Following his defeat in the disastrous Battle of Fredericksburg in December 1862, Burnside was desperate to restore his reputation and the morale of his Army of the Potomac. He planned a surprise crossing of the Rappahannock River south of Fredericksburg, Virginia, on January 1, 1863, to flank Robert E. Lee. At the same time, Union cavalry would cross the Rappahannock at Kelly's Ford, 20 miles (30 km) north, and strike south into Lee's rear, destroying his supply lines.
President Abraham Lincoln learned of this plan from some disaffected officers on Burnside's staff and put a stop to it, assessing it as too risky. So Burnside revived his plan but reversed the original sequence. Instead of crossing the Rappahannock south of Fredericksburg, he planned to move upstream and cross at Banks' Ford.
The offensive movement began on January 20, 1863, in unseasonably mild weather. That evening a steady rain began, and it persisted for two days, saturating the unpaved roads, leaving them knee-deep in mud. After struggling for two days to move troops, wagons, and artillery pieces, Burnside yielded to complaints from his subordinates and reluctantly ordered his army back to camp near Fredericksburg.