The Chinese Cross the Yalu

The Peoples Liberation Army’s communications were inferior in comparison to the UN forces. Radios were only issued down to regiments, who then used field telephones if available, to contact their battalions. Battalions then used bugles, whistles and runners to talk to each other and their subordinate companies.

Chinese reinforcements advancing into North Korea. The Chinese enjoyed a virtually unlimited supply of manpower. Note the foliage being carried by the soldiers; the concealment skills of the Chinese were legendary.

25 October – 24 December 1950

It should have come as no surprise to General MacArthur that the Chinese decided to cross the border in order to protect their interests. They certainly did not want a unified South Korea, backed by the United States, across the Yalu River. They made it clear through diplomatic channels that they would intervene if non-South Korean troops crossed the 38th Parallel.

It was not going to be easy. On 2 October Chairman Mao sent a cable to Stalin outlining the problems that they would be facing. An American Corps comprised two infantry divisions and a mechanized division with 1,500 guns of 70mm to 240mm calibre, including tank guns and anti-aircraft guns. In comparison each Chinese Army, comprising three divisions, had only thirty-six such guns. The UN dominated the air, whereas the Chinese had only just started training pilots and would not be able to deploy more than 300 aircraft in combat until February 1951. To ensure the elimination of one US Corps, the Chinese would need to assemble four times as many troops as the enemy – four field armies to deal with one enemy Corps and requiring 2,200 to 3,000 guns of more than 70mm calibre to deal with 1,500 enemy guns of the same calibre.

On 5 October 1950, the day after American troops crossed the 38th Parallel, Chairman Mao Zedong issued orders for the North East Frontier Force of the Chinese Peoples Liberation Army to move up to the Yalu River. Premier Zhou Enlai was sent to Moscow to persuade Stalin to provide aid and it was agreed that Russian Mig-15 fighters would be sent to airfields in China and painted in Chinese Air Force markings, but flown by Soviet pilots. They would not provide air-ground support to the Chinese forces, but would engage United Nations aircraft south of the Yalu River.

Because of this short delay, Mao postponed the intervention of Chinese troops from 13 October to 19 October. Four Armies and three artillery divisions were mobilized. Many were experienced troops who had fought the Japanese in the Second World War and defeated the Nationalist Army of Chiang Kai Shek afterwards. In the meantime, on the 15th President Truman flew to Wake Island to meet with General MacArthur. They discussed the possibility of Chinese intervention and Truman’s desire to limit the scope of the war. MacArthur reassured Truman that the Chinese would not intervene and if they did they would be easily defeated.

On 19 October, United Nations forces entered the North Korean capital P’yongyang and on the same day the first troops from the Chinese ‘Peoples Volunteer Army’ crossed the Yalu River under great secrecy. As the UN forces fought their way across the North Korean countryside, General Peng Dehuai deployed his 270,000 troops in the mountains and waited for the enemy to fall into the trap.

As the South Korean troops moved into the valleys heading for the Yalu River, the Chinese watched and on 25 October, made their move. The Chinese First Phase Campaign began on the morning of 25 October when the 118th Division of the 40th Army wiped out an infantry battalion of the ROK 6th Division a mere dozen miles from the Yalu River. At the same time the 1st ROK Division ran into the Chinese 39th Army, which was tasked with the capture of Unsan. The 15th Regiment was leading the division and it ground to a halt under enemy mortar fire. Soon reports came in from the 12th Regiment on the left and the 11th Regiment in the rear – the Chinese were trying to surround the division. Colonel Paik immediately withdrew his division to Unsan and established a defensive perimeter around the town. A captured Chinese soldier was brought into his headquarters. He was wearing a thick, quilted uniform that was khaki on the outside and white on the inside and it could be worn inside out, to facilitate camouflage in snowy terrain. He admitted that he was from China’s Kwangtung Province and a member of the 39th Army, subordinate to the 13th Army Group. They had boarded trains in September and headed for Manchuria. They had crossed the Yalu River into Korea in mid-October, moving only at night and had gone to great efforts to conceal signs of their movement. He said that tens of thousands of his comrades were in the mountains around the 1st ROK Division.

The report was passed on to General Willoughby, MacArthur’s chief of intelligence, but it was ignored. He considered that the South Koreans had encountered Chinese volunteers fighting with the North Koreans or Korean residents in China having returned to fight for their homeland. The 1st Cavalry Division was ordered to bypass the 1st ROK Division and continue the advance.

After six days of fighting the Chinese, surviving only due to US tank and artillery support the 1st ROK Division was ready to break apart. The three ROK divisions on its right flank had already retreated and Colonel Paik knew that time was running out. He recommended to General Milburn the Corps Commander, that they withdraw to the Chongchon River. They had lost over 500 men, killed or missing in action. Milburn agreed and they began to pull out as the US 8th Cavalry Regiment of the 1st Cavalry Division moved past them to cover the withdrawal.

Late in the evening of 1 November, with rocket artillery support, four Chinese battalions from their 116th Division launched their attack on two battalions of the 8th Cavalry. The sound of bugles echoed from the surrounding hills and thousands of Chinese infantry began pouring down the slopes towards the surprised cavalrymen. Throughout the night the Chinese continued their attack, overrunning one position after another. Soon they were so close that the artillery fire was no longer effective and the two battalions tried to withdraw. However, by now the Chinese had got behind them and established roadblocks on the main routes out of the town. The infantrymen split up into small groups and took to the hills to try to find their way to safety.

Early in the morning of 2 November the human wave of Chinese fell upon the 3rd Battalion of the 8th Cavalry. They helped to seal their own fate by allowing a company of Chinese commandos dressed in South Korean uniforms to cross a bridge near the battalion command post, thinking that they were ROK troops. Once across the bridge, the Chinese commander blew his bugle and, throwing satchel charges and grenades, his men overran the command post and killed many men still in their sleeping bags.

The 5th Cavalry Regiment tried to break through the Chinese encircling the 8th Cavalry, but they were unable to cut their way through the determined enemy and after suffering 350 casualties they withdrew, leaving the survivors of the 8th Cavalry to fight their way to safety. Over 800 of them did not make it, either dying on the battlefield or surrendering to the victorious Chinese. It was the most devastating loss to the US forces so far in the war.

2 November was the day that the UN Offensive Campaign came to a halt. The US-named Chinese Communist Forces Intervention Campaign began the next day, 3 November and it would last until 24 January the following year. The destruction of the 8th Cavalry heralded a change in the balance of power and it began to shift in favour of the communists. They would refer to those fateful eleven days, 25 October to 5 November as their Chinese First Offensive.

Other elements of the Eighth Army were also attacked and by 6 November the UN forces had pulled back to the line of the Chongchon River, which runs from the west coast in a north-easterly direction towards the Chosin Reservoir. Then as suddenly as they had appeared, the Chinese vanished into the hills and valleys of the land stretching towards the border with China.

The Chinese had intended to push the UN forces back across the Chongchon River and into P’yongyang, but they were running short of food and ammunition and were forced to disengage on 5 November, thus ending the Chinese First Phase Campaign. Apart from their victory at Unsan, they had also destroyed the ROK 6th Infantry Division and one regiment from the 8th Division at the battle of Onjong. In return, they had suffered nearly 11,000 casualties.

The Chinese victory at Unsan was a surprise to the Chinese leadership and they intensely studied the performance of the 1st Cavalry Division. It was noted that the American mechanized forces moved fast and established defence works quickly. It was unfavourable to assault such defences with massed infantry attacks.

General MacArthur could have halted the march to the Yalu River after the heavy losses suffered by the Eighth Army at Unsan. It was clear that the Chinese intended to defend the power stations supplying electricity to Manchuria and that to continue advancing was to run the risk of full scale war with China. He was undeterred and launched a ‘Home by Christmas’ offensive. Historians still debate whether he had convinced himself that only a weak Chinese force was present in Korea, or whether he wanted to deliberately provoke war with China.

General Peng suggested to Mao that the UN forces might be lured into preset ambushes as far north as possible, stretching their supply lines and isolating them from each other. Mao approved the plan and Peng instructed each CPVF Army to withdraw its main force further north, but leave one division to lure the UN forces into the trap. They even released some 100 prisoners of war, including twenty-seven Americans, who were deliberately told that they were being released because the Volunteers had to return to China due to supply difficulties.

At this time the US-led United Nations Command comprised the Eighth Army headquarters and the ROK Army headquarters, three US and three ROK Corps headquarters, eighteen infantry divisions – ten ROK and seven US Army and one US Marine, three Allied brigades and a separate airborne regiment. Total ground forces came to 425,000 men, including 178,000 Americans, plus major air and navy elements including aircraft carriers and fighters and bombers based in South Korea and Japan.

Opposing them were the North Korean Army of eight Corps and thirty divisions plus several brigades, although only two Corps of five weakened divisions and two brigades were actually engaged in combat with UN forces. The remainder of their forces had either withdrawn across the Yalu River into Manchuria or were avoiding combat in the mountains along the border. The main combat unit opposing the UN advance was the 300,000 strong Chinese Peoples Volunteer Army. The hilly terrain on the northern bank of the Chongchon River formed a defensive barrier that allowed the Chinese to hide their presence, while the UN forces advanced. To make things worse, the battle was also fought over one of the coldest winters in 100 years, with temperatures falling as low as –30°F (–34°C).

With the disappearance of the Chinese forces, the UN advance resumed on 24 November with General Walker’s Eighth Army moving up the west coast and General Almond’s X Corps due to start moving up the east coast three days later. The two forces were separated by the virtually impassable Taebaek Mountains. The Eighth Army comprised the reconstituted ROK II Corps on the right flank and leading the advance the US I Corps to the west with the US IX Corps in the centre. They moved cautiously in line to prevent a repeat of the earlier ambushes in the first Chinese campaign. Despite their lack of manpower, the US Eighth Army had three and a half times the firepower of the opposing Chinese forces. In addition the US Fifth Air Force providing the air support, had little opposition due to the lack of Chinese anti-aircraft weapons.

Morale among the American troops was high, boosted by a Thanksgiving feast with roast turkey on the eve of the advance. However, this led to overconfidence and some of the men had discarded equipment and ammunition before the advance. One rifle company from the US IX Corps began its advance without carrying helmets or bayonets and there were less on average than one grenade and fifty rounds of ammunition carried per man. In addition, because the US planners did not foresee that the campaign would continue into the winter, the men of Eighth Army started the advance with a shortage of winter clothing.

What they did not know was that the 13th Peoples Volunteer Army Group was hiding in the mountains, with the 50th and 66th Army to the west, the 39th and 40th Army in the centre and the 38th and 42nd Army in the east. General Peng’s plan was for the 38th and 42nd Army to first attack the ROK II Corps and destroy the UN right flank, then cut behind the UN lines. At the same time the 39th and 40th Army would hold the US IX Corps in place, so it could not reinforce the ROK II Corps. The 50th and 66th Army would check the advance of the US I Corps.

A Chinese Army was similar to a Corps in the American Army, consisting of three divisions of around 10,000 men each, although actual strength was usually 7,000–8,500. Each division had three 3,000-man regiments of infantry, whereas an American division consisted of three regiments of infantry, three battalions of 105mm artillery, one battalion of 155mm artillery, an anti-aircraft battalion, a tank battalion and other supporting units, totalling 20,000 men.

The Chinese forces were basically infantrymen, with almost no heavy weapons other than mortars. There was also only one rifle available for every three Chinese, mostly captured from Japanese during the Second World War or the Chinese Nationalist forces during the civil war. Most were US made small arms such as the Thompson sub-machine gun, M1 Garand Rifle, M1918 Browning Automatic Rifle, the bazooka and the M2 mortar. They were encouraged to use captured enemy weapons whenever possible and to take weapons from their dead comrades. Because most of their artillery had been left behind in Manchuria, mortars were the only heavy support available for the Chinese. For the coming offensive the average soldier was issued with five days’ worth of rations and ammunition. To compensate for these shortcomings, the Chinese relied extensively on night attacks and infiltration to avoid the UN firepower. As they had little mechanized transport they could avoid the roads and manoeuvre over the hills, bypassing the UN defences and surrounding isolated UN positions.

Four of the Chinese armies, the 38th, 40th, 50th and 66th, struck the Eighth Army, on the night of 25 November. The 40th Army hit the three regiments of the US 2nd Infantry Division at Kunu-ri on the Chongchon River, as well as the US 25th Infantry Division on their left flank. Although they suffered heavy casualties, the Chinese pressed on with their attack, tying down the American units while a new offensive fell on the ROK II Corps on the right hand side of the Eighth Army line. The 38th Army broke through the ROK line in the gap between the 7th and 8th Divisions and established roadblocks to their rear and by the end of 26 November the II ROK Corps front broke and the South Koreans began to retreat, thus exposing the right flank of the Eighth Army.

Heavy attacks on the US 25th Infantry Division and the ROK 1st Division soon followed and both units began to retreat under the pressure. The village of Kunu-ri became a major bottleneck for the US IX Corps’ retreat and in an effort to stabilize the front on 28 November, General Walker ordered the US 2nd Infantry Division to withdraw and set up a new defensive line at Kunu-ri. General Peng had also recognized the importance of the village and ordered his 38th Army to cut the IX Corps line of retreat. Its 114th Division was to capture Kunu-ri while the 112th Division would follow on a parallel route through the hills north of the road.

By mid-afternoon on 28 November all US and ROK forces were in retreat. The retreat was made even more difficult by the thousands of refugees heading south away from the fighting. Amongst them were North Korean and Chinese infiltrators, dressed in civilian clothes, who would pass the American check points and then turn and open fire on them. Eventually the ROK Police would try to route the columns of refugees away from the roads, while on other occasions both US and ROK troops would open fire on refugees coming near to their positions.

