When the Qing Empire collapsed in 1911, military groups moved to the forefront. The power of regional warlords bloomed during 1916–1928, splitting China into disparate fiefdoms. The fragmentation of China largely defined the course of events in this country through the entire 20th century, so explaining the origins of the warlord era is important. This paper documents the prerequisites of the Republican warlordism during 1850-s – 1900-s. Through their analysis the paper argues for the direct linkage between the Qing-era literati governors and Republican-era military warlords. Since the imperial government failed to crush the Taiping Rebellion, local elites gained military experience and influence, thus becoming a cradle for the China’s future break-up.