Confederate Heartland Offensive The Confederate Heartland Offensive or Kentucky Campaign was a series of maneuvers and battles in East Tennessee and Kentucky in 1862 during the American Civil War . From June to October , Confederate forces under Generals Braxton Bragg and Edmund Kirby Smith launched a series of movements to outflank the Union Army of the Ohio under Major General Don Carlos Buell and draw the border state of Kentucky into the Confederate States of America . Though the Confederates gained some early successes , their progress was stopped decisively at the Battle of Perryville , leaving Kentucky in Union hands for the rest of the war . Background . Western campaigns by Union forces earlier in 1862 had reaped much progress . The Tennessee and Cumberland Rivers had been opened to the U . S . Navy after successes at the battles of Fort Henry and Fort Donelson . The railroad hub at Corinth had been evacuated by the Confederates , causing most of West Tennessee to fall into Union control . New Orleans , the Confederacy ' s largest city at that time , had been captured by Admiral David Farragut . The city of Vicksburg , Mississippi , was now an important strategic aim for the Union commanders , as the western Confederates were " narrowed down all to the single line of [ rail ] road running east from Vicksburg . " Consequentially , protecting the Confederate stronghold on the Mississippi River became a top priority for the Confederacy . Confederate General Braxton Bragg decided to avert Union attention away from Vicksburg and from Chattanooga , Tennessee , which was being threatened by a large Union force under Don Carlos Buell , by invading the border state of Kentucky . Campaign . In August 1862 , Confederate General Braxton Bragg invaded Kentucky , hoping that he could arouse supporters of the Confederate cause in the border state and draw Union forces under Maj . Gen . Don Carlos Buell beyond the Ohio River . Bragg transported all of his infantry by railroads from Tupelo , Mississippi , to Chattanooga , Tennessee , while his cavalry and artillery moved by road . By moving his army to Chattanooga , he was able to challenge Buell ' s advance on the city . Once his forces had assembled in Chattanooga , Bragg then planned to move north into Kentucky in cooperation with Lt . Gen . Edmund Kirby Smith , who was commanding a separate force operating out of Knoxville , Tennessee . He captured over 4 , 000 Union soldiers at Munfordville , and then moved his army to Bardstown . On October 4 , 1862 , he participated in the inauguration of Richard Hawes as the provisional Confederate governor of Kentucky . The wing of Bragg ' s army under Maj . Gen . Leonidas Polk met Buell ' s army at Perryville on October 8 and won a tactical victory against him . Kirby Smith pleaded with Bragg to follow up on his success : " For God ' s sake , General , let us fight Buell here . " Bragg replied , " I will do it , sir , " but then displaying what one observer called " a perplexity and vacillation which had now become simply appalling to Smith , to Hardee , and to Polk , " he ordered his army to retreat through the Cumberland Gap to Knoxville . Bragg referred to his retreat as a withdrawal , the successful culmination of a giant raid . He had multiple reasons for withdrawing . Disheartening news had arrived from North Mississippi that Earl Van Dorn and Sterling Price had failed at Corinth , just as Robert E . Lee had failed in his Maryland Campaign . He saw that his army had not much to gain from a further , isolated victory , whereas a defeat might cost not only the bountiful food and supplies yet collected , but also his army . He wrote to his wife , " With the whole southwest thus in the enemy ' s possession , my crime would have been unpardonable had I kept my noble little army to be ice - bound in the northern clime , without tents or shoes , and obliged to forage daily for bread , etc . " Aftermath . The invasion of Kentucky was a strategic failure , although it had forced the Union forces out of Northern Alabama and most of Middle Tennessee ; it would take the Union forces a year to regain the lost ground . Bragg was criticized by some newspapers and two of his own generals , Polk and William J . Hardee , but there was plenty of blame to spread among the Confederate high command for the failure of the invasion of Kentucky . The armies of Bragg and Kirby Smith suffered from a lack of unified command . Bragg can be faulted for moving his army away from Munfordville , out of Buell ' s path , a prime location for a battle to Confederate advantage . Polk can also be blamed for not following Bragg ' s instructions on the day before and of the battle . Davis kept Bragg in command of the Army of Tennessee . Lincoln removed Buell from command of the Army of the Ohio for being too cautious in pursuit of Bragg , replacing him with Major General William Rosecrans .