The US 2nd Infantry Division was positioned in the centre of Eighth Army’s front, with the Turkish Brigade ten miles away on its right flank. The Turkish Brigade was ordered to block the Chinese advance and suffered heavy casualties before it broke out and joined up with the 2nd Division on 29 November. This delaying action allowed the 2nd Division to secure Kunu-ri on the night of 28 November.

On the night of 28 November General MacArthur gathered his field commanders for a conference in Tokyo. He instructed Walker to withdraw from the battle before the Chinese could surround the Eighth Army and retreat to a new line at Sunchon, thirty miles south of Kunu-ri.

The full weight of the Chinese offensive now fell on Lieutenant General Laurence B. Keiser’s 2nd Infantry Division as it prepared to withdraw from Kunu-ri. The Chinese 113th Division had advanced forty-five miles in fourteen hours and now occupied strategic points in the rear of the Division where they established road blocks on the division’s withdrawal route south to Sunchon.

General Keiser believed that the Chinese only had one roadblock four miles from his position, but in fact they had constructed a series of reinforced roadblocks throughout the length of the entire valley. As the division began to withdraw on the morning of 30 November, it found itself having to ‘run the gauntlet’ of the road blocks and the thousands of Chinese occupying the high ground along the route. By the time the General realized his mistake, it was too late to turn the division around and take the road to the east and then south to Sinanju. The main Chinese advance was being held back by the 23rd Infantry Regiment, commanded by Colonel Freeman and he did not feel that they could hold out long enough for the entire division to turn around and return to the Sinanju road. The division would just have to run the gauntlet.

At 1300 hours a column of US tanks led the way through the valley. They came under intense fire and had to stop twice to push aside barricades of destroyed Turkish trucks set up by the Chinese. By 1400 hours they were clear of the ambush and had linked up with British troops from the 29th Commonwealth Brigade sent to clear the road to the south. Unfortunately, while the tankers had to stop to clear the barricades, the trucks following them also had to halt. Then the soft-skinned vehicles became easy targets for the Chinese machine guns and mortars. Their occupants would have to exit the vehicles and take cover in the ditches at the side of the road and watch their trucks being destroyed. When there was a lull in the firing, drivers would scramble out of the ditches and back into their trucks and drive on, without waiting for their passengers to climb back on board.

Lieutenant Colonel William Kelleher of the 1st Battalion, 38th Infantry Regiment later recalled: ‘For the next 500 yards the road was temporarily impassable because of the numerous burning vehicles and the pile up of the dead men, coupled with the rush of the wounded from the ditches, struggling to get aboard anything that rolled … either there would be bodies in our way, or we would be almost borne down by wounded men who literally threw themselves upon us … I squeezed a wounded ROK soldier into our trailer, but as I put him aboard, other wounded men piled on the trailer in such numbers that the jeep couldn’t pull ahead. It was necessary to beat them off.’

The most dangerous part of the road leading south to Sunchon was an area known simply as ‘The Pass’ where the hillside was steepest and the road was at its most narrow point. Most of the casualties occurred in this bottleneck. Soon the road was littered with dead and dying troops and by the time General Yazici’s Turkish brigade came to take its turn, all road movement had stopped because of the number of destroyed and abandoned trucks on the road. Two companies of Turks fixed bayonets and charged up the eastern slope of the mountains, while US air support strafed the Chinese positions. General Keiser sent two of his remaining tanks to clear the wreckage on the route and the following columns began to creep forward again.

In the meantime, Colonel Freeman realized what was happening in the valley to his rear and very wisely decided to take his men down the road to the east. In one of the last acts of the battle, the 23rd Infantry Regiment fired off its stock of 3,206 artillery shells within twenty minutes and the massive barrage shocked the Chinese troops from following the regiment. They broke contact with the Chinese and the 23rd Infantry Regiment lived to fight another day. The other units of 2nd Division would not be so lucky. As night fell, General Keiser lost his air support and the Chinese infantry crawled down the hillsides to swarm over the road. The brunt of their attack fell on the 38th and 503rd Field Artillery Battalions and the 2nd Engineer Combat Battalion, who had to abandon their equipment and fight their way out on foot. The majority of them would be killed or captured.

The commander of the 2nd Engineer Battalion, Colonel Alarich Zacherle, had asked General Keiser days before the start of the Chinese offensive, to redeploy his unit south to P’yongyang, as their bridging equipment and bulldozers would not be needed in the mountains. He refused and only 266 of the 900 men of the battalion survived. The Colonel would spend the rest of the war in a Chinese prison camp.

With the road now blocked with the destroyed equipment of the two artillery battalions, the rest of the division was forced to take to the hills and find a way past the hordes of Chinese. The US 2nd Infantry Division had ceased to exist as an effective fighting force; it was the greatest US defeat of the whole war.

Most of the division’s transport was lost during the retreat; the 37th Field Artillery Battalion for example, lost thirty-five men, ten howitzers, fifty-three vehicles and thirty-nine trailers. Unit integrity broke down and there were recriminations afterwards when it became clear that the divisional commander and other ranking officers had escaped, leaving 4,500 men, almost a third of the division’s strength dead or in captivity. At that time, a US infantry regiment was authorized 3,800 men and from the three regiments in the division, the 9th Infantry lost 1,474 men, the 38th Infantry lost 1,178 men and the 23rd Infantry 545 men. The division also lost sixty-four artillery pieces, hundreds of trucks and nearly all of its engineer equipment. The Chinese and North Koreans would make good use of their war booty over the coming months, while columns of weary 2nd Division prisoners of war trudged their way north to communist prison camps. It was estimated that 3,000 US POWs were taken, the largest such group captured by the Chinese during the war.

The other US unit to report significant losses was the US 25th Infantry Division with 1,313 casualties. The Turkish Brigade was rendered ineffective after losing 936 casualties, along with 90 per cent of its equipment and vehicles and 50 per cent of its artillery. Chinese casualties were estimated at 45,000 with half due to combat and the rest to the lack of adequate winter clothing and the lack of food. For its role in establishing the Gauntlet against the US 2nd Infantry Division the Chinese 38th Army was awarded the title ‘Ten Thousand Years Army’ by General Peng on 1 December 1950.

The Eighth Army was now reduced to two Corps, composed of four divisions and two brigades, so General Walker ordered his Army to abandon North Korea on 3 December, much to the surprise of the Chinese commanders. The following 120 mile withdrawal to the 38th Parallel is often referred to as the longest retreat in US military history. Walker was unaware that the Chinese 13th Army Group was half-starved and incapable of further offensive operations. The great ‘Bug Out’ had begun.

Across the other side of the peninsula, General Almond’s X Corps had begun moving northwards on 27 November, with the two divisions of the ROK I Corps following the coastal roads, the US 7th Infantry Division in the centre and the 1st Marine Division on the left, all aiming for different points on the Yalu River. The Marines were to pass along both sides of the Chosin Reservoir, tie in with the right flank of Eighth Army and then press on a further sixty miles to the Yalu. The commander of the 1st Marine Division, Major General Oliver P. Smith, was wary of advancing too fast, despite the insistence of the Corps commander. The terrain in that part of Korea consisted of narrow roads, often cut by gullies and valleys with imposing ridgelines and mountains surrounding them. Smith wanted his men to advance cautiously, in contact with each other and maintaining unit integrity. He made the correct decision.

General Almond then ordered the 31st Regimental Combat Team of the 7th Division to relieve the 5th Marine Regiment on the east side of the Chosin Reservoir, so the Marines could concentrate their forces in the west. However, the 31st RCT as well as the rest of the 7th Division were widely scattered and the units arrived at the east of the reservoir in bits and pieces. They eventually formed themselves into Task Force Faith and Task Force McLean, named after their commanders.

Late on 27 November, the Chinese Offensive began on the eastern front with the 150,000 strong Ninth Army Group, comprising the 20th, 26th and 27th Armies advancing towards the 1st Marine Division and the US 7th Infantry Division. The CPVF 79th and 89th Divisions fell on the 5th and 7th Marine Regiments on the west side of the reservoir and the 80th Division surrounded Task Force McLean on the east side. During heavy fighting Colonel McLean was captured and Colonel Faith took over command. The 2,500 men of Task Force Faith tried to break through to the Marines in the south, taking their 600 wounded men with them. The Chinese were too strong for them though and only half would eventually make it through. The wounded Colonel Faith and all of the wounded were left behind to their fate.

To the west of the reservoir, the 5th and 7th Marines began a fighting withdrawal back to Hagaru-ri at the south end of the reservoir and then a further fifty miles south-east to Hungnam, a port on the east coast from where they would be withdrawn by sea. The epic retreat would see the 1st Marine Division bring their dead and wounded with them as they fought their way slowly to safety. During the day they could rely on close air support from their own aircraft, but during the night they had to contend with the bitter cold and the Chinese creeping closer and closer to their columns. Finally, 11,000 Marines and 1,000 Infantry soldiers made it to Hungnam where they were taken off by the Navy. They were followed by the ROK I Corps, the battered US 7th Infantry Division and the newly arrived US 3rd Infantry Division: over 105,000 troops, 18,000 vehicles and 350,000 tons of bulk cargo, as well as 98,000 refugees. On 24 December the port was evacuated and all remaining stores in the warehouses ashore destroyed in a massive series of explosions. The ships were heading for Pusan in the South, where the troops would be refitted and redeployed to the front to help Eighth Army hold the line.

Although the Chinese Ninth Army Group scored the CPVF’s only major victory in three years of war when it wiped out the entire 32nd Regiment of the 7th Division, it suffered terribly in the Korean winter. More than 30,000 officers and men, some 22 per cent of the entire Army Group, were disabled by severe frostbite and over a thousand died.

In the meantime Eighth Army had pulled back from the Chongchon River and was concentrating near P’yongyang. General Walker realized that his forces were in no condition to hold a defensive line so far north and approved a further withdrawal of almost a hundred miles to the Imjin River, north of Seoul. By the end of December the UN line was established with the US I and IX Corps and the ROK III, II and I Corps running from the west coast to east. The Chinese did not pursue them; they needed to resupply and refit, as did the UN forces now licking their wounds and digging new defensive positions along the Imjin River. The Second Campaign represented the peak of CPVF performance in the Korean War. From now on things would get harder. They were hampered by their weak firepower compared to the UN forces and they would have to follow them southwards to continue the battle, where the enemy’s superior weapons and air power could be brought to bear on them. There were logistical constraints as well; an overstretched supply line, bad roads, a shortage of trucks and marauding UN aircraft combined to cause food shortages where some CPVF units only had food for one week.

General Walker’s part in the war came to an end on the morning of 23 December, while he was out on an inspection tour in his jeep. Ten miles north of Seoul, a Korean truck driver pulled onto the wrong side of the road and collided head on with his jeep, killing the General. He would be replaced by Lieutenant General Matthew B. Ridgway, a famed airborne commander from the Second World War, whose first task would be to turn morale around and improve the fighting ability of the Eighth Army.


Battle of Shanhaiguan

Date: May 28, 1644

Location: Shanhaiguan, Hebei Province, northeast China

Opponents: (* winner) *Manzhu and Ming forces Rebels

Commander: Dorgon (Manzhu commander); Wu Sangui (Ming army) Li Zicheng

Approx. # Troops: 60,000 Manzhus; 40,000 Mings 60,000

Importance: Brings establishment of the Qing Dynasty

The Battle of Shanhaiguan (Shanhaikuan, or the Battle of Shanhai Pass) on May 28, 1644, pitted Manzhu (Manchu) and imperial Chinese troops against a force of rebel Chinese. It was the decisive event in the replacement of the Ming dynasty by that of the Qing (Ch’ing).

The Ming period (1368-1644) saw major military and administrative accomplishments and a great flowering in the arts, but by the 17th century the dynasty was under increasing pressure from the Japanese and the Dutch and from rebellions within China, especially by the Manzhu. Descended from the Mongols who had invaded China in the l2th century, the Manzhu in Manchuria had become tributaries to the Ming dynasty.

In 1616 Manzhu leader Nurhachi, after uniting the Jurchen (Nuzhen, Nu-chen) Mongolian tribes, proclaimed a new dynasty, the Later Jin (Chin), at his capital of Liaoyang. For the next decade he waged war against the Ming dynasty, capturing most of southern Manchuria and much of Mongolia. Nurhachi, known by his successors as Emperor Taizu (Ch’ing T’ai-tsu), died in 1626. He was succeeded by his son Huang Taiji (Hung Taiji, sometimes erroneously known in Western literature as Abahai). Huang Taiji ruled during 1626-1643. A highly effective administrator who was also respected for his military abilities, he was also determined to expand the empire.

Huang Taiji established a base in Korea and repeatedly raided into China. He also improved his army’s weapons, adding significant numbers of gunpowder artillery to counter that of the Ming; his cavalry came to be regarded as the best in Asia. In 1634 the Manzhus conquered inner (southern) Mongolia and absorbed large numbers of the inhabitants into their forces.

At the same time, using the justification of nonpayment of tribute and the failure of the Koreans to contribute troops against the Ming, in 1636 Emperor Huang Taiji sent a large army into Korea and the next year compelled the Joseon dynasty to formally renounce the Ming dynasty. During 1636-1644 a series of expeditions established Manzhu control over the Amur River region. In 1636 at Mukden, Huang Taiji proclaimed the establishment of a new imperial dynasty, the Qing, which was merely a renaming of the Later Jin proclaimed by Nurhachi earlier. In 1643, however, Huang Taiji died, possibly at the hands of one of his officials. His five-year-old son Shunzhi (Shun-chih) became emperor (r. 1643-1661), although real authority was exercised by his uncle, Prince Dorgon, as regent.

