Incumbent governor Andrew E. Lee, elected in 1896 as a Populist, he ran for re-election as a Fusion candidate.

Lee narrowly defeated Phillips to win his second term as governor, but most of his Fusion allies lost their elections, leaving him as the lone statewide officeholder.

Prior to the separate conventions of the Democrats, Populists, and Free Silver Republicans, U.S.

Senator Richard F. Pettigrew worked behind the scenes to continue the coalition's success.

[1] In the end, the nominations were divvied up among the three parties as follows:[2] State Treasurer Kirk G. Phillips entered the Republican convention, held on August 24, 1898, in Mitchell, as the clear frontrunner for the Republican nomination.