Confederate lines around Petersburg collapsed. Extra Billy describes the scene in Richmond that day:On Sunday the 2d of April, 1865, during divine service, I saw a messenger hurriedly advance to Mr. Davis' pew and hand him a paper; Mr. Davis read the paper, and, much excited, instantly left the church. After the service was over I returned to the State Mansion, and had scarcely reached there before I received a message from Mr. Davis, requesting me to come to his office without delay. On joining Mr. Davis, he informed me that the paper he had received in church was a telegram from General Lee, informing him that he feared he would be unable to maintain his lines another day, and that he had better make ready to evacuate the city at a moment's warning.
Smith ordered the state archives loaded on two canal boats on the James River and Kanawah Canal for shipment to Lynchburg and arranged for Jonathan Bennett, the Auditor of Public Accounts, to withdraw $21,000 of state funds from the Exchange Bank, some of which was distributed to various state officials while the majority was retained by the Governor to pay for the expenses of the state government while away from Richmond. While the Governor was arranging the evacuation of the state government, his wife told him to: “attend to your public matters and I’ll make my own arrangements to evacuate the Governor’s house”.
About 1am on April 3, Extra Billy, with his son and aide Lt. Col. P. Bell Smith, and his servant George Hunter, rode out of Richmond on horseback along the canal towpath in company with the boats carrying the state archives, some members of the legislature, and VMI cadets. When the party reached Columbia on the morning of April 4 it was discovered that the canal had been cut by Union forces. George Mumford, the Secretary of the Commonwealth, and other officials accompanied the archives to Buchanan Courthouse , where they were captured by U.S. cavalry on April 10, while Governor Smith and his party continued on toward Lynchburg.
On April 6 the Governor's party passed through Appomattox Courthouse where Billy made a short speech from the front porch of the tavern. That same day a portion of Lee’s army was cut off and destroyed at Saylor’s Creek. Reaching Lynchburg and Finding that the proximity of the Federals to Lynchburg rendered my position there unsafe, I concluded to transfer myself to Danville, where President Davis was located. I arrived at his quarters at the hour in which he received information of Lee’s surrender, and when he was in busy preparation to move further south.Determining not to leave the borders of Virginia, Extra Billy established the State Government in Danville.
On April 11 the Governor wrote a letter to General Grant stating his position and requesting the views of the U.S. Government. The government of Virginia, of which I am the executive head, is, for the present, located in this town, elected by the people, under a recognized state constitution; and, in conformity to the laws of the Commonwealth, it is my duty to look to the interests of her people to the best of my ability. In view of the reported surrender of General Lee, and in ignorance of its terms, I respectfully propound the following questions: Will the State government, represented by me, be superseded by a military or civil organization under your authority, or that of the Federal government? Will the State officials of the Virginia government be subject to military arrest, and will they be allowed, peaceably, to leave the State for Europe, should they desire to do so? General George Meade, commanding the Army of the Potomac, received and passed the letter on to Grant, then on April 14 Meade relayed Grant’s reply to Smith; a 19th century version of “don’t call us, we’ll call you”. “I have today received a dispatch from Lieutenant-General Grant stating he has, at the present, no reply to make to your letter, and should he hereafter have one, it will be presented to you by special messenger.”
Meanwhile, back in Richmond, Judge J. A. Campbell was discussing with President Lincoln “the establishment of a government for Virginia, the requirement of oaths of allegiance from the citizens and the terms of settlement with the United States”. Lincoln authorized General Weitzel, the Federal military commander in Richmond, to issue safe conduct passes to the executive and legislative officers of the state to meet in Richmond for the purpose of withdrawing Virginia from the Confederacy. As a result, on April 9 a safe conduct pass was issued for Governor Smith. It is unclear when, or if, Smith received word of this pass, but Lee’s surrender that same day and Lincoln’s assassination five days later rendered the subject moot.