Meanwhile, from 1635 the Ming dynasty had been further weakened by a number of internal rebellions. The greatest threat came from rebel chieftain Li Zicheng (Li Tzu-ch’eng). In 1640 Li seized control of Henan (Honan) and Shaanxi (Shensi) provinces south and southwest of Beijing, respectively. In 1644 Li moved against the imperial capital of Beijing. Ming emperor Chongzhen (Chu’ung-chen) then recalled two of his frontier armies, including the one at Shanhaiguan commanded by Wu Sangui (Wu San-kuei). Sources differ as to whether Wu refused to come to the aid of the emperor or his forces simply arrived too late; in any case, Li seized control of Beijing on April 25, 1644. Just before the rebel troops took Beijing, Emperor Chongzhen committed suicide.

Wu learned of Emperor Chongzhen’s death while on his way to Beijing and evidently considered surrendering to Li, in part because the rebel had taken Wu’s father hostage. Nevertheless, Wu returned to Shanhaiguan. After pillaging Beijing, on May 18 Li set out after Wu.

Wu meanwhile had decided that he would rather treat with the Manzhus than with Li, so he called on Prince Dorgon to assist him in overthrowing the rebel regime.

Li passed his army of some 100,000 men through Yongping (Yang-p’ing) and almost to Shanhaiguan. Accounts differ as to what happened next, but apparently on May 25, 1644, Wu appealed to Dorgon for immediate assistance. Dorgon promptly responded, arriving at the strategic Shanhai Pass at Shanhaiguan at the eastern end of the Great Wall on the next day with 100,000 men. Li may not have known the true strength of the forces against him until the actual battle on May 28. Had he known that he was confronted by a much larger and more experienced force, he probably would have refused battle. The allies were also aided by a large sandstorm that morning that masked their deployment. The Sino-Manzhu forces probably numbered 50,000 Manzhus and 40,000 Chinese. Wu may have been able to raise upwards of another 80,000 men in local Chinese militia, but there is no proof that they participated in the battle. Li probably commanded something on the order of 60,000 men.

The allies turned the battle when Wu’s veterans attacked the rebel left. Sheer numbers told. Li’s army then fled the field. The allies broke off the pursuit after a dozen miles. Li withdrew to Beijing but had neither the supplies nor the forces to resist a siege. He had himself hastily proclaimed as emperor on June 3 and then executed Wu’s father. Li stripped Beijing bare of supply animals and anything of value and then withdrew the next day, leaving behind a city in flames.

Wu hoped to establish himself as viceroy in a continuation of the Ming dynasty, but Dorgon’s force was simply too powerful. Wu bowed to the inevitable, agreeing to serve the Manzhus. Dorgon gave him the assignment of hunting down Li, which Wu accomplished in 1645, executing Li.

Dorgon moved the Manzhu capital to Beijing and there established the new dynasty of the Qing (1644-1911). The Manzhus adopted most of the Ming administrative system and culture, and the new dynasty became one of the greatest in Chinese history.


Hsu, Immanuel C. Y. The Rise of Modern China. New York: Oxford University Press, 1970. Parsons, James Bunyan. Peasant Rebellions of the Late Ming Dynasty. Tucson: University of Arizona Press, 1970.

The Two Chinas

The Gang of Four at their trial in 1981

The collapse of the Guomindang regime and Jiang’s flight to Taiwan did not end China’s civil war. Mao proclaimed the People’s Republic (PRC) in Beijing, but Jiang still insisted that his regime was the legitimate government of the Republic of China (ROC). Both sides refused to view Taiwan as a separate state. To the PRC, Taiwan is simply a rebellious province, over which it claims sovereignty. To the ROC, the entire mainland consisted of rebellious provinces.

American policy might have favoured a partition of China, as had happened in Germany and Korea. But this was as repellent to Jiang as it was to Mao. Jiang appears genuinely to have believed that Mao’s regime would prove too incompetent and brutal to survive long. The chaos of the Great Leap Forward in 1958 and the Cultural Revolution from 1966 suggest that this view was not entirely fantasy. But more realistically there was always the hope that the USA might defeat the PRC and reinstall his regime. To Mao, who was far more of a nationalist than most Americans realised, the existence of a separate regime in Taiwan was intolerable. There also was the danger that America would indeed attack the PRC from Taiwan. He wanted to invade the island and complete the reunification of China.

The situation was therefore unstable. Other powers were required to choose which to recognise as the legitimate government. Also, given the danger of renewed fighting, how deeply committed dare the USSR and USA become to either side? Britain had always been pragmatic on such questions: the Communists ruled China and were therefore the government. Britain’s only interest was Hong Kong, and the PRC found the status quo there useful. Britain recognised the PRC almost immediately. America could not do this. Americans had long held unrealistic views on China, and Truman was widely criticised for `losing’ China. Also, at American insistence, China had been awarded a permanent seat on the UN Security Council. They had no wish to see the PRC inheriting that seat. They continued to recognise the ROC, but hesitated to enter into security commitments that might allow Jiang to drag them into a war in China.

US attitudes changed through the Korean War. Still certain that the Communist world was monolithic; they saw this as part of a global Soviet strategy. The USA decided that their interests would not allow a Communist take-over of Taiwan. It might lead to Communist domination of the western Pacific, and ultimately the entire ocean. Other states, fearing being drawn into a major war, declined to extend collective security to Taiwan via SEATO (Southeast Asia Treaty Organisation). America therefore reached a bilateral security agreement with Jiang in December 1954.

This was a risky step. Mao had planned to invade Taiwan, but his resources had been diverted to Korea. With that war over he could return to Taiwan. The immediate issue was that the Guomindang had clung on to a number of islands off the mainland. They included the Taschen Islands, Matsu and Quemoy – the latter being less than three kilometres from the mainland. They had no military value, but Jiang refused to abandon them. Mao was deeply offended at the PRC’s exclusion from the Security Council and the Taiwan-USA security negotiations. He ordered the shelling of Quemoy in March 1954, which suddenly became a massive barrage in September.

Eisenhower realised these islands were worthless but was in a quandary. He did not wish to go to war, but the ROC lobby was clamouring for strong action. Also the loss of these islands would reflect badly on the USA as Taiwan’s supporter, which might undermine America’s other alliances. It might suggest that America could not stop the advance of Communism in Asia. Eisenhower’s European allies, however, had no intention of fighting a war over such a trivial issue. He still hurriedly concluded the security agreement with Taiwan and hinted that America was prepared to use tactical nuclear weapons to defend the islands. The PRC scoffed at these steps, but along with Soviet pressure to avoid escalating tensions they had their effect. The shelling died down. But not before the PRC stormed Yijiangshan Island. This convinced America that the Taschens were untenable and they forced Jiang to evacuate them.

After this, for America to allow the loss of Matsu and Quemoy would be too great a humiliation. Also, as Jiang had crammed them with his best troops, their loss could lead to the loss of Taiwan. When Mao renewed the shelling in 1958, Eisenhower felt he had no choice but to offer US support. His renewed talk of tactical nuclear weapons shocked his allies. Again tensions died down. Jiang was required to make a statement repudiating the use of force in regaining the mainland. Mao responded by shelling Quemoy only on alternate days. This gave the crisis a surreal quality, and one difficult to take too seriously.

As a result of these crises America had made a comprehensive commitment to Taiwan. America was angered at European hesitancy over Taiwan. But the PRC was also deeply angered at the timidity of the USSR, who found the islands a ludicrous issue over which to risk war. This would put far greater strains on Soviet alliances than on American.

The Cultural Revolution

In September 1949 Mao Zedong proclaimed the People’s Republic of China (PRC). He had united China, restored effective central government and freed it from foreign domination. The Chinese Communist Party (CCP) he led was effective and feared, but also generally respected. His personal stature was massive. He towered over his associates and had a `cult of personality’, presenting him as a demigod. But he was not necessarily satisfied. He had not won power for its own sake, but to fundamentally transform China. He felt he had cause to worry that he was failing in this.

Feeling his regime secure, in 1957 he launched the `hundred flowers’ movement: promising immunity to those offering constructive criticism of his state. Instead of the minor complaints he expected, intellectuals actually questioned the very foundations of Communism. Shocked at the scale of opposition, Mao concluded his revolution was not secure after all. He lashed out viciously at the critics. But worse was to follow. With the PRC’s friendship with the USSR breaking down, Mao decided that China must race towards socialism, industrialisation and modernisation, lest his revolution fail. In 1958 he launched the `Great Leap Forward’. The idea was instant modernisation via mass mobilisation. Agricultural collectivisation was completed and peasant communes ordered to produce vast quantities of steel in homemade furnaces. The result was catastrophic. Millions died in the resulting famine. The prestige of the CCP was badly undermined.

Mao could not accept the failure was due to his entire approach being an unrealistic fantasy. The fault, he concluded, was in the CCP and its failure to really change China. The CCP must have lost contact with the proletariat and peasantry. Far too many recruits had been permitted to join the CCP without repudiating fully their bourgeois attitudes. They had sought the privileges of rank, become authoritarian and felt themselves superior. In fact, Mao believed the CCP was in danger of the same failings he perceived in the Soviet Communist Party. It was ceasing to be revolutionary. His achievements would be quietly eroded after his death.

The only solution Mao could see was to launch a new revolution. This revolution would not be led by the Party, but be directed against the bourgeois elements within it and within the government system. Feeling that the young were truly revolutionary, he aimed to mobilise them to this end. The first rallying call to a new revolution came in June 1966, when posters appeared criticising academics at Beijing University. Students, and soon schoolchildren, were urged to defy authority. The Red Guards soon emerged to be the vanguard of Mao’s new revolution. They were urged to denounce academics, writers, indeed any in the arts, who might be peddling bourgeois ideas. Denunciation soon turned to punishment. Some of China’s most renowned figures were humiliated, imprisoned, tortured and even murdered. When authorities attempted to restore discipline, they were themselves denounced as counterrevolutionary.

The CCP attempted to defend itself by taking control of the movement. The Red Guards soon became split into hostile factions: `conservatives’, often children of Party members and those with a stake in the existing order, and `radicals’, generally of unprivileged backgrounds. Both claimed to be pursuing the Cultural Revolution in the name of Mao. An element of civil war was introduced into the crisis. By August 1967 the factions were fighting pitched battles in many areas. Mao clearly wanted the radicals to seize power and put his revolution back on course. But given their youth, they were hardly suited for such a role. Also the growing chaos was alienating the Chinese people. There was a danger that the PRC would collapse.

With the Party and the state paralysed, the only institute able to supply any stability was the People’s Liberation Army (PLA). Troops had to be deployed to protect essential services and industries from destruction. Mao wanted them to support the radicals. But generally PLA commanders were hostile to the radicals, often arming and supporting conservatives. Clashes between the PLA and radical Red Guards spread across China. The violence in Sichuan was especially severe, but in many places civil strife left hundreds of thousands dead and injured. Having done so much damage, however, Mao could not afford to turn the Red Guards loose against the PLA. From September 1967 the PLA gradually restored a semblance of order in the PRC, for example, disarming fighting factions in Guangxi and Shanxi. Millions of Red Guards, their educations curtailed and lacking any skills, were dispatched to the countryside to be labourers. This did not end the Cultural Revolution. A witch-hunt for class enemies was launched reminiscent of Stalin’s purges. Though without the earlier mayhem, it destroyed millions of lives through denunciation, forced confessions and brutal punishment.

The Cultural Revolution only really ended with the defeat of the `Gang of Four’ in the power struggle following Mao’s death in 1976. By then China and the CCP were desperately weary of it. In his efforts to reinvigorate the revolutionary spirit of China, Mao in fact destroyed what was left of it. His own image was badly tarnished. The CCP was left divided and weakened and had lost the respect of the Chinese. Thereafter Communist rule in China was endured rather than supported


Republic of China Air Force’s clandestine overflights over the Chinese mainland in the 1950s

The Republic of China had, since its inception on the islands of Taiwan, been actively supported by the United States, for no other reason than that it was opposed to the communist People’s Republic of China (PRC). This support was very evident in the active cooperation between the air forces of both nations; the USA supplied the aircraft and the USAF provided the training. In 1956 the two nations reached an agreement concerning overflights of the Chinese mainland. The Republic Of China Air Force (ROCAF) had a clear interest in conducting overflights of the Chinese mainland. Its security depended on knowing its belligerent neighbour’s disposition and strength. Only with such knowledge could it adequately defend itself. The US Government also had a vested interest in encouraging and supporting such overflights.

Low Level Reconnaissance

Reconnaissance flights were the responsibility of the 4th Photo Reconnaissance Air Group based at Tao Yuan Air Base. The flying squadrons assigned to the Group in 1956 were the 4th Composite Squadron, which operated North American RF-86F Sabres and the 12th Tactical Reconnaissance Squadron, which operated Republic RF-84F Thunderflashes.

The RF-86F Sabre and the RF-84F Thunderflash were used on overflights of the Chinese mainland. Altogether 25 RF-84s and 7 RF-86s were supplied: the RF-84Fs in 1955 and the RF-86Fs in 1956. The targets for the reconnaissance aircraft were primarily coastal and maritime installations, with new airfields being constructed for jet fighters and bombers and Chinese naval bases and activities. All imagery was shared with the USAF and the CIA. The USAF’s 67th and 497th Reconnaissance Technical Squadrons (RTS) provided the photo processing and interpretation expertise.

