Background
Further information: Confederate order of battle, Union order of battleAfter the Battle of Gettysburg in July, Robert E. Lee retreated back across the Potomac River to Virginia and concentrated behind the Rapidan River in Orange County, Virginia. Meade was widely criticized for failing to pursue aggressively and defeat Lee's army. He planned new offensives in Virginia that fall to correct this.
Early in September, Lee dispatched two divisions of Lt. Gen. James Longstreet's Corps to reinforce the Confederate Army of Tennessee for the Battle of Chickamauga. Meade knew that Lee had been weakened by the departure of Longstreet and wanted to take advantage. Meade advanced his army to the Rappahannock River in August, and on September 13 he pushed strong columns forward to confront Lee along the Rapidan, occupying Culpeper, Virginia, following the Battle of Culpeper Court House. Meade planned to use his numerical superiority in a broad turning movement, similar to the one planned by Maj. Gen. Joseph Hooker in the Battle of Chancellorsville that spring. However, on September 24 the Union had to deplete its forces as well, sending the XI and XII Corps to the Chattanooga Campaign in Tennessee.
Lee learned of the departing Union corps, and early in October he began an offensive sweep around Cedar Mountain with his remaining two corps, attempting to turn Meade's right flank. Meade, despite having superior numbers, did not wish to give battle in a position that did not offer him the advantage and ordered the Army of the Potomac to withdraw along the line of the Orange and Alexandria Railroad.
Read more about this topic: Bristoe Campaign
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