Many military historians consider the American Civil War the first modern war. Both Confederate and Union officers sought ways to use the railroads and the new rifled weapons, the most modern technologies of their day, both for their own advantage and to protect themselves against these same technologies being employed by their enemies. In two separate engagements in late April-May and in October of 1862, the town of Corinth, Mississippi, gave both sides training in the "new warfare."

Things were not going well for the Confederacy in early 1862. In the east, Union armies were threatening Richmond, VA. Union naval forces took New Orleans, LA, the Confederacy's largest city and most important port. The Confederates were forced to abandon southern Kentucky and much of West and Middle Tennessee. A large Federal force, under Maj. Gen. Ulysses S. Grant, was moving down the Tennessee River towards the railroad crossover at Corinth.

Corinth was established in the 1850s at the crossing of the Memphis and Charleston and the Mobile and Ohio railroads. By 1862, it was a small town, with a population of about 1200 people. Tishomingo County (later becoming Alcorn County) had opposed secession in early January, but now Corinth was full of Confederate soldiers. The railroads had rushed nearly 40,000 men to the town, from places as far away as Florida, Kentucky, and New Orleans. On April 3, they moved out to head Grant off before he could strike. After almost succeeding at the bloody Battle of Shiloh, near Pittsburg Landing in Tennessee, they returned to Corinth. In spite of terrible losses on both sides, the Confederates had not stopped the Union's advance. They settled down to collect their forces, dig in, and wait.