The missions flown by the photo jet pilots of the ROCAF were low level and fast; what had become known in World War Two as `dicing missions’. In his book Asia from Above Colonel Roy Stanley (USAF Retd) says of these missions:

“RF-84s or RF-86s, and, later RF-101s would scream across the Taiwan Straits below radar cover as fast as they could peddle, circle inland at tree-top altitude, turn on their cameras and pop up between 1,000 to 1,500 feet to cover some airfield or other high threat target. The targets for these missions were usually Air Order of Battle, radars, artillery positions, concentrations of landing craft or troops and unusual activity. Photo objectives were usually covered on a heading for home to minimise the need for manoeuvre getting to safety in case they took fire over the target. They were wonderful to PI (Photo Interpret) because the objects photographed were quite large. You could see individual people. There was hardly ever any doubt what sort of MiG you were looking at; and the radars and guns were easily seen and identified.” The high speed flight over the water was later discouraged for the Voodoos.

Photographing Communism

At the time of the Quemoy Straits crisis in 1958 the RF-84Fs of the ROCAF were kept busy photographing the Communist build up on the mainland. The Thunderflashes, escorted by F-86F Sabres, undertook daily low level photo missions along the mainland coast. On the morning of September 24, 1958, the 12th Tactical Reconnaissance Squadron put its entire complement of 18 RF-84s into the air in six groups of three. Spreading out over the Straits of Taiwan, the Sabres of the 5th Fighter Group escorted the photo recce jets to targets from Wenzhou in the east to Shantou in the west; a distance of 500 miles. Opposition was erratic except over the naval base of Shantou, where the RF-84s and Sabres came under fire from anti-aircraft batteries and a group of Mikoyan Gurevich MiG-17s. One MiG was claimed shot down by an F-86. The ROCAF admitted no casualties.

The RF-86 began to be phased out of the ROCAF inventory in 1957, the last examples leaving in 1959. All seven of the recce Sabres were passed on to the Republic of Korea Air Force. The RF-84F remained with the ROCAF until 1965, when all surviving aircraft were returned to the United States. The ROCAF received some North American RF-100As in 1959. These were F-100A Super Sabres specially modified for reconnaissance, six of which were used by the USAF in Europe and Asia under Project Slick Chick. The RF-100As were modified to carry five cameras: three K-17s were placed in a trimetrogen arrangement and two K-38s with 36in cones in the split vertical. The K-38s were the main intelligence gathering cameras and it was intended to use the RF-100 for high altitude photo reconnaissance. The K-38s were ideally suited to this purpose as in the split vertical configuration they provided photos of a sufficiently large scale to provide acceptable intelligence information. Of the original six Slick Chick RF-100s, only four were delivered to the ROCAF, two having crashed while in USAF service. Information regarding the operations of the RF-100s in service with the ROCAF is sketchy. However, it has been suggested that they, in fact, were never used for reconnaissance over the People’s Republic. The camera system was very temperamental, had a high failure rate and sourcing spares for the aircraft’s systems proved difficult. The fate of the RF-100s is unknown but it is thought they were decommissioned in early 1960 and possibly scrapped.

Boom-Town Voodoos

Meanwhile, in 1959 the ROCAF’s tactical reconnaissance capabilities were enhanced by the arrival in Taiwan of McDonnell RF-101 Voodoos under an operation codenamed Boom-Town. The Voodoos were faster and had a greater fuel capacity than the RF-84s and could subsequently reach further into Communist China. Eventually, the air force acquired eight of these aircraft, which were used to conduct shallow penetration flights over the Chinese mainland between 1959 and 1970. The official mission of the Voodoos was to fly surveillance missions over coastal waters, a piece of misinformation which lost its credibility when the first of the RF-101As was shot down over mainland near Fukien in August 1962.

An experienced Voodoo pilot, Jerry Miller was an `advisor’ with the ROCAF at this time: “The US pilots were actually `intel’ guys,” he says. “Briefed and given `special’ top secret clearances, we were not to reveal our involvement with the ROCAF, but within two months, the Chicoms had me identified. I was known by the Chinese name of `horse’.

“I talked to the CAF commanders about using some of the tactics we adopted in Vietnam, such as low-level pop-up, etc. Boy, was I given an education. They had used low level – hi speed several years earlier but encountered so much sea spray from the rough waters of the `straights’, that by the time they reached the mainland the windscreen was nearly opaque. Also, the sea salt damage was so severe that in the mid-60s the birds were sent to the depot (Hill AFB) to be re-skinned. Low level was definitely OUT!

“I then demonstrated a tactic that involved flying parallel to the coast at high altitude and then turning abruptly towards the mainland while descending rapidly to around 10,000ft, then turning back parallel to the coastline and while in a bank, use the split vertical cameras to obtain oblique photos of coastline installations. (A porpoising motion, or relaxing the turn, may be needed during the camera cycling to avoid image motion problems.) Then you would continue turning away from the mainland and descending to a height above the sea spray, 2-3,000ft. They liked it!”

The Voodoo remained in the ROCAF inventory until 1970 when operational attrition ended their careers. Most were returned to the US, one being retained by Taiwan for static display.


Mixing with MiGs

Because of the intensity of the Republic of China Air Force incursions into the People’s Republic of China air space, it was inevitable that there would be casualties. Many aircraft were lost over the mainland, including, of course, reconnaissance aircraft. On June 17, 1958 a pair of RF-84Fs were approaching Shanghai when they were intercepted by several MiG-17s of the People’s Liberation Army Air Force (PLAAF). The lead RF-84 was piloted by Colonel Chen. One of the MiG-17s got on his tail and Chen took an evasive manoeuvre which involved dropping his flaps and slowing down sufficiently to allow the fighter to overtake him. With his nose oblique camera, he took a photo of the MiG.

Unfortunately, Chen’s wingman 1st Lieutenant Chao Shin, was shot down as the pair made a dash back to Taiwan.

There were no recorded losses of the RF-86; but in January 1956, one aircraft was chased by MiG fighters whilst conducting a recce mission over the mainland. The pilot, Major Lee, made it to Hong Kong. He was held there in detention for 42 days, after which his RF-86 and he were sent back to Taiwan.


RF-101A-25-MC. This aircraft on display 1987 at Chung Cheng Aviation Museum, Taipei, Taiwan.

The second Voodoo loss occurred on December 18, 1964, when an RF-101A Voodoo was shot down by a Shenyang J-6 over Wenzhou in Zhejiang Province. The pilot, Captain Hsieh was taken captive by fishermen after baling out over the ocean. He was released from captivity in July 1985.

On March 18, 1965, RF-101 Voodoo 5656 was shot down near Shantou in Guangdong Province by MiG-19 pilot Gao Chang Ji. The Voodoo pilot, Chang Yupao was killed.

RB-57D 53-3981 of the ROCAF. Taiwan received two RB-57Ds, one of which was shot down by a Surface-to-Air Missile on October 7, 1959.

High Altitude Recce

During 1955, the USAF conducted Operation Heart Throb in Europe and Asia. The operation involved three specially modified Martin RB- 57A Canberras in each sector undertaking clandestine photo reconnaissance missions over the Soviet Union and its Eastern bloc allies in the west and over China and the Soviet Union in the east. Following the end of Operation Heart Throb in the Far East, two of the RB-57A Canberras were transferred to the ROCAF. Two USAF Heart Throb pilots, Captains Louis Picciano and Bob Hines were detached to Okinawa to train the pilots who would fly the `57s. When the training was complete they moved to Taiwan as advisors.

The aircraft arrived in Taiwan in September 1957 and were assigned to the 4th Composite Squadron. The arrival of the RB-57As gave the ROCAF a strategic reconnaissance capability. The aircraft could fly higher and further than the fighter reconnaissance RF-86s and RF-84s. The specially modified RB-57As were to operate at between 50,000 and 62,000ft. For this reason the pilots were obliged to wear special pressure suits. At any height above 50,000ft cabin decompression means death. The activation of the pressure suit would sustain life until the pilot could get down to a safe altitude.

Most of the other modifications served to lighten the aircraft and make it suitable for very high-altitude performance. All navigation equipment and armour was removed. The rotating bomb door and associated hydraulics and racks were removed and the bomb bay was skinned over. An optical viewfinder was installed and pilot intervalometer controls for the cameras, and for setting shutter speeds and time between picture exposures, thus producing the necessary picture overlap for the photo interpreters. Navigation was to be through pilotage aided by the viewfinder which looked through the nose, making positioning the aircraft on course and over targets easier.

RB-57A missions were conducted in the utmost secrecy. For a typical mission the initial draft plan would come from the USAF. The ROCAF could then evaluate the plan and suggest modifications. The flight planning would then be made by the pilot who was to fly the mission and the pilot of the back-up aircraft. RB-57A flights were conducted in daylight and take-off would be in the early morning. In common with their predecessors in Heart Throb, pre-flight preparation included fitting of the pressure suit and the pilot doing his pre-breathing of 100% oxygen. The purpose of this was to purge the blood of nitrogen; the presence of which at the very high altitudes the RB-57 was to fly could have been fatal. Meanwhile, the ground crew would be getting the aircraft and camera systems ready and another pilot would check the aircraft.

With a ceiling of 62,000ft, it was felt that the chances of interception were slight. Although the arrival of the MiG-17 in the Far East had effectively closed down Heart Throb operations, the threat was not felt to be sufficiently great as to hamper the ROCAF RB-57A overflights. The first three overflights were flown on December 6 and 15, 1957, and January 7, 1958. Unfortunately the fourth mission, on February 18 ended in disaster.

Captain Chao was flying aircraft 5642 over the Shan Tung peninsula when he was attacked by two Chinese navy Shenyang J-5s flown by Hu Chung-Sheng and Shu Ji-Cheng. The J-5s were the Chinese licence-built variants of the Russian MiG-17. This aircraft was equipped with search radar and had a ceiling of 55,000ft – the capabilities of the PLAAF had been grossly underestimated! Chao’s RB-57A was blown from the sky and crashed into the Yellow Sea. Chao was killed.

It was apparent that the RB-57A was of no further use as a strategic reconnaissance aircraft. The second Canberra (5641) was grounded and later returned to the US where it was modified to an RB-57D.

The need to fly high-altitude strategic missions over mainland China did not end with the demise of the RB-57A flights however. In July 1958, three pilots were sent to the Laughlin AFB in the US to train on the RB-57D with the 4025th SRS, 4080th SRW. The pilots were the three survivors of those originally involved in the training for the RB-57A. These pilots returned to Tao Yuan AB in October 1958, in time to receive the two RB-57Ds ferried from Laughlin. The aircraft were from the first batch produced and were the single-seat photo reconnaissance variant, which had two camera stations in the front fuselage. The first station contained two K-38 split vertical cameras; and the second contained two KC-1 oblique cameras. They were designed for daylight, fair weather operations.

The first RB-57D mission took off on January 6, 1959 piloted by Lt Colonel Lu. It was necessary to achieve 60,000ft before entering Chinese airspace. It was impossible for the aircraft to be intercepted at that height, though not too high for Surface-to-Air missiles (SAM). Fortunately, China did not have SAM capacity in mid-1959 and the first flight, piloted by Lt Colonel Lu, was a success.

Between January and October 6, 1959, 21 RB-57D overflights were conducted and a good deal of useful intelligence was gathered. For example, a flight over the Peking (Beijing) area on June 14 revealed that the Chinese had MiG-19s in the form of the licence-built Shenyang J-6. Some sources suggest that the J-6s may have been scrambled to intercept the RB-57D, but, of course, could not attain the height. On October 2 a Canberra overflew the industrial complex in the Shen Yang area where the licence-built MiGs were being manufactured and, once again, attempts to intercept were made but were not successful.

Meanwhile, during these months the Communists were installing their surface to air missile batteries. These were supplied by the Soviet Union, who conducted the training of the PLAAF operators. It is extraordinary that, with 21 surveillance flights flown by the RB-57Ds, there was no photographic evidence that suggested the Chinese possessed Surface-to-Air missile batteries and that some of these were mobile. The SA-75 Dvina SAMs were deployed around Peking and combat-ready by the end of September 1959. It came as a rude awakening to the ROCAF when, on October 7, RB-57D 5643 was brought down in the area of Peking by a SAM. The pilot, 1st Lt Wang was killed when his aircraft crashed south east of the capital. His aircraft had been picked up on radar when it had entered Chinese air space and the SAM batteries had been waiting for him.

The RB-57D flights were subsequently abandoned. An aircraft with a much higher operating ceiling was required if ever they were to be resumed.

Lockheed U-2R of the ROCAF. This aircraft is possibly 3925 (US Serial 68-10329) which later served with the 9th SRW, USAF, after upgrade to U-2S. Note the very small ROCAF roundel on the rear fuselage side and the lack of any other markings apart from the tail number.

The `Dragon Lady’

The Lockheed U-2 was no stranger to the region. During the Taiwan Straits crisis of 1958, U-2s belonging to the Central Intelligence Agency’s Detachment C, based at Cubi Point Naval Air Station in the Philippines, had flown missions over the Chinese mainland to ascertain the extent of the People’s Liberation Army (PLA)’s military buildup in the coastal areas. In 1958 the USAF proposed supplying the ROCAF with their own U-2s to be flown by ROCAF pilots. Pilot training began in March 1959. The programme was not supported by the CIA who feared that it would jeopardise the secrecy of their operations. However, the shooting down of Gary Powers’ U-2 in May 1960 and the subsequent publicity negated any such argument and the project received Presidential approval in August 1960. The ROCAF overflight programme was codenamed Project Tackle and the CIA were involved as `advisors.’ Two U-2s would be supplied by the US, and any losses would be replaced.

The pair of U-2s were assigned to Detachment H at Tao Yuan AB, arriving in Taiwan on December 14, 1960. The ROCAF created the 35th Squadron to which Detachment H was assigned. The 35th became known as the `Black Cat’ Squadron. Owing to further delays and indecision at US Government level, the first overflight by a U-2 of 35 Squadron did not take place until January 12, 1962. This mission was flown by Huai Chen over the missile testing range at Shuangchengzi. During 1962 a total of 19 overflight missions were flown. One of the busiest pilots was Mike Hua. In 1962 he flew six missions.

