Oliver P . Smith Oliver Prince Smith ( October 26 , 1893 – December 25 , 1977 ) was a General in the United States Marine Corps and a highly decorated combat veteran of World War II and the Korean War . He is most noted for commanding the 1st Marine Division during the Battle of Chosin Reservoir , where he said " Retreat , hell ! We ' re not retreating , we ' re just advancing in a different direction . " He retired at the rank of four - star general , being advanced in rank for having been specially commended for heroism in combat . Military career . Early years . Smith was born in Menard , Texas but grew up in Northern California . He attended the University of California , Berkeley , working his way through college doing odd jobs but mostly gardening and was a member of Alpha Kappa Lambda Fraternity He graduated in 1916 and reported for active duty as a Second Lieutenant in the Marine Corps on May 14 , 1917 . The following month he was assigned his first overseas tour at Guam , Marianas Islands , where he served with the Marine Barracks , Naval Station . In May 1919 , he returned to the United States for duty with the Marine Barracks at Mare Island , California . Ordered to sea duty in October 1921 , General Smith served as Commanding Officer of the Marine Detachment aboard the until May 1924 . At that time he was assigned to Marine Corps Headquarters , Washington , D . C . , for duty with the personnel section . Returning overseas in June 1928 , he joined the Gendarmerie d ' Haiti , Port - au - Prince , as Assistant Chief of Staff . Following his return from foreign shore duty in June 1931 , he became a student at the Field Officer ' s Course , U . S . Army Infantry School , Fort Benning , Georgia . Graduating in June 1932 , he was ordered to duty at the Marine Corps Schools , Quantico , Virginia , as an instructor in the Company Officers ' Course . In September 1933 , he was named Assistant Operations Officer of the 7th Marine Regiment at Quantico . Smith sailed for France in January 1934 , where he joined the staff of the American Embassy in Paris for duty with the Office of the U . S . Naval Attaché . From November 1934 to July 1936 , while in Paris , he became the first Marine Corps officer to matriculate at the Ecole Supérieure de Guerre . He returned to the United States in August 1936 , and joined the staff of the Marine Corps Schools at Quantico , as an instructor in the S - 3 Section , ( Operations and Training ) . He acquired the nickname “ the professor , ” gained a reputation as an intellectual during these years and was recognized as an expert on amphibious warfare . Smith was transferred to the West Coast in July 1939 , where he joined the Fleet Marine Force as Operations Officer at the Marine Corps Base , San Diego , California . In June of the following year , he became Commanding Officer of the 1st Battalion , 6th Marines , and in May 1941 , sailed with the 6th Marine Regiment for Iceland where he remained until returning to the United States in March 1942 . World War II . In May 1942 , Smith was ordered to Headquarters Marine Corps , Washington , D . C . , where he became Executive Officer of the Division of Plans and Policies . He remained in this capacity until January 1944 , when he joined the 1st Marine Division on New Britain . There he took command of the 5th Marine Regiment and subsequently led the regiment in the Talasea phase of the Cape Gloucester operation . In April 1944 , he was named Assistant Division Commander of the 1st Marine Division and participated in operations against the Japanese in the Peleliu operation during September and October 1944 . Smith became Marine Deputy Chief of Staff of the Tenth Army in November 1944 , and participated in the Battle of Okinawa from April through June 1945 . In July 1945 , he returned to the United States and became Commandant of the Marine Corps Schools , Quantico , and in January 1948 , was named Commanding General , Marine Barracks , Quantico , in addition to his duties at the school . Three months later , he became Assistant Commandant of the Marine Corps and Chief of Staff , Headquarters Marine Corps , Washington , D . C . While there he served as Editor - in - Chief of the professional journal of U . S . Marines , the " Marine Corps Gazette " . Korean War . Named Commanding General of the 1st Marine Division in June 1950 , Major General Smith led his division through the bitter campaigns of the Korean War — from the late summer assault at Inchon , to the sub - zero winter drive north to the Chosin Reservoir . In October 1950 , the 1st Marine Division landed at Wonsan on the eastern side of Korea under the command of the Army ' s X Corps commanded by Edward Almond . Almond and Smith shared a mutual loathing that dated back to a meeting between the two in Japan before the landing at Inchon . During the meeting Almond had spoken of how easy amphibious landings were although he had never planned or taken part in one and then referred to Smith as " Son " although he was only 10 months older than he was . Smith and the Marine command also felt Almond was overly aggressive and were sure that there were large numbers of Chinese Forces in North Korea when higher headquarters in Tokyo was telling them it was not the case . Although ordered to go north to the Yalu River as fast as he could , Smith continuously slowed the division ' s march to the point of near insubordination . Also along the way he established supply points and an airfield . In November 1950 , with the 1st Marine Division surrounded at the Chosin Reservoir , he directed the breakout and subsequent march to the seaport of Hungnam . In the end his careful march north and ability to keep the division together saved it from total destruction and quite possibly the entire X Corps . General Smith returned to the United States , in May 1951 , and was assigned duties as Commanding General , Marine Corps Base Camp Pendleton , California . In July 1953 , he was advanced to the rank of lieutenant general and assumed his final duties as Commanding General , Fleet Marine Force , Atlantic , and served in this capacity until his retirement , with the rank of general , on September 1 , 1955 . Smith died in Los Altos , California on December 25 , 1977 .