Formation
The regiment was formed in May and June 1861, initially by Dr. W. H. Tebbs, who would be appointed a captain, and Van H. Manning who would later command the regiment. Early in May, 1861, Dr. W. H. Tebbs, Captain of a volunteer company raised on Bayou Bartholomew, in Ashley county, and Captain Van H. Manning, the Captain of a company organized at Hamburg, in Ashley County, went to Vicksburg, Mississippi in order to tender the services of their two companies, for service in the Confederate Army. They contacted Leroy P. Walker, Confederate Secretary of War, at Montgomery, by telegraph and received his reply declining the offer of the two companies, separate from a regiment. They then went to Montgomery, and Manning enlisted the help of Arkansas Confederate Senator Albert Rust. Rust help gain the acceptance as a part of the Confederate Army, conditioned on his raising the remaining companies needed to form a regiment. Rust, returned to Arkansas, and organized nine additional companies, and joined Captain Tebbs and Capt Manning in Virginia, where the regiment was mustered into service for the period of the war. The addition of nine companies made eleven when the regiment was organized. Tebbs' Company and Captain Mannings' were perhaps the first and only companies denied admission into the Confederate service, even for a day, and were the first companies enlisted for the war. When organized, the regiment was composed of 11 companies:
- Company A — "The Arkansas Travelers", commanded by Captain W. H. Tebbs, organized at Portland, Ashley county. On September 25, 1862, forty-two members of disbanded Company L—also from Ashley county—were assigned to this company. During its four years of service, 147 men served in Company A. Only twenty of them remained when the company was surrendered at Appomattox Court House.
- Company B — "The Berlin Beauregards", commanded by Captain Capers, organized at Berlin, Ashley county. During its four years of service, 110 men served in Company B, only eight of them remained when the company was surrendered at Appomattox Court House.
- Company C — "The Confederate Stars", commanded by Captain Thomas M. Whittington, organized at Monticello, Drew county. During its four years of service, 154 men served in Company C, only thirteen of them remained when the company was surrendered at Appomattox Court House.
- Company D — "The Selma Rifles", commanded by Captain R. S. Taylor, organized at Selma, Drew county. During its four years of service, 83 men served in Company D, only eight of them remained when the company was surrendered at Appomattox Court House.
- Company E — "The Champagnolle Guards", commanded by Captain Thomas F. Nolan, organized at Champagnolle, Union county. On July 18, 1862, twenty-eight members of disbanded Company C, Second Arkansas Infantry Battalion, which was also from Union county, were assigned to this company. During its four years of service, 131 men served in Company E, only twenty of them remained when the company was surrendered at Appomattox Court House.
- Company F — "The Hot Spring Hornets", commanded by Captain Thrasher, organized at Rockport, Hot Spring county. On July 18, 1862, thirty-three members of disbanded Company A, 2nd Arkansas Infantry Battalion, were assigned to this company; however, most of them were soon discharged for various wounds and illnesses. During its four years of service, 119 men served in Company F, only ten of them remained when the company was surrendered at Appomattox Court House.
- Company G — "The Three Creeks Rifles", commanded by Captain Rudy, organized at Three Creeks, Union county. On July 18, 1862, eighteen members of disbanded Company C, 2nd Arkansas Infantry Battalion—also from Union county—were assigned to this company. During its four years of service, 127 men served in Company G, only 23 of them remained when the company was surrendered at Appomattox Court House.
- Company H — "The Orphan Company", commanded by Captain Reed, a mixed Arkansas/Kentucky company. The fledgling company had only gathered 33 volunteers, only a third of that needed to constitute a full company. Two companies of Arkansas volunteers from Ashley county, passing through Nashville, Tennessee, on their way to Virginia to form the Third Arkansas Infantry, met Samuel V. Reid, of Kentucky, who had brought 30 of his fellow Kentuckians down to Tennessee, looking for a regiment to attach themselves to. It was proposed that the two groups of volunteers join forces to fit out a full company for the Third Arkansas. The commissioned and non-commissioned officer appointments would be equally divided among the two groups, with Reid becoming captain and Gibson becoming first lieutenant. Accordingly, the Kentuckians enlisted at Nashville on June 10; the Arkansans enlisted at Tyro on June 15; and the new company traveled to Lynchburg, Virginia, where it was assigned to the Third Regiment, Arkansas Volunteers, as Company H, July 1861. Colonel Albert Rust, regimental commander, referred to the company as "my orphans", a name which the men adopted as "The Orphan Company". In keeping with its cosmopolitan nature, Company H recruited a quite a few Virginians during the war. During its four years of service, 116 men served in Company H, only nine of them remained when the company was surrendered at Appomattox Court House.
- Company I — "The Tulip Rifles", commanded by Captain Alexander, organized at Tulip, Dallas county. On July 18, 1862, thirty members of disbanded Company B, Second Arkansas Infantry Battalion, were assigned to this company. Company I was the only company in the Third Arkansas that made significant use of conscripts to reinforce its ranks. In March 1863, thirty farmers and furloughed soldiers from other regiments were conscripted at Camden, Arkansas, and sent to the company in Virginia. During its four years of service, 150 men served in Company I. Only thirteen of them remained when the company was surrendered at Appomattox Court House.
- Company K — "The Ashley Volunteers", commanded by Captain Wilson Wilkins organized at Hamburg, Ashley county. During its four years of service, 134 men served in Company A, only twenty-four of them remained when the company was surrendered at Appomattox Court House.
- Company L — "The Rust Guards", commanded by Captain Joseph H. Bell organized at Latonia, Ashley county (later consolidated with Company A). On September 25, 1862, the company was disbanded. Forty-two of its members were transferred to company A—also from Ashley county. A total of seventy-three men were carried on the rolls of Company L during its existence. Only ten of them remained when the regiment was surrendered at Appomattox Court House.
Albert Rust was appointed colonel, and the regiment was sent to Lynchburg, Virginia for military training. While in Virginia, command level officers with formal military training were assigned to the regiment, to include West Point graduate Seth Maxwell Barton who was assigned as lieutenant colonel, and with Virginia Military Institute graduate Thomas Middleton Semmes assigned as regimental adjutant. The regiment was then attached to General Lee's Army of Northern Virginia, and deployed to the area of what would soon after become West Virginia. By mid-1862, the regiment was under the command of Van Manning following Albert Rust's promotion to Brigadier General, with William H. Tebbs being promoted to lieutenant colonel.
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