In his story published in Air Power History in the spring of 2002 he writes: “The missions covered the vast interior of the Chinese mainland, where almost no aerial photographs had ever been taken. The Hycon 73B model camera mounted on the U-2 could take seven oblique and vertical high resolution photos sequentially from horizon to horizon. Each mission brought back an aerial photo map of roughly 100 miles wide and 2,600 miles long, which revealed, not only the precise location of a target, but also the activities on the ground.

In addition to the camera, wide band ELINT (Electronic Intelligence) System 3 and System 6 receivers on board recorded a large number of new electromagnetic emissions in and above VHF frequencies, including radar signals excited by the U-2.”

The intelligence gathered by the ROCAF U-2 flights was invaluable but the missions were dictated by Washington and, in the early years, the film and data were processed by the CIA in Japan and some information shared with Taiwan.

Of course, the Chinese were aware of the U-2 missions. Most of the flights were tailed by MiGs, but obviously at a lower altitude. There was, after all, the possibility that the U-2 would experience some problem which would force it to fly lower and then it would be an easy target for the fighters. On September 9, 1962, Huai Chen took off on his fourth mission. He was to photograph the PLA military buildup in the Jiangxi region in U-2C 378. His aircraft was shot down by an SA-2 Surface-to-Air missile in the vicinity of Nanchang and he was killed in the crash. His was to be the first of six operational losses incurred by the ROCAF U-2 pilots over the six years to 1969.

Following Chen’s fatal mission a Radar Warning Receiver (RWR) was fitted to the U-2s at Tao Yuan. Mike Hua flew the first overflight mission in the replacement U-2 to test the RWR:

“I was fully aware of the risk involved in this mission,” he said in the Spring 2002 issue of Air Power History. “On December 6 I took off at 0615 from Tao Yuan and flew directly toward the northeast provinces. After completing the photo reconnaissance over PRC, I flew to North Korea to cover targets there. I flew south, almost reaching the 38th parallel, when the System 12 (RWR receiver) started to show an indication. The light strobe pointed to six o’ clock, showing that I was headed away from the radar site. I did not take any evasive manoeuvres.”

ROCAF U-2 overflights of the Chinese People’s Republic continued until March 1968. The threat from the SAMs was too great to be ignored. During this time there were six operational and six training losses. These aircraft losses were made good by the US and, as a consequence, the ROCAF received upgraded U-2s during the period they operated the aircraft; the final variant being the U-2R. However, the U-2s were still employed by the ROCAF for coastal flights using their powerful oblique cameras to photograph deep into PRC territory until May 1974 when the two U-2s were returned to the USA.

There were no further overflights of mainland China by ROCAF, although, undoubtedly, the USA continued such surveillance flights with the A-12 and the SR-71.


The Battle of Shanghai, 1937

Thirteen years after Commodore Matthew Perry steamed into Tokyo Bay, a nationalist rebellion overthrew the conservative Tokugawa Shogunate, installed the Emperor Meiji in power, and implemented a program of sweeping national reform. In an act no less stunning than the revolution itself, nearly all of the former ruling families voluntarily surrendered their power to the emperor, declaring, “We therefore reverently offer up all our feudal possessions so that a uniform rule may prevail throughout the Empire. Thus, the country will be able to rank equally with the other nations of the world.”

By 1895, Japan achieved its goal. Japanese armies had seized Korea and defeated China in the first Sino-Japanese war. Ten years later, Japan sent shockwaves through the world when the Imperial Japanese Navy (IJN) sank or destroyed most of the Imperial Russian Fleet in the two-day battle of Tsushima (27–28 May 1905)—at the time the most significant naval action since Trafalgar. Japan’s warships were newer with more modern guns and range-finders than those of their Russian opponents. Whereas the Russians used wireless communication sets produced in Germany, the IJN used sets that had been manufactured in Japan.

To the Western powers, Japan’s meteoric rise to strategic prominence in northeast Asia demonstrated that the Japanese were fundamentally different from the Chinese, and, indeed, from all the peoples of the Far East. John Pershing, who served as the U.S. military attaché in Tokyo during the Russo-Japanese War, described the Japanese he saw as “a strong, virile, aggressive race, with an ambition and determination that will carry them very far in the contest of nations for power.”

Britain lost no time in securing an alliance with Imperial Japan to contain Russian expansion, as well as to compensate for Britain’s strategic dilemma of “imperial overstretch.” Under the terms of the original 1902 Anglo-Japanese Treaty, Japan agreed to secure British commercial and territorial interests in the Far East, allowing Britain’s Royal Navy to concentrate in the North Sea for its future war with Germany while Britain recognized Japan’s de facto conquest of Korea. The treaty lapsed in 1923 after the signing of the Washington Naval Treaty, but in the run-up to World War I, the treaty placed Japan on the winning side, a position that rewarded Japan with control of Germany’s Chinese and Pacific territories—lucrative gains for Japan’s modest role in the war. Far more important, Japan gained Western recognition as a great power.

For a nation that rose from obscurity to great power in less than fifty years, the military triumphs over China and Russia were intoxicating. When an incident occurred on the night of 7 July 1937 involving Japanese and Chinese troops near the Lugou bridge, known internationally as the Marco Polo bridge, the temptation for Tokyo to conquer yet again was too strong to resist.

Major General Ishiwara Kanji, the dynamic Japanese army officer who masterminded the Mukden Incident (the alleged Chinese bombing of a Japanese railway) that wrested control of Manchuria away from Nationalist China in 1931, was cautious. He urged restraint, telling the general staff of the Kwantung Army, “If we act now against China, the sky will fall in. Let’s keep the incident from developing further and have the local command settle the issue.”

Concurrently, Emperor Hirohito approved the mobilization of five Japanese divisions for a campaign against the Chinese that his minister of war claimed “would be finished up within two to three months.” When Ishiwara heard the news, he was more pessimistic. He told his colleagues, “We may find ourselves with a full-scale war on our hands. The result would be the same sort of disaster which overtook Napoleon in Spain—a slow sinking into the deepest sort of bog.”

Chiang Kai-shek, the leader of Nationalist China, responded by ordering the Chinese army to attack the Japanese garrison in Shanghai, eventually sending 600,000 Nationalist Chinese troops to fight for the city of 3.3 million people, which in 1937 was the fifth largest port in the world and Asia’s financial capital. Chiang was well aware that Shanghai was a city where fabulously rich Chinese and European “colonials” lived like kings inside a special “international zone” next to millions of impoverished Chinese. Under the circumstances, Chiang decided to make the fight for Shanghai in Zhabei, the poor, industrial section of the city on the north side of the international zone, hoping to produce an incident that would rally the Europeans and Americans to his side in the war with Japan.

For reasons that seem obtuse today, Japan’s military and political leaders believed control of China, a nation torn by civil war with hundreds of millions living in poverty, would add to Japan’s margin of victory in future wars. Japan’s national military and political leaders equated industrialization and access to markets and resources with the control of territory and peoples.


The appearance of Commodore Matthew Perry’s “Black Ships” in Japanese waters in 1853 forced the Japanese to face a disconcerting reality: Japan’s military power and the economic strength to support itself were inferior to those of the West. Without a rapid transformation into a modern state, Japan itself might not survive contact with the West.

To modernize and catch up with the Western nations, Japan embraced “raw, unbridled capitalism.” Japan may not have had Calvinism and the Protestant culture that launched Great Britain, Germany, the Netherlands, and the United States on the economic fast track to prosperity and power, but Japan possessed the time-honored values of integrity and hard work, as well as a culturally and racially homogenous population with a deeply ingrained sense of duty and a collective obligation in all aspects of life.

The same cultural values of energy and intelligence that underpinned Japanese economic modernization also catapulted the Imperial Japanese Army (IJA) into modernization. As always, revolutions in military affairs involve much more than new technology. For a national military strategy to be effective, its goals and tenets must align in harmony with the respective nation’s cultural norms, geographic position, and economic potential.

In Japan, the ruling elites looked carefully at the various ways in which other great powers sought to harmonize these factors—culture, geography, and economy—within the framework of national military strategy. Thus, the Japanese embraced the American model for industrialization, the British model for ship-building and maritime power, and the German military model for land power. But it was Japan’s embrace of Otto von Bismarck’s Prussian-German concept of “rich country, strong military” that most profoundly influenced Japanese thinking about national security.

In time, two competing strategic views emerged in Japanese thinking about security and commercial trade, a continental approach and a maritime approach. The continental IJA faction argued for Japanese expansion to the “north,” through Korea and into Manchuria, Mongolia, and, eventually, eastern Siberia. The maritime IJN faction urged expansion to the “south,” the soft underbelly of Asia and the Pacific basin. In the first decades of the twentieth century, the IJA overpowered the IJN. Eventually, the IJA drove Japan into war first with China, then tsarist Russia.

In 1924, an important figure in Japanese military history, General Ugaki Kazushige, stepped into the middle of this contest for the hearts and minds of the Japanese people. Ugaki served as minister of war from 1924 to 1927 and again from 1929 to 1931. He lived and studied abroad, serving twice in Germany as Japan’s military attaché, from 1902 to 1904 and again from 1906 to 1907. During this service, Ugaki developed a strong affinity for the German people, their patriotic spirit, and their cultural values of integrity and hard work. On completing his service in Germany, he envisioned Japan’s future strategic cooperation with Germany “as a means to keep Russia down in case our force will not be [strong] enough. I would rather prefer a Japanese-German alliance than a Japanese-Chinese one. Suppressing Russia and China from two sides, East Asia will come under our hegemony, Western Europe under Germany’s.”

Believing control of Manchuria and, if possible, eastern Siberia was essential to Japan’s long-term security and prosperity, Ugaki made a detailed examination of the massed Japanese bayonet charges and frontal assaults against Russia’s fixed fortifications during the Russo-Japanese War. He was repelled by the Japanese losses and found the Japanese generals’ callous disregard for human life distasteful.

Ugaki also grasped the most important lesson of the confrontation with Russia: Japan’s victory was more the result of Russian incompetence and the inability of Russian forces to maneuver against the Japanese than of Japanese superiority. General Kodama Gentaro, the IJA chief of staff during the Russo-Japanese War, confirmed this insight, declaring, “This greatly simplified matters for us. It also made the result of battle far greater than we had anticipated.” Ugaki concluded that the views of many younger IJA officers were correct. In the future, the IJA would need the mobility and firepower to conduct sweeping flank attacks, enveloping or encircling the Russian enemy.

When Imperial Japan was invited by President Woodrow Wilson in 1918 to join the Western allies in a joint attack on the new Bolshevik state, General Ugaki, now deputy chief of the Imperial General Staff, was assigned to plan Japan’s military intervention. Ugaki welcomed the opportunity and drafted the IJA’s plans for the seizure and occupation of eastern Siberia. He saw intervention in Russia as an immense opportunity to reinvigorate Japan’s northern strategy and expand its foothold on the Asian landmass. His far-reaching plans utilized the railways all the way to Lake Baikal and recommended their expanded use to move Japanese forces farther west if the opportunity arose. However, in Russia, the IJA encountered a new Russian enemy in the form of Bolshevik cavalry forces—mobile guerrilla armies that operated over thousands of square miles, often under horrible weather conditions.

In four years of hard fighting, the Bolshevik armies scored few military triumphs, but they did wear down the IJA and push Japan’s limited industrial capacity and economy to the point of exhaustion, imparting a strategic lesson Ugaki would not forget: Japan’s army and its supporting scientific-industrial base were not prepared to meet the requirements of modern warfare. Ugaki resolved to change this condition by infusing the Meiji-era IJA with new thinking, a new organization, and new forms of armored mobility, firepower, and aircraft. The question for Ugaki was how to finance and implement his plan.

After the IJA’s four-year intervention in Siberia ended, the politics of economic stringency confronted the army with a severely constrained defense budget. A new internal debate raged regarding how, where, and against whom to fight. Once again, Ugaki’s eyes fixed on Manchuria, not the Pacific, and his relations with the admirals of the IJN quickly deteriorated. He viewed Japan’s enormous investment in naval power as a diversion of resources the IJA would need for the unavoidable collision that would decide Japan’s strategic future: a land war with the Soviet Union.

As chief of staff, Ugaki embodied the fight for change inside the Imperial Japanese Army, which was always intertwined with its contest with the IJN for resources. Ugaki’s faction consisted of the so-called revisionists, IJA officers who believed strongly that future wars would commit the army to protracted conflicts against more advanced Soviet and Western opponents, particularly the Western colonial powers in Asia. The revisionists believed that modern armaments and new organizations for combat, not numbers or morale, were the keys to victory in future warfare. Under Ugaki’s leadership, the revisionist program reorganized the IJA into smaller, triangular (three-regiment) divisions and introduced new technology in the form of tanks, mobile artillery, and aircraft—all paid for with savings from an overall reduction in IJA manpower.

On the other side of the debate were the IJA traditionalists, officers convinced that numerically large conscript forces could always compensate for deficiencies in weaponry and technology so long as they were imbued with strong combat spirit. The traditionalists argued that future wars would look like Japan’s first and brief war with China in 1898 or the more intense Russo-Japanese War. Since Japanese troops were always outnumbered by Bolshevik insurgent forces in Siberia, the traditionalists cited the IJA experience in Siberia as evidence for the importance of numbers rather than mobility and firepower. Major General Horike Kazumaro, who opposed Ugaki, expressed the traditionalist view, asserting, “We made studies, but putting it bluntly, Japan’s industrial capacity at that time could not carry out all these things we’ve spoken of, like mechanization of the army, the development of tanks, and the use of aircraft in group formations. If we overstrained in trying to do it, it would have entailed a third and a fourth force reduction, and the army would have been broken up.” Though the IJA’s share of the defense budget fell from 18.8 percent in 1919 to 16.2 percent in 1922, the traditionalists made sure the IJA grew smaller, but they also resisted change in its organization, equipment, or thinking about warfare.