In an attempt to maintain order during the period between the collapse of Confederate authority and the imposition of Federal control, on April 20 the Governor issued a proclamation from Danville calling onthe Sheriffs and other civil officers of the several cities, towns, and counties to proceed, with all dispatch, to organize the citizens thereof with a view to the maintenance of the laws and the preservation of order. He also advised Persons passing through the country to demean them selves in a quiet and orderly manner and to return to their homes without delay. This was directed to the many paroled soldiers from Lee’s army making their way home from Appomattox. To provide for these parolees Smith stopped the removal of Confederate supplies, especially shoes, out of Danville and made them available to former soldiers in need. One day a large crowd of parolees gathered at the railroad depot and began to agitate when supplies were not immediately available. The Mayor of Danville called on the Governor for assistance. Riding to the depot Extra Billy addressed the crowd:I am the Governor of Virginia, your late compatriot in arms. You seem to be in a bad humor. What is the matter? After hearing their complaints, Smith assured them that every effort was being made to supple their needs. Re-assured by the Governor’s remarks the troops dispersed. A portion of the state funds removed from Richmond was also spent to alleviate the soldier’s needs.
At the beginning of May Extra Billy moved to Lexington from where he wrote to Jonathan Tucker, the former Attorney General of Virginia stating:We have to recognize the unhappy fact that armed resistance to Federal power is at an end. A return to the Federal Union is a necessity we must accept, and being a necessity, involves no abandonment of principles. As Governor of the State, with my field of duty restricted to her limits, I am here, and have to remain, to protect her interests, to promote her prosperity, and to share her fate. Extra Billy also wrote a letter to President Johnson, which he entrusted to John Speed of Lynchburg and several associates. They presented themselves to General Halleck in Richmond and requested a pass to allow them to continue on to Washington. They were arrested instead. Speed wrote a letter to his cousin, James Speed, the U.S. Attorney General, which Halleck forwarded to Secretary of War Stanton who passed the letter on to Attorney General Speed. On May 7 Stanton replied to Halleck: “I have seen the letter of ex-Governor Smith to the President, and deem his propositions entirely inadmissible. I have therefore refused passes for the delegation to visit Washington”. The exact contents of that letter, and wither or not the President ever saw it, are unknown to this writer.
President Johnson addressed the issue of the government of Virginia on May 9 with an executive order stating “That all acts and proceedings of the political, military, and civil organizations which have been in a state of insurrection and rebellion within the State of Virginia against the authority and laws of the United States, and of which Jefferson Davis, John Letcher, and William Smith were late the respective chiefs, are declared null and void. All persons who shall exercise, claim, pretend, or attempt to exercise any political, military, or civil power, authority, jurisdiction, or right, by, through, or under Jefferson Davis and his confederates, or under John Letcher or William Smith and their Confederates, or under any pretended political, military, or civil commission or authority issued by them, or either of them, since the 17th day of April, 1861, shall be deemed and taken as in rebellion against the United States, and shall be dealt with accordingly”. The proclamation went on to appoint Francis Pierpont Governor of Virginia and noted that the “aforesaid, Francis H. Pierpont, Governor of the State of Virginia, will be aided by the Federal Government, so far as may be necessary, in the lawful measures which he may take for the extension and administration of the State government throughout the geographical limits of said State.”
Smith arrived in Staunton on May 7 and the next day a town meeting voted to co-operate with Federal authorities when they arrived. Billy then moved back to near Lynchburg from where he wrote on May 14 to General Robert E. Lee: I do not see how we can avoid taking the oath.The following day he wrote to General Halleck relating his efforts to obtain a knowledge of the conclusions of the Federal authorities as to the civil officers of the State government. I know the great body of the people have made up their minds to conform in good faith to the new order of circumstances. I am bound by the obligations of my position to promote the interests of the people who have honored me, and I an consequently deeply anxious, under the circumstances, for the pacification of the State, and the restoration of her civil rights, and to her political relations.
