The 2003 attack on Karbala was an unsuccessful strike on the Iraqi Republican Guard's Medina Division by the U.S. 3rd Infantry Division during the 2003 invasion of Iraq. The Medina Division was mostly deployed along the Karbala gap, west of the city of Karbala itself. The Iraqi division was targeted as it was the best equipped Iraqi unit, and its destruction would negatively affect Iraqi military morale. The Medina Division sustained only limited damage during the engagement.

The defeat for the Americans resulted in one AH-64 Apache being shot down intact. The two pilots were captured and shown on television along with the helicopter. Pentagon officials stated the captured Apache was destroyed via airstrike the following day, Iraqi officials claimed a farmer named Ali Ubaid Mankash with a Czech-made Brno rifle shot down the Apache. After the invasion, the farmer denied any involvement.

The U.S. sought to continue its shock and awe campaign by crippling the elite Medina Republican Guard division, thus demoralizing the enemy.

In the aftermath of the Gulf War, the Iraqis learned from the no fly zones over their country. The threat of small arms fire from Iraqi soldiers was gravely underestimated by the U.S. attack helicopters participating in the attack.

The AH-64 Apache helicopters of the U.S. Army's 11th Attack Helicopter Regiment, faced several problems before the operation. The terrain around Baghdad was not desert, but urban sprawl. Experience from the Battle of Mogadishu of 1993 showed that helicopters are vulnerable over urban areas. Intelligence was inadequate. The information on the enemy's disposition was sketchy, forcing the helicopters to search the target area themselves. Some targets, including 30 T-72 tanks, were not present on the battlefield.

An accelerated timetable caused coordination issues. The Third Infantry Division moved ahead of schedule, causing the mission to be pulled in 24 hours. Suppression of enemy air defences occurred in accordance with the accelerated schedule even though the Apaches were behind schedule. The Apaches arrived only after a three-hour delay. The fighter-bombers had left the area by then and the helicopters were without support. The three hour interval allowed Iraqi air defences to recover.

The 31 AH-64 Apaches of the 11th Attack Helicopter Regiment took off from Tactical Assembly Area Vicksburg, which was inside Objective Rams. One Apache crashed immediately after takeoff when its pilot became disoriented. When the Apaches turned north toward Karbala, signals intelligence picked up over 50 Iraqi cell phone calls alerting the Iraqi forward units of their approach. As the helicopters came within range, the Iraqis signaled their troops to open fire by turning off the city's power grid for several seconds. Ground troops then opened up with a barrage of PKM, NSV, ZU-23-2, and AZP S-60 fire.

Lieutenant Jason King, gunner of Apache "Palerider 1-6", was hit by AKM fire in the neck and suffered a severe hemorrhage, but he never lost consciousness. He was later evacuated to Germany for surgery and returned to his unit a few weeks later. The helicopters scattered in search of the Medina Division, but were hampered by poor intelligence.^{[citation needed]}