However, Ugaki’s fortunes changed in 1923, when his patron and mentor Tanaka Giichi, now Japan’s prime minster, appointed Ugaki as minister of defense. He was finally in a position to drag the IJA through a second revolution in Japanese military affairs. The essential features of Ugaki’s reform package were to:

Reduce the army budget. Reductions included the disestablishment of four infantry divisions to offset the costs the Japanese government incurred during the four-year Siberian intervention and the Great Kanto earthquake, an approximately 7.9 magnitude quake that transformed Tokyo into a blackened wasteland of death and destruction. Discharged officers were sent to middle schools and high schools to become teachers.

Retire general officers opposing reforms. Ukagi removed the IJA’s top eleven generals, prompting a Japanese journalist to record, “There was no way to treat these stone heads other than to replace them.” Ugaki’s allies were thus put into key positions in both the army general staff and national command structure during 1925.

Change the force structure. Ugaki set forth his program to reorganize Japanese divisions from square divisions into triangular divisions. The square division was downsized by removing one regiment and skipping the brigade as an intermediate level of command between regiment and division, thereby achieving more savings in manpower without a loss of fighting power. The smaller division retained the same number of supporting arms—artillery, engineers, and related elements—leaving the formation just as effective, but more mobile and less vulnerable to concentrated enemy fires.

Modernize the force. Ugaki secured a reduction in the IJA budget to 12.4 percent in 1927 that partially funded the purchase and eventually the development of new tanks, artillery, aircraft, and automatic weapons for the IJA. He established the bureau of supplies and equipment to supervise the IJA’s modernization.

In the two years after Ugaki left office in 1927, many of his reforms were predictably delayed or halted entirely. Reactionaries in the senior ranks of the IJA reasserted their influence to slow or halt Ugaki’s efforts to modernize the army at the expense of the numbers of men serving in the IJA. Simultaneously, interservice rivalry between the army and the navy worsened, further poisoning the contest for resources and bureaucratic dominance. In later years recalling the events of his two terms as minister of war, Ugaki said, “I tried to seize the initiative, but the tendency of the army was to go in the opposite direction.”

It would take another nine years for Major General Ishiwara Kanji, another Germanophile in Japanese uniform, to push through Ugaki’s reform program. In 1936, Ishiwara succeeded in persuading the IJA leadership to complete Ugaki’s reforms by reorganizing all of the IJA’s divisions into smaller triangular formations equipped with more modern weapons. The commitment of resources and manpower to Japan’s invasion of China in 1937 postponed Ishiwara’s implementation plan until 1940, too late for the IJA’s decisive battle with the Soviet armed forces in 1939 at Nomonhan. Dismayed by Tokyo’s rush to war with China, Ishiwara cabled the minister of war with the following message concerning the decision to invade China proper: “Tell the Prime Minister that in the two thousand years of our history no man will have done more to destroy Japan than he has by his indecisiveness in this crisis.”

None of the IJA’s infantry divisions that fought in the battle of Shanghai were reorganized until after 1940, long after the tactical and operational advantages of the smaller, triangular division over the large, unwieldy World War I square division were undeniable. Though Ugaki’s reforms did not succeed in transforming the IJA divisions into smaller, more mobile formations, Ugaki did succeed in equipping Japanese divisions for the battle of Shanghai with twice the number of fighting men, three times the number of rifles, and double the number of crew-served weapons (machine guns and mortars) and artillery than were present in the Chinese divisions that opposed them. Despite the setbacks to modernization, thanks to Ugaki, the IJA deployed two tank brigades plus one additional tank battalion to fight in the battle. As it turned out, the presence of just twenty-four tanks inside each Japanese infantry division was decisive in the battle for Shanghai.


Tokyo’s deliberate escalation of the dispute with China over the Marco Polo bridge incident into full-scale war on 7 July 1937 hurled Japan’s Kwantung Army into action. In mid-August, Japanese forces struck south from Manchuria to seize Beijing and Chahar. General Chiang Kai-shek suddenly confronted a difficult situation. Nationalist Chinese military strength in the north was thin, and China was still weak from years of civil war between his Nationalist forces and Mao Zedong’s Communists.

Confronted with a similar strategic dilemma in 1933, Chiang opted to consolidate his strength in the south and concentrate China’s military power against the Chinese Communist Party, at the time a much more serious threat to Nationalist China than Japan. Under the terms of the Tanggu truce that ended Japanese hostilities with China, the price paid for this temporary retreat was humiliating but small. The humiliation entailed the formal recognition of Japan’s conquest of Manchuria and the loss of Rehe, a portion of Inner Mongolia controlled by China. Yet Manchuria and Mongolia were not historically part of China, and the regions had few Chinese inhabitants. Chiang chose to husband his resources and defend what he considered to be most important: China’s core Han population. Shanghai was an entirely different matter.

Chiang could play for time in the north, but Shanghai, only forty miles from Nanjing, was the capital of Nationalist China, meaning it could not be surrendered without a fight. In mid-July, Chiang ordered General Zhang Zhizhong, a forty-two-year-old political confidant and commander of Chinese forces in Shanghai and the 9th Nationalist Chinese Army Group, to prepare his troops for an attack to drive the Japanese garrison out of Shanghai.

Under the terms of the Tanggu truce that ended China’s previous hostilities with Japan, a demilitarized buffer zone was established between China and the city of Shanghai. The Chinese military presence in the city was restricted to a Peace Preservation Corps, essentially a large paramilitary police force, but Japan was allowed to maintain a military garrison in Shanghai together with the French, British, and Germans. As soon as war broke out in July, both sides began moving additional men and equipment into Shanghai: the Chinese into the ranks of Shanghai’s Peace Preservation Corps and the Japanese into their fortified Shanghai garrison.

Shanghai and Its Surroundings

The Japanese commander tasked with the mission of seizing and securing Shanghai was sixty-year-old Matsui Iwane, a distinguished Russo-Japanese War veteran of samurai heritage who had retired from active duty just four years earlier in 1933. Matsui had served as IJA chief of intelligence under Ugaki and supported his military reforms on the German military model.

Like many officers of his generation, Matsui believed Japan’s mission was to liberate Asia from Western colonial rule. Early in his military career, Matsui was strongly sympathetic to China’s nationalist movement. In his younger years, he even befriended Sun Yat-sen, the leader of China’s republican revolution who led the movement to overthrow China’s last emperor in 1911. In 1937, in a sad turn of events for Matsui, he was tasked to attack a country he had once hoped to liberate.

On reporting for duty in Tokyo, Matsui was presented with a new operational plan to invade and occupy northern China with nine to fourteen divisions while three divisions seized Shanghai and two more divisions landed in Hangzhou Bay, south of Shanghai. Once Shanghai was secured, the plan directed Matsui to advance on Nanjing and compel the surrender of China’s Nationalist government. In many ways, the plan was a Japanese version of Germany’s Schlieffen plan from World War I, aimed at knocking out China quickly, then turning north to refocus Japanese military power on the real threat to Japan: the Soviet Union. Moving beyond Nanjing to secure China’s vast interior was never mentioned or anticipated in the original plan.

Until General Matsui and the Shanghai Expeditionary Force (SEF) arrived, the 3rd IJN Fleet under the command of fifty-four-year-old Rear Admiral Hasegawa Kiyoshi would fight the Chinese on land, on sea, and in the air. Hasegawa was a veteran of the Russo-Japanese War and had served on Admiral Togo Heihachiro’s flagship, the battleship Mikasa, when the IJN destroyed tsarist Russia’s fleet in the Straits of Tsushima. He also served as Japan’s naval attaché in Washington and in 1945 provided the final report on the condition of the IJN to Emperor Hirohito, persuading him to surrender.

For the IJA to succeed in its fight for Shanghai, Admiral Hasegawa knew that Japanese positions ashore in the city of Shanghai must be retained at all costs. On his own initiative, Hasegawa moved quickly to reinforce the small Shanghai Special Naval Landing Force (SNLF)—literally, Japanese sailors taken off ships, issued rifles, and used as infantry on land with additional sailors. In the ten days before the IJA arrived, Hasegawa expanded the SNLF to ten thousand sailors. They would provide an important margin of victory in the battle by defending Japanese positions ashore against the attacking Chinese Nationalist army until the IJA arrived.

Anticipating the decisive role that Japanese naval gunfire and airpower would play, Hasegawa also requested additional naval power. Tokyo responded by sending the 8th Cruiser Division and 1st Destroyer Squadron to reinforce the fleet. By 11 August, Admiral Hasegawa had a fleet of thirty warships in the 3rd IJN Fleet, including the 16th Destroyer and the 11th Battleship divisions plus two aircraft carriers.

Three ships of the 11th Battleship Division were anchored in Shanghai harbor to provide fire support to Japanese forces in the city. The rest were located up and down the Yangtze River, where they operated without interference from the Chinese. The Nationalist Chinese had a fleet of fifty-nine ships and twelve patrol boats equipped with torpedoes designed for riverine or coastal operations, but without the ability to mine the approaches to Shanghai harbor and the Yangtze River, the vessels were of little use in this battle.

Knowing that all of the IJN’s forces could not operate from Shanghai harbor, Hasegawa directed the Kamoi, 1st Carrier Division, 1st Combined Air Unit, 22nd Air Unit, and the 12th Sea Plane Division to set up bases of operations in the vicinity of the Shengsi Islands some thirty kilometers off the coast of Shanghai. These units added a total of thirty-eight Type 96 attack/reconnaissance planes and twenty Type 95 fighters, all vastly superior in range and striking power to China’s antiquated and numerically inferior air force.

On paper, the Chinese National Revolutionary Army fielded a force of 1.75 million soldiers. As is often the case in war, the numbers were impressive but misleading. At most, perhaps 300,000 Chinese soldiers were trained and organized in any meaningful way.

Chiang Kai-shek regarded the troops that his German advisers trained as his best. Like the Japanese army officers, Chiang Kai-shek held the German military in very high esteem. His closest military advisers were Germans. One of the most famous, Colonel General Hans von Seeckt, travelled to China and provided him with a white paper that was instrumental in persuading Chiang to stand up an elite force of 80,000 men under German advisers. In August 1937, these troops were better trained and equipped than the rest of the Nationalist Chinese forces, but they were still in an early stage of development and not ready to take on the IJA in pitched battle.


Japanese troops reaching the destroyed North Station in downtown Shanghai

General Zhang, China’s 9th Army Group commander, was a realist. He knew his troops were outgunned and outranged in every key category of military capability. Zhang’s most promising margin of victory depended on how effectively he could exploit the Nationalist Chinese Army’s numerical superiority to drive Shanghai’s Japanese garrison into the sea before the IJA could land in force. By 9 August, Zhang had assembled 4 infantry divisions, a separate infantry brigade, 2 artillery regiments with 400 to 500 guns, 2 heavy mortar battalions, 2 anti-tank gun batteries, and 1 light tank battalion with 30 to 40 light tanks—a force of roughly 50,000 for the mission.

Zhang’s scheme of maneuver was not complex. Like many generals in Chinese history, he made virtue of necessity. He decided to exploit China’s one true advantage over the Japanese: numbers of soldiers. Zhang reasoned that if he could achieve surprise, he could concentrate overwhelming numbers of Chinese troops against the Japanese defenders, eventually driving the retreating Japanese into the Huangpu River. His plan called for an assault by 20,000 troops or two divisions. One division would strike at the IJA headquarters near Zhabei, the poor industrial section of Shanghai. The other division would attack the IJA headquarters located inside a textile mill. Once these objectives were taken, Zhang planned to deploy additional Chinese forces along the coast to defeat Japanese attempts to land reinforcements.

Unfortunately for Zhang, his initial attack did not go as planned. During the morning of 13 August, Chinese troops in the Shanghai Peace Preservation Corps opened fire on members of the Japanese garrison, alerting the Japanese to impending action. Realizing that the element of surprise was lost, Chiang directed Zhang to begin his deliberate assault on the Japanese targets as soon as possible. For Zhang, that meant the next day. Zhang knew that a successful Chinese attack depended heavily on surprise, but he followed orders.

When the two Chinese divisions attacked their objectives on 14 August, they made a shocking discovery. Not only had the Japanese forces been alerted, but also the two Japanese headquarters were protected by concrete defensive barriers that were impervious to even the largest Chinese artillery (150-millimeter howitzers). Additionally, Japanese armored cars and machine guns were placed along the streets and corridors where Chinese attacks were expected to pass, and Japanese naval gunfire pulverized Chinese troops in the areas surrounding the Japanese strongpoints.

Undeterred by the failure of the first attacks, the Chinese generals sent their men into action, shoulder to shoulder, with fixed bayonets. Predictably, losses were catastrophic. Chinese flesh and bone performed poorly against Japanese steel, concrete, and machine guns. Even more disappointing, the Chinese tanks of British, French, and Italian manufacture lacked the armored protection to withstand fire from Japanese heavy weapons and provided practically no offensive capability at all. Fire from Japanese heavy machine guns penetrated the light armor and killed or wounded the Chinese tank crews.

Frustrated and desperate to destroy the Japanese strongholds in the city, Zhang decided to throw in two of Nationalist China’s German-trained divisions, the 87th and the 88th, in an operation he named Iron Fist. On 17 August, these elite infantry divisions attacked the Japanese strongholds using the German infiltration tactics they had practiced under the supervision of German officers on contract to train Chiang’s army.

