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168 that occasion that this precious portrait was secured by my prevailing on her to sit to Mr. Sully, then considered the best female portrait painter in our country. Twenty years previously, Mr. Sully had passed some time as a guest at Monticello, having been employed to make a portrait of my grandfather for the Military Academy at West Point. Since that time my mother had changed very much. Mr. Sully had then found her living with her dear father in that happy home, surrounded by a large, cheerful family circle unbroken by death. But in the long interval, many of its members had been taken away, and grief had left its traces not less plainly stamped upon her face than age. She was thinner and more feeble than I had ever seen her—it was just six months before her death. I accompanied her to Mr. Sully's studio for her first sitting, and as she took her seat before him she said playfully: 'Mr. Sully, I shall never forgive you if you paint me with wrinkles.' I quickly interposed,—'Paint her just as she is, if you please, Mr. Sully: the picture is for me.' He said, 'I shall paint you, Mrs. Randolph, as I remember you twenty years ago." He approved of her dress, particularly a large cape worn by old ladies, and requested her not to make any change in it. The picture does represent her twenty years younger than when she sat to him, but it failed to restore the embonpoint, and especially the expression of health, and cheerful, even joyous, vivacity, which her countenance then habitually wore. While she was sitting for her portrait, her