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to procure means for her formal instruction.  Mr. Martin remained with Lilly in Cincinnati for two years, teaching French privately to help defray some of the expense of his daughter's lessons.  Lilly Martin studied with a Mr. Williams, a portrait painter who had been a pupil of Thomas Sully.  Later, and for a longer period, she studied with James H. Beard, who is recognized as one of the foremost painters of domestic animals during the nineteenth century in this country.

The early years in which Miss Martin studied and painted in Cincinnati were filled with financial hardships and personal disappointments.  From a letter Lilly wrote to her father we know that offers of help often failed to materialize; "You must not build any expectation of Mr. S_____ getting any money.  He has not been to see me since you are gone.  We must make up our minds to go on our own footing. . . our own feet are yet the best to stand on, bad as they may be, for if we do on others, we will likely to be tripped."  People who had commissioned portraits and still-lifes often failed to return for them.  In general, the people of Miss Martin's day were suspicious of any woman who worked outside the home and they must have been especially suspicious of a young woman artist. 
Great strength of character and a strong will to paint must have been required for Lilly Martin to continue her career during these difficult years.

At the age of 21, Lilly Martin married Benjamin Rush Spencer of Virginia, who had come to this company from England, and who was an importer of cloth.  Family responsibilities do not appear to have lessened Lilly's pursuit of her career.  By 1846, Mrs. Spencer was recognized as one of the foremost painters of Cincinnati.  Her popularity and success there were assured.  She exhibited at every place the art-conscious city afforded, especially at the Western Art Union, of which she was a member, and the Cincinnati Academy of Fine Arts.

The first mezzotint given as a premium to the members of the Western Art Union was reproduced from one of Mrs. Spencer's paintings, "One of Life's Happy Hours."

Quite probably, Mrs. Spencer exhibited some of her paintings in New York City while she was still living in Cincinnati.  There was no decline in the artist's popularity when she, Mr. Spencer, and their [[strikethrough]] three [[/strikethrough]] two children moved to the East in 1848.  Within the next five years, Lilly Martin Spencer's place in nineteenth century American art was established.  She was a member of the American Art Union, the National Academy of Design, the Brooklyn Art Association, and the Cosmopolitan Art Union.

Mrs. Spencer became the protégé of the Cosmopolitan Art Journal.  This organization purchased and commissioned many paintings which were reproduced as plates in the Journal and also given as premiums to subscribers.  Godey's Lady's Book also reproduced several of her paintings in the form of steel engravings.  Mrs. Spencer made a series of designs to illustrate Mrs. E. F. Ellet's volumes, Heroic Women of the American Revolution.

During the decade of the fifties, Mrs. L. M. Spencer was the favorite of New York society's "400," who commissioned many portraits and other paintings from her.

The development of lithography created a new means of mass reproducing paintings.  These lithographs were unusually popular during the middle half of the nineteenth century.  Many of Mrs. Spencer's paintings were purchased and made into hand-colored lithographs of a very high quality.  Unfortunately, the artist realized no income from the sale of these prints, which numbered nearly a million. 

In 1858, at the height of her financial success and national popularity, Mrs. Spencer and her family moved from New York City to Newark, New Jersy.

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