Despite the demoralizing wall of fire that greeted them, the heroic Chinese soldiers fought their way to the forward edge of the Japanese defenses. It made no difference. The attacking Chinese troops simply lacked the firepower and explosives to penetrate the defensive works, and their artillery and machine gun support was insufficient. Once more, the Japanese sailors of the SNLF held their ground thanks to the concrete defensive works and the fleet’s accurate, devastating naval gunfire.

In the interim, Nationalist Chinese air and naval forces struck the Japanese ships in Shanghai harbor. On 14 August, forty Chinese aircraft flew a total of two hundred sorties, attacking Japanese ships as well as troops in the city. Once again, the attacks were ineffective. Chinese river patrol craft launched a successful torpedo attack against the battleship Izumo, scoring two hits, but did not do serious damage to it. Bombs meant for the Japanese fleet fell instead on a British warship and on Shanghai’s international zone, accidentally injuring or killing three thousand civilians inside an area now brimming with more than a million people seeking refuge from the fighting. Japanese forces ashore sustained no losses at all.

In the first forty-eight hours of the fight for Shanghai, Japanese airpower fought the weather, not the Chinese. When the weather cleared on 16 August, the 3rd Air Fleet launched air strikes from Taipei, Cheju-do Island, Shengsi Islands, and its two carriers, Hosho and Ryujo, hit Chinese troop concentrations and airfields from Shanghai to Nanjing. After decrypting the Nationalist Chinese military’s encoded messages on 19 August, the Japanese established air superiority over Shanghai. By the time Matsui’s SEF of 80,000 men arrived on 23 August, Admiral Hasegawa’s actions had retained Japan’s foothold ashore, securing Japan’s margin of victory. The scales were tipping in favor of the IJA.


General Matsui’s first contingent comprised two divisions, the 3rd and 11th Infantry Divisions. To augment the capabilities of these two divisions, Matsui was given additional machine gun, tank, and mortar battalions, a heavy field artillery regiment, and a siege artillery battalion, adding about 100 tanks and 300 to 400 artillery systems of different calibers to the SEF for a total of 80,000 troops. Separate radio platoons were attached to major regiments and divisions, giving the SEF a significant communication advantage over the Chinese forces, which were equipped with comparatively few radios. The lack of communication capabilities became a chronic weakness. Chinese defensive operations could not keep up with the frequent attacks launched by the Japanese let alone effectively monitor the actions of their own forces.

A few days later, an IJA fighter squadron from the Provisional Air Group operating in north China was added to reinforce Japanese airpower ashore. By 10 September, China’s small air force was largely out of action, and Japanese forces enjoyed air supremacy for the rest of the campaign.

Matsui’s task, however, was by no means easy. Geography still favored the Chinese defender. The maze of waterways and buildings inside Shanghai, together with the swamps, rivers, and lakes on the city’s outskirts, severely restricted the movement of ground forces on both sides. If skillfully used, these waterways would favor the Chinese defender. On the north side of Shanghai is the great Yangtze River, five to ten miles wide and sixty-five to eighty feet deep. In the center of the peninsula is Suzhou Creek, an eastward flowing stream that makes a sharp northward turn into the Huangpu (formerly called the Whampoa) River, eventually converging with the Yangtze. The source of the Suzhou Creek is an area of swamps, and farther west is Taihu Lake, a body of water larger than the modern city of Shanghai itself (869 square miles). To the south of Shanghai is Hangzhou Bay, an elongated thirty-six-mile-wide inlet that gradually narrows as it reaches the Qiantang River and the city of Hangzhou.

Aside from his age, Matsui was hardly the typical army four-star general. He was remarkably fit with an exceptionally sharp mind and no shortage of personal physical courage. More important, Matsui would do early in the campaign what seemed impossible given the serious interservice rivalry that afflicted relations between the IJA and the IJN. He would make peace with the Japanese admirals.

In a discussion on 21 August aboard Admiral Hasegawa’s flagship, Matsui listened carefully to the recommendations of his own staff, as well as to those of the Japanese naval officers already engaged in the battle for Shanghai. Rear Admiral Nagumo Chuichi urged Matsui to conduct two landings, which would force the Chinese defenders to fight in two directions simultaneously. (Nagumo would later command the IJN’s 1st Air Fleet at Pearl Harbor and Midway.)

Ultimately, Matsui overruled the IJA staff officers who urged him to make a single landing in one location in favor of Nagumo’s plan for two. Matsui decided to conduct the landings in two echelons at two different locations roughly ten miles apart. The northernmost landing would place the 11th Infantry Division in the vicinity of Chuanshakou, while the 3rd Infantry Division landed farther south near Wusong. The Japanese conducted amphibious landings along a forty-kilometer front, from Liuhe northeast of the Shanghai metropolitan area to the Shanghai docks on the Yangtze.

Matsui instructed his commanders to execute a double envelopment using the 3rd Infantry Division to capture the city of Wusong while the 11th Infantry Division pushed inward to the southwest and capture Luodian. The capture of that city—a transportation center connecting Baoshan, downtown Shanghai, and several other towns with highways—would facilitate the encirclement Matsui wanted by cutting off Chinese forces inside an area of about approximately fifty square miles. The encirclement was part of Matsui’s larger strategic goal of forcing the Chinese 15th Army Group to withdraw eight miles from the coast. If successful, the withdrawal would expose the left flank of the Chinese 9th Army Group, which was still fighting in metropolitan Shanghai, to Japanese assault and, potentially, encirclement.

To support General Matsui’s plan, Admiral Hasegawa directed the entire 3rd Air Fleet to thoroughly reconnoiter the area and then provide the attacking Japanese divisions with close air support. When the IJA formations began landing in waves on the Chinese coast, the entire might of the Japanese fleet would assemble to systematically pulverize Chinese troops and defense works.

In view of Chinese weaknesses in airpower, artillery, and tanks, the Chinese had little choice but to compensate with numbers. By the time the Japanese landings started, Chiang had moved the Nationalist Chinese 15th Army Group, a force of 150,000–200,000 men under the command of General Luo Zhuoying, into hastily prepared defensive positions along the coast. Luo’s mission was to stop the Japanese landings. To do so, he had 17 infantry divisions, a separate infantry brigade, and a separate artillery regiment with 600 to 800 artillery systems. Chinese infantry divisions were generally 10,000 strong, or half the size of the 22,000-man Japanese square divisions.

The landings began on 23 August with the Japanese SEF coming ashore near the coastal towns of Liuhe, Wusong, and Chuanshakou. Resistance near or on the beaches was sporadic, but IJA 3rd and 11th Infantry Divisions encountered tough opposition from Chinese forces as they advanced inland to capture towns and villages. Neighborhoods and buildings that the IJA seized during the day with the aid of Japanese naval gunfire were lost to ruthless Chinese counterattacks at night. Even with the systematic bombardment of Chinese defensive positions and assembly areas, the fighting was harder than Matsui had anticipated, and he went ashore to find out why.

Japan’s Shanghai Expeditionary Force Lands in China, 22 August–23 September 1937

Upon arriving at the front, Matsui discovered that his general staff had directed the two attacking divisions to leave behind their tanks and artillery. Japanese general staff officers assumed the soft sand and ground on the coast plus the network of canals and streams surrounding Shanghai would not support the effective employment of tanks and artillery. Japanese infantry attacks bogged down due to the absence of Japanese firepower and mobility.

Matsui was deeply angered by his staff’s omission, and because of the lack of mobile armored firepower, five days would pass before the 11th Infantry Division would capture Luodian and the 3rd Infantry Division would capture Wusong. However, far more important for the larger Japanese campaign was the fact that without the tanks and artillery, the SEF opportunity to envelop the Chinese 15th Army Group was irretrievably lost.

The town of Baoshan finally fell on 4 September. For its Chinese defenders, the battle was a fight to the death. The few Chinese units that survived that battle escaped to establish new defensive positions in and around Luodian, barely sixteen miles from the center of Shanghai. Taking Luodian would now require a deliberate assault, something Matsui had hoped to avoid.

To defend Luodian, Chiang concentrated 300,000 troops, including the survivors of Baoshan, to stop 100,000 Japanese soldiers supported by tanks, artillery, aircraft, and naval gunfire. The Chinese were too poorly equipped and trained to halt the IJA for long, but as the battle progressed, the Chinese found innovative ways to slow or derail the Japanese advance.

Under cover of darkness, Chinese soldiers mined the roads leading into their defensive positions around Luodian and launched raids to isolate and cut off Japanese outposts. To reduce their losses from the massive Japanese artillery and air strikes, the Chinese kept the forward lines lightly manned, a tactic the Germans had employed against the British and French armies in the last two years of World War I. Then, when the Japanese infantry closed in, the Chinese would appear to spring up from nowhere and attack them at close range. These tactics worked well for the Chinese, who used them repeatedly.

When one defensive line was wiped out and taken by the Japanese, the Chinese would fall back to another, over and over, until few Chinese soldiers were left alive. These diehard tactics had a profound effect. On 18 September, the Japanese attack was halted, and a thousand Japanese soldiers were killed or wounded. It is no accident that in Chinese history, the battle for Luodian is referred to as the “grinding mill of flesh and blood.”

For the Japanese to regain momentum, Matsui concluded that more drastic measures were needed. He recalled Japanese air forces from bombing runs on Chinese airfields and supply columns and ordered them to focus on Chinese forces holding up the Japanese attacks. On 10 September, Matsui launched a massive air assault with aircraft from the IJN 3rd Fleet and 2nd Combined Air Unit to support the IJA’s infantry divisions. With the relentless and massive application of airpower, the SEF was finally able to dislodge the determined Chinese from their last defensive positions in Luodian before the end of September.

By this point, the IJA had dramatically improved its coordinated use of aircraft, artillery, tanks, and infantry in daylight attacks. The result was not quite a blitzkrieg, but it was close enough in the fighting with the infantry-centric Chinese. For the Chinese, the experience was sheer terror.

Imperial Japanese Army attacks were planned and executed with precision; they began at first light with massive air attacks supported by observers in aircraft who identified and targeted Chinese positions for the artillery and naval gunfire. When smoke appeared on the battlefield, IJA infantry began advancing with tanks in the lead while fighters flew forward to search for and attack Chinese reinforcements racing to the sector under attack. This was a pattern that the IJA would repeat with great effectiveness.

Nevertheless, Japanese losses at this point in the fight for Shanghai were much higher than Tokyo anticipated; 8,000 casualties, or nearly 30 percent of Japanese losses during the entire battle for the city. Even with the reinforcement of 40,000 troops from the IJA’s 13th and 9th Divisions, the battle for Shanghai was beginning to resemble a bloody stalemate on the World War I model. The lack of mobile armored firepower inside the Japanese forces meant that Matsui’s troops could not move and concentrate quickly enough to envelop and trap the Nationalist Chinese forces as he had originally intended.

Determined to regain the initiative from the Japanese no matter the cost, Chiang now committed all of his military commanders to the battle for Shanghai, directing them to fight literally to the last Chinese soldier. On 21 September, he reorganized his forces into area defense formations. Chiang assigned specific areas to Chinese armies and army groups with defined boundaries that established command responsibility for what contemporary American military leaders call “defend to retain” missions. The river defense forces, Nanjing’s capital garrison forces, and the Nationalist Chinese 23rd Army Group (as a separate command) were directed to establish an area defense south of Hangzhou Bay, far from Nanjing. Seventy Nationalist Chinese infantry divisions would eventually be involved in the operation, but only the forces designated “Right Wing Forces,” “Central Forces,” and “Left Wing Forces” would be directly engaged in the battle of Shanghai.

Generalissimo Chiang Kai-shek’s 21 September Plan for the Defense of Shanghai and Its Surroundings

Chiang’s arrangement was problematic. His reorganization inserted an extra layer of command and control that slowed decisionmaking, restricted the flow of information, and reportedly caused some unnecessary confusion. Moreover, instead of utilizing all nine Chinese army groups to attack and overwhelm the IJA, he initially committed only two (and later, a third) army groups to directly engage the IJA at any one time.

Chiang later said the new defensive scheme was necessary to accommodate the growing number of Chinese troops committed to defend Shanghai and its surroundings. While this may have been true, there was another reason. The IJA’s war of ruthless extermination against its enemy cultivated extreme hatred in the Chinese, evoking a particularly visceral response from the Chinese soldier. Chiang wanted to put this hatred of the invader to good use.

Nationalist Chinese soldiers now killed Japanese prisoners of war as readily as the Japanese killed Chinese prisoners of war. Major General Wei Li-huang, the commander of the 67th Division, Chinese 15th Army Group, noted, “It’s impossible to have a prisoner delivered to headquarters although we pay from 50 to 100 yuan upon delivery, and there are severe punishments for not doing so. The soldiers say that the prisoners die along the way.” Chiang could defend Shanghai and its surroundings to the last Chinese soldier because the “war of armies” was becoming a war between two peoples.


A National Revolutionary Army machine gun nest in Shanghai


On 30 September, the IJA and IJN signed Memorandum 519, which set down the agreed responsibilities of army and navy air forces. This memorandum was crucial for attacking Japanese ground forces in gaining access to air support from both the services. Under the terms of the agreement, the 2nd Combined Air Unit, a mixed formation in northern China consisting primarily of IJN aircraft, was tasked to support the 3rd and 9th Infantry Divisions. The 1st Combined Air Unit halted raids against Nanjing and instead agreed to coordinate with the IJA forces in Shanghai on a daily basis until 27 October or whenever the Shanghai phase of the operation ended.

The same day the memorandum was signed, Matsui set in motion an attack southward from Liuhang through Wusong Creek, toward Zoumaotang Creek. He hoped the attackers would quickly seize two stone bridges west of Dachang being defended by the Nationalist Chinese 33rd and 18th Divisions.

