In the 1965 Virginia gubernatorial election, incumbent Governor of the U.S. state, Albertis Harrison, a Democrat, was unable to seek re-election due to term limits. For the first time in many decades there was an uncontested Democratic primary, in which incumbent Lieutenant Governor Mills Godwin was unopposed. Linwood Holton, an attorney from Roanoke, was nominated by the Republican Party, whilst the newly formed Virginia Conservative Party nominated William J. Story Jr. of Chesapeake.

This is the last time York County would vote Democratic in a gubernatorial election until 2025.

Background For the previous six decades, Virginia had had the most restricted electorate in the nation due to a cumulative poll tax and literacy tests, completely disenfranchising most blacks and poorer whites. This allowed for state politics to be dominated by the conservative Democratic "Byrd Organization", as "antiorganization" factions were rendered impotent by the inability of almost all their potential electorate to vote. Things would be substantially changed in the previous year's presidential election, as strong registration drives would almost double black voter registration from around 110,000 to 200,000 in a few years.

Incumbent lieutenant governor Mills E. Godwin was viewed as the leading Democratic candidate for Governor from the time of the previous year's elections, especially after Harry Byrd Jr. chose not to run in December. Godwin was a product of the Byrd Organization but not shackled to its traditional thinking: he sought alliances with unions, urban whites and the growing black electorate as well as Byrd stalwarts.

Right-wing challenges to the Byrd Democrats Opposition to Holton's new strategies within the organization led to the formation of firstly the Conservative Council and then a "Conservative Party" led by John Birch Society member William Story. The Conservatives believed that the pay-as-you-go political system must be reinforced and federal control eliminated throughout the state. The Conservatives attacked Godwin as

Besides Story and his Conservatives, George Lincoln Rockwell, an avowed white supremacist and founder/leader of the American Nazi Party, ran as an independent candidate. Rockwell planned his run at least a year in advance, telling an associate that such a campaign would be useful to inflame the reaction of the Jewish population. He filed for governor as an independent on April 20 with a campaign that promoted white schools, law and order, taxes and welfare, anti-subversive commission, and relocation benefits. At the close of the campaign, Rockwell said that he would end NAACP meetings in the state.

General election Polls SourceRankingAs ofThe Free Lance-StarNovember 1, 1965The Evening TimesNovember 2, 1965

Candidates Mills E. Godwin Jr., Lieutenant Governor of Virginia (Democratic) A. Linwood Holton Jr., Roanoke attorney (Republican) William J. Story Jr., assistant superintendent of Chesapeake City Public Schools (Conservative) George Lincoln Rockwell, founder of the American Nazi Party (Independent)

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