Tompkins was an Indian type fighter and he made no attempt to seize the pickets who might warn Marr and his men. Instead, he and his men rode wildly up and shot at them. One guard rushing into the chapel shouted, "The enemy's cavalry are approaching". Marr hurried his men into the surrounding clover fields where they fell in rank.

Governor Smith, hearing all the racket, jumped out of bed and ran to join his friend, Marr. In his haste he left his coat behind and, it is rumored, even his shoes, which were placed outside the bedroom door to be polished by the old negro servant before morning.

Upon arriving at the clover field, he looked around for Marr but not finding him, asked one of his men, "Where is your captain?"

"We don't know, Sir," was the reply. Marr had disappeared and his men were in a state of confusion.

"Boys, you know me. Follow me!" urged the 63 year old governor.

Halfway to the courthouse more confusion arose when one of the young Riflemen challenged Col. Ewell, who, having returned to Fairfax, had been struck in the shoulder and was bare headed, bald and bleeding. "Extra Billy", coming to the rescue, introduced Col. Ewell, "Men, this is Lt. Col. Ewell, your commanding officer, a gallant soldier in whom you may place every confidence."

The half-company followed Ewell up to Main Street. Then turning the company over to Smith again, Ewell left to send a messenger for reinforcements from Fairfax Station.

"Extra Billy" assumed Tompkins and his men would return by the same way they had gone. He positioned the remains of the Riflemen around fence posts in front of Cooper's Carriage Shop.

At 3:30 A.M. they heard sounds of Tompkins and his men returning. When Tompkins reached almost to the carriage shop, "Extra Billy" and his men "let loose", causing Tompkins' men to "run off ingloriously, pulling down fences and making their escape through fields" while leaving the ground strewn with "carbines, pistols, sabers, etc."

Tompkins wrote that he ascertained at least 1000 of the enemy were in Fairfax, perceived that he was "largely outnumbered" and departed "in good order", having killed at least twenty-five "rebels".