After the losses of Forts Henry and Donelson in February 1862, General Johnston removed his discouraged Confederate troops into west Tennessee, Northern Mississippi and Alabama to reorganize. Assisted by General Beaureguard, Johnston moved his scattered forces and moved almost 55,000 men to Corinth.

In March of 1862, General Grant advanced his Union Army of West Tennessee on an invasion up the Tennessee River. Grant had no thought of a Confederate Attack. He was instructed that following the arrival of General Buell's Army, Grant would advance south in a joint attack to seize the Memphis and Charleston Railroad. This was the Confederacy's only east-west supply route that linked the lower Mississippi Valley to cities on the Confederacy's east coast.

On April 6, 1862, a small Federal reconnaissance (An inspection or exploration of an area, especially one made to gather military information), discovered Johnston's army assembled for battle on each side of the Corinth road...