This study is an historical analysis of General Ulysses S. Grant’s 1864 Campaign in Virginia. It begins with Grant’s appointment as Lieutenant General and General in Chief of all the Union armies on 9 March 1864, and concludes with the defeat of the flanking movement against the Weldon Railroad below Petersburg on 22 June 1864. Grant’s strategy and preparations for the spring campaign, and the subsequent operations of the Army of the Potomac are described and analyzed. Among the conclusions which can be drawn from this study was that despite the extraordinarily difficult military and geographical challenges of conducting large scale offensive operations in Tidewater Virginia during the Civil War, Grant came close to achieving a decisive strategic victory that could have ended the war in the summer of 1864.