In the wake of the failed Union Camden Expedition, areas of Arkansas lay prone to Confederate raids against Union outposts. One such raid occurred against a Union camp at Massard Prairie on July 27, 1864. Confederate General Richard Gano won a victory there, which encouraged further operations.
Several days later Gano's superior, General Douglas H. Cooper, led a Confederate division several miles north to Fort Smith. Cooper's force consisted of Gano's brigade and General Stand Watie's brigade. Gano took position along the Indian Territory side of the Poteau River while Watie moved up from the south on the Arkansas side. General John M. Thayer commanded the town's defenses with three brigades. Watie's men made first contact with the 6th Kansas Cavalry of Colonel 's Union brigade. Judson's men fell back from Fort No. 2 along the Texas Road, alerting the rest of the Union garrison of the Confederate arrival. Cooper's men began to shell the fort. Thayer responded by sending forward units from Colonel James M. Williams' brigade, including the 6th Kansas Colored Infantry and two howitzers from the 2nd Kansas Battery. The Union artillery proved superior and soon drove off the Confederate artillery and the supporting cavalry. Cooper ordered a withdrawal, leaving snipers behind to cover the retreat.
Cooper took with him approximately $130,000 worth of Union arms and supplies. Thayer maintained control of Fort Smith for the duration of the war. Fort Smith is preserved within Fort Smith National Historic Site.
- District of the Frontier – General John M. Thayer
- 1st Brigade – Colonel John Edwards
- 2nd Brigade – Colonel James M. Williams
- 3rd Brigade – Colonel William R. Judson
- District of the Indian Territory – General Douglas Cooper
- Gano's Brigade – General Richard M. Gano
- Watie's Brigade – Colonel Stand Watie