During this period Extra Billy’s whereabouts was much on the minds of Federal authorities. Union General Wright telegraphed to the War Department from Danville on April 29 “No information as yet in regards to the whereabouts of Governor Smith, who is reported to have left this place some days prior to us reaching it.” On May 4 orders went out to Generals Sheridan and Crook; “guerrillas are collecting arms and horses under orders of Governor Smith and the Sheriff of Appomattox County. You will immediately send a brigade to capture these rebels.” Although the Sheriff may have been collecting arms to preserve order under the Governor’s April 20th proclamation, Extra Billy never ordered, and had rejected, guerrilla war. General J. M. Schofield, in North Carolina, wired the War Department regarding the status of civilian and on May 7 the Department responded. “There are no orders for the arrest of any one in North Carolina except Governor Smith, of Virginia, and the members of Jeff Davis’ Cabinet.” On May 8 Halleck posted a reward for the capture of the Governor: “By order of the Secretary of War, a reward of $25,000 is hereby offered for the arrest and delivery for trial of William Smith, Rebel Governor of Virginia.” Halleck neglected to mention the charges on which Extra Billy would be tried. Efforts continued to track down the Governor (or ex-Governor, depending on your point of view) with Schofield reporting from NC on May 23 “All parties sent out after the rebel Governor Smith of Virginia have returned without finding him. It is believed he has escaped into the Gulf States.”
Perhaps the Federals would have had an easier time catching the Governor if they had just answered their mail. After having no luck communicating with Grant, Johnson, and Halleck, the Governor tried again with another letter to Halleck on May 20.Having exercised the executive power of the state government of Virginia, under an election by the people, from the 1st of January, 1864, until General Lee's surrender, and since, only with the view to the preservation of public order; and having endeavored, in vain, through a note to General Grant and a communication to President Johnson, to learn the views of the Federal authorities, and having recently seen that to Governor Pierpont has been assigned the duty of reorganizing the state government, I have concluded to address you this communication, to which I respectfully ask a reply.
Since the evacuation of Richmond I have mixed freely with large numbers of my fellow citizens, and I am perfectly satisfied that the general opinion is to yield, without further resistance, to the necessity they are under, and to accept, in good faith, the new order of things which, they understand is proposed for them. I have advocated and labored to strengthen such opinion. My highest duty to the people, who have so much honored me, is to hasten forward, by precept and example, the pacification of the state; and, as I have, so I still propose honestly to perform this duty. Although Governor Pierpont is not placed in authority by vote of the people, but by a power they cannot resist, he will meet with no faction's opposition. The grand duty of pacification and re-adjustment, in conformity with the Federal constitution, being, under the circumstances, paramount to all others.
With these views I was prepared to take the amnesty oath to support the Constitution of the United States, and should have visited Richmond before this, for the purpose; but I have just learned that a reward is offered for my arrest, and am induced to apprehend, that were I to fulfill my original intention, I should be imprisoned. Now, I am too old (being in my sixty-eighth year) to be confined, without great damage to my health; but if it be the desire of the Federal government to have control of my person, I will, by permission, retire to my home in Fauquier county, and will, also, give bond and security promptly to respond to the requisition of the Federal authority. I trust this will be satisfactory.
It had been an interesting period for Extra Billy as, in his words, I rode with my aide and servant a thousand miles through the state on horseback, to learn the condition and temper of her people, and everywhere during the brief remnant of my power was devoted to their best interests. Moving east during the later part of May the party ended up in Hanover County at the home of Captain Dabney. The trip was leisurely taken, although I was aware that parties of the enemy were in pursuit of me. I think it not amiss to state that Captain Dabney’s was within twenty-three miles of Richmond, and within seven miles of two posts of the enemy, that it soon became known in the neighborhood that I was Captain Dabney’s guest, and that a reward had been offered for my arrest of $25,000, and yet not a man in that community, occupied by men in the humblest circumstances, could be found who would so far forget his duty and patriotic sympathies as to win comfort and independence by betraying me.
On June 1 Smith sent his son, Lt. Col. P. Bell Smith, into Richmond with a communication to the Provost Marshall, General Marsena Patrick, requesting a pass for the purpose of entering Richmond to surrender. A week later, on June 8, Extra Billy reported to Patrick in Richmond and, on June 12, signed a parole which allowed him to return to his home in Warrenton. He also turned over to Federal authorities what remained of the $21,000 in state funds removed from Richmond on April 2, about $6.700.
FOR EVENTS AFTER 1865 SEE THE PREVIOUS PAGE "EXTRA BILLY'S LIFE".