The CSS General Earl Van Dorn, a side-wheel river steamer, was fitted out in early 1862 at New Orleans, Louisiana as a River Defense Fleet "cottonclad" ram. In late March, she steamed up the Mississippi River to Memphis, Tennessee, where her outfitting was completed. In the naval action off Fort Pillow on May 10, she attacked a Union mortar boat with gunfire and rammed the ironclad USS Mound City.