After the Battle of Liaoyang the situation for General Alexei Kuropatkin, Commander-in-Chief of the Russian armies in Manchuria became increasingly unfavorable. Kuropatkin had reported a victory at Liaoyang to Tsar Nicholas II in order to secure reinforcements brought in by the newly completed Trans-Siberian Railroad, but the morale of his forces was low, and the besieged Russian garrison and fleet at Port Arthur remained in danger. Should Port Arthur fall, General Nogi Maresuke's Third Army would be able to move northward and join other Japanese forces, enabling the Japanese to achieve numerical superiority. Although he needed to reverse the tide of the war, Kuropatkin was reluctant to move too far from Mukden due to the approach of winter, and the lack of accurate maps.

The Russian battle plan was to block the Japanese advance at the Shaho River south of Mukden by turning the Japanese right flank and counterattacking towards Liaoyang with Stackelberg's Eastern Detachment. Simultaneously, Bilderling Western Division was to move south and to cut off Kuroki's IJA 1st Army. The terrain was flat all the way to Liaoyang for the Russian right flank and center, and hilly for the left flank. Unlike previous engagements, the fields of tall kaoliang grains had been harvested, denying the Japanese concealment.

After two weeks of combat, the battle ended inconclusively strategically. Tactically, the Japanese had advanced 25 kilometers on the road to Mukden, but more importantly had blocked a major Russian counter-offense and effectively ended any hope of relieving the Siege of Port Arthur by land.