On March 19, 1865, Joseph E. Johnston organized his forces into a hook-shaped line at Cole's Plantation, blocking the Goldsboro Road. That morning William T. Sherman's Federal Left Wing stumbled into the Confederate trap, just as it was being set. After a Union probing attack failed, the Confederates launched a massive assault which drove Gen. William P. Carlin's XIV Corps division from the field. Morgan's division managed to hold on despite being surrounded on three sides by Confederate adversaries. Late that afternoon a strong Federal defense of the Morris Farm by the Left Wing's XX Corps managed to squelch the Confederate advance. The first day's fighting ended in a tactical draw.

Failing to completely crush the Union lines, Johnston's Confederates pulled back to positions held earlier in the day, and Sherman's Right Wing began arriving on the battlefield by midday on March 20. Sharp skirmishing prevailed, as the Confederates changed position to deal with the arrival of the Federal Right Wing. The junction of Sherman's divided army at Bentonville placed nearly 60,000 Union troops (including reserves) against Joe Johnston, who had brought to the field approximately 16,000 infantry and 4,000 cavalry with which to oppose Sherman. Despite receiving limited reinforcements, the Confederates were no match numerically for the powerful Union army.

Johnston clung to a tenuous position guarding his army's sole escape route over rain-swollen Mill Creek, and began evacuating his wounded to Smithfield, 20 miles to the north.
To Sherman's great irritation, he found the Confederate army still in position on March 21. The Union commander was anxious to reach Goldsboro, and was impatient for the Confederates to retreat. Johnston, outnumbered and no longer holding the advantage of surprise, could only hope that the Federals might be lured into a costly frontal attack on his small but well-entrenched army.
For two days following the main battle of March 19, the opposing forces squared off in a severe and continuous skirmish fight. On March 21 Sherman's Right Wing moved to within a few hundred yards of the left half of Johnston's army. That afternoon, a "little reconnaissance" by Gen. Joseph A. Mower's XVII Corps division escalated into a full-scale push toward Mill Creek Bridge on the Confederate left flank.