The Japanese employed the 101st, 3rd, and 9th Infantry Divisions, with the 11th Infantry Division covering the right flank from possible spoiling attacks by the Chinese 15th Army Group. The IJA 13th Infantry Division was held in reserve. Chinese accounts also mention the presence of Taiwanese and Manchu units intermingled with IJA reinforcements, totaling 100,000 troops including more than 300 artillery systems, 300 tanks, and 200 aircraft.

The Battles between the Creeks, 24 September–26 October 1937

On the receiving end of this juggernaut was the Nationalist Chinese 9th Army Group, commanded by General Zhang Zhizhong, which was now tasked with protecting the north side of Shanghai. At this point in the battle, General Zhang’s troops were all that stood between the attacking Japanese and the city of Shanghai.

The 9th Army Group had 4 infantry divisions and a separate brigade, a force of 60,000 men. However, unlike other Chinese army groups, the 9th Army Group had substantially more artillery, around 400 guns, and even a separate battalion of 50 light tanks, a unique formation in the Nationalist Chinese Army. General Zhang also continued to command the German-trained 87th and 88th Infantry Divisions, the best formations in the Nationalist Chinese army.

Japanese prime minister Konoe Fumimaro was unaware of Chiang’s intentions and was totally reliant on the advice of Matsui and other IJA commanders, with whom he had an uncomfortable relationship. To the extent that he was able, Konoe restricted the IJA’s political influence. When he agreed to integrate and escalate the combat in the north China and central China theaters by launching an October offensive, he did so reluctantly. He was skeptical that the operation would compel Chiang’s capitulation and bring the conflict to a close.

By early October, the IJA’s strength in the Shanghai region approached 250,000 men. After several days of fighting that was often hand to hand, the IJA 9th Division broke through on 5 October and secured the far side of Wusong Creek. Here, however, the Japanese attack broke down. The Chinese defenders were waiting in carefully prepared trench works that utilized barbed wire, mines, machine guns, and artillery. From 7 to 13 October, heavy rains intervened to provide a respite from the fighting, which allowed time for both sides to replenish supplies. Then the Japanese offensive continued with the goal of eliminating all Chinese resistance north of Wusong Creek.

Chiang Kai-shek had another card to play: Nationalist China’s Guangxi Army of roughly 70,000 to 80,000 soldiers. Given the success of Zhang’s defense, Chiang judged the timing to be right for a Chinese counteroffensive that might fully consolidate Chinese control of Dachang. With the timely arrival of the Guangxi Army on 17 October, Chiang was certain that Nationalist China’s Central Army would be strong enough to regain control of the Yunzaobin River bank, the key to frustrating Japanese efforts to maneuver Chinese forces out of Shanghai. With the combined strength of the 9th and 15th Army Groups, the Nationalist Chinese would enjoy an advantage in personnel numbers over the IJA and a slight advantage in the number of artillery systems but would still labor under major handicaps in the number and quality of tanks. The Chinese also had no real defense against Japanese air strikes.

While Chiang planned his counteroffensive, the Nationalist Chinese 8th Army Group remained on the defense at Pudong, east of Shanghai city and north of Hangzhou Bay, while the 10th Army Group stayed in its defensive positions south of Hangzhou Bay. For reasons that have never been satisfactorily explained, Chiang did not employ these formations to reinforce the 9th Army Group’s flank in the north. Their mission was to simply defend their assigned areas. As a result, nine divisions and four separate brigades that could have joined the fight and diverted IJA forces from defending against the Chinese counterattack did nothing. Whether these might have tipped the balance in favor of the Chinese offensive is unknown, but the fact that they were not massed to support it is peculiar.

The counteroffensive was not well coordinated, and as a result the Chinese attackers were decimated by superior Japanese firepower. As in previous operations, the lack of experience, poor communications, woefully inadequate firepower, and incompetence in the senior Chinese ranks constrained Chinese freedom of action. Chiang’s counteroffensive petered out.

On 25 October, the Japanese proceeded with their planned assault on Dachang. This offensive is worthy of attention because it was probably one of Matsui’s finest operations. The Japanese attack was supported by 700 artillery systems of various calibers and 400 aircraft including 150 bombers. It was also spearheaded by just 20 tanks. In a rare event in Japanese military history, the tanks were concentrated as envisioned by the Germans and, as Ugaki always urged, not broken into small groups to operate as fire support platforms for light infantry.

The Chinese 33rd and 18th Divisions sustained 90 percent casualties and the bridges across the river were captured, but the 26 days of fighting also cost the Japanese 25,000 casualties. When Dachang fell, the 9th Army Group’s flank collapsed, and the door to Shanghai was flung wide open. The operation General Matsui had hoped to complete in a week had instead lasted for almost a month.

Chiang Kai-shek was despondent, writing, “I had hoped that after the troops from Guangxi entered the fighting, we could hold out. The military situation is shaky. It is very discouraging.” Chiang’s fight for Shanghai was always a desperate gamble with an underequipped and inadequately trained force. Now, he began to realize he would have to salvage what he could for a war that would last for years.


Reeling from heavy losses, Chinese forces were totally unprepared when Japanese troops forced their way across the Suzhou River on 30 October, putting Chiang Kai-shek’s remaining troops in grave danger. The combination of the loss of Dachang on 26 October and the Japanese breakthrough on 30 October meant Nationalist Chinese troops in Shanghai would have to withdraw or face certain destruction through methodical Japanese encirclement. If the Chinese army was going to survive to fight again, Chiang Kai-shek’s troops would have to abandon Zhabei and Jiangwan along with other heavily defended Chinese positions. On 30 October, the last remnants of the heroic 9th Army Group, soldiers who had held the line against the IJA through seventy-five days of unimaginable hardship, finally retreated. It was the end of the 9th Army.

Chinese forces now outran the advancing Japanese. There was little the Japanese could do to catch the retreating Chinese forces. The IJA lacked the tracked armor to outpace them. When the Japanese 10th Army, composed of units from northern China, landed in Chingshaweicheng on 5 November, they encountered no real opposition. However, the retreating Chinese were able to establish effective blocking positions with the 19th Army Group in the area north of Taihu Lake and the 10th Army Group south of the lake. These forces successfully covered the majority of retreating Chinese troops.

Within ten days, the IJA 6th Division would advance some thirty miles west and capture Chiahsing in an attempt to cut off retreating Chinese forces, while the 9th Division occupied the city of Suzhou and linked up with the rest of the SEF on 19 November. Another landing by the IJA 16th Division north of Paimaokou designed to cut off retreating Chinese forces came too late to be effective. The operation failed, and the Chinese escaped yet again.

The battle for Shanghai was over. General Matsui Iwane relinquished his command of the SEF and assumed command of a new, larger force, Japan’s Central China Expeditionary Army, which included both the SEF and the 10th Army. The great offensive to smash remaining Chinese resistance was about to begin.

As the war moved inland and away from Shanghai, the Japanese occupation authority in Shanghai restored order, repairing and reopening many of Shanghai’s factories and administrative buildings. But 70 percent of Shanghai’s productive capacity lay in ruins. Thousands of residential buildings, factories, and workshops were damaged or completely demolished. Tens of thousands of homeless Chinese swarmed the city’s streets, and hundreds of thousands more slept in stockrooms, warehouses, temples, and parks. Before the end of 1937, 101,000 corpses, mostly civilian, were recovered from the city’s ruins.

Shanghai’s banking community fared somewhat better. Though Japanese occupation cut off Shanghai banks from economic interaction with the rest of China, the banks still functioned without too much regulatory interference from the occupying authorities. After December 1941, this situation ended, and the Japanese imposed strict controls on all facets of life in Shanghai from monetary policy to food.

The Arrival of the Japanese 10th Army and the Chinese Retreat

While Shanghai settled in for a long Japanese occupation, the fight for control of Nanjing transformed an already bitter conflict into a prolonged series of atrocities on a scale not seen since the days of Genghis Khan. Almost nine years later, Matsui, the man who once befriended Sun Yat-sen, would be tried and executed by the Allied Tokyo War Tribunal for war crimes committed against the Chinese people by his troops in Nanjing.

After Nanjing, Japan’s war with China evolved into the bog that Ishiwara had originally predicted—war without end. Chinese military strategy methodically adhered to the formula described in a 1936 letter to Nishi Haruhiko, who would be Japan’s foreign minister when the Japanese attacked Pearl Harbor: “If war breaks out between Japan and China, the Nationalist Government has made secret plans to resist to the bitter end. If their Shanghai-Nanking [Nanjing] defense line is broken, they will withdraw to a Nanchang-Kiukiang [Jiujiang] line. If that line cannot be defended, they will retreat to Hankow [Hankou]. If the Wuhan defense collapses, they will shift to Chungking.”

With the fall of Nanjing, Japan’s military campaign to subjugate China dragged on without result. In response, Japan’s political and military leaders turned to airpower for an answer. Chinese cities were leveled and millions of Chinese were killed, but the Chinese fought on. The Japanese never seemed to comprehend the power of Chinese nationalism, which was as fierce as their own.


In the history of China’s war with Japan, the fight for Shanghai involved more Chinese soldiers and matériel and incurred higher human losses than any other single engagement. Before it ended, the fight for the city embroiled nearly a million soldiers in combat. For the Chinese Nationalist forces, the outcome was catastrophic. An estimated 270,000 Chinese soldiers were wounded or killed. The exact number of Chinese civilians killed in the fighting is unknown, but numbers range from 250,000 to 450,000. Chiang Kai-shek’s decision to commit his best units to fight for Shanghai devastated China’s best military manpower. In 3 months of intense combat, Chiang Kai-shek sacrificed thousands of his army’s most highly trained junior officers, compelling his forces to fight for years without the competent tactical leadership they desperately needed.

Japanese casualty figures were much lower, estimated to be around 40,000. The disparity in Chinese and Japanese losses highlights the impact of Ugaki’s modest modernization efforts and the high quality of Japanese troops and their leadership, but the struggle for control of Shanghai was harder and bloodier than it should have been.

Whereas Sir Richard Haldane succeeded in changing the British army just enough to play its vital part in the opening battles of World War I, the IJA failed to change enough to achieve a true margin of victory. Rather than downsize the IJA and use the savings to invest in the war-winning technologies of modern warfare—tanks, artillery, and aircraft—the Japanese generals chose to rely on masses of manpower.

The Japanese generals’ preference for numbers in uniform over capability produced the bloodbath at Shanghai and the “grinding mill of flesh and blood” at Luodian. Their determination to retain the large, ponderous World War I square division structures—ideal for the attritional character of trench warfare but unsuited to rapid and decisive offensive operations—was a costly mistake. In the months it took to seize Shanghai, the generals compensated for the lack of offensive capability in their large infantry formations by committing their entire arsenal of tanks and aircraft to move forward and drive the Chinese defenders out of Shanghai.

Tokyo celebrated the fall of Shanghai as a great victory, but the Japanese victory concealed the truth that the IJA was still critically short of completing its transformation into a military force suitable to modern warfare as practiced by the Germans and Soviets. The essential lesson that decisive operations required large, mobile armored forces supported by thousands of advanced fighters and bombers went unlearned. Japanese generals such as Matsui were ferocious and courageous, commanding from the front whenever and wherever conditions demanded decisive leadership. The Japanese generals made use of the tanks and artillery they had, but the IJA still remained organized for World War I until World War II ended.

Despite the gradual introduction of newer and better tanks before war’s end in 1945, the IJA never fielded more than the equivalent of three armored divisions in combat, a force woefully inadequate for operations in the Chinese and southeast Asian theaters of war. Japanese tanks and self-propelled guns never attained the quality and capability of comparable equipment in the U.S., German, or Soviet arsenals. Serious weaknesses in mobile armored firepower and logistics allowed the inexperienced and ill-equipped Chinese armies to escape, regroup, and resume their attacks on Japanese occupation forces time and again.

One reason the Japanese generals failed to learn from their operations in Shanghai was the weakness of their opponents in the early stages of World War II. In Malaya, where the British opponent could not melt away into an expansive interior, the Japanese conducted a masterful campaign involving the coordinated use of tanks, artillery, engineers, infantry, aircraft, and ships, defeating a British army in February 1942 that was twice as large as the attacking force. Against the British troops defending Singapore, the quality of IJA training and aggressive leadership compensated for the IJA’s numerical inferiority on the ground. The conquest of the U.S.-held Philippines in May 1942, though more challenging than the campaign to take Singapore, simply reinforced Tokyo’s illusion of Japanese military superiority.

Japan’s modest military advantage did not last long. Two years after the fall of Shanghai, Japan’s Kwantung Army was decisively defeated by Soviet armed forces on the plains of Nomonhan. Japanese airpower fared better than the ground forces; superb Japanese pilots fought their Soviet opponents in the air to a draw, but airpower could not compensate for the IJA’s acute weaknesses in mobility, armor, firepower, and organization. Soviet army small arms, tanks, artillery, and organization were demonstrably superior to anything the IJA could field. Japan sued for peace, releasing Soviet forces in Siberia to move west in time to defend Moscow in the winter battles of 1941–42.

As American air and naval power closed the ring around Japan in early 1945 and Japanese cities were incinerated from the air, 1 million of the Imperial Japanese Army’s 5.9 million soldiers were still in China, and another 780,000 were in Manchuria. Chiang Kai-shek’s decision to trade lives for space exacted a high price from the IJA. The defenders of Shanghai prevented the Japanese from striking directly into central China, slowing the Japanese advance long enough for the Nationalist government to begin moving a portion of its defense industries deeper into China, toward China’s new wartime capital, Chongqing (Chung King).

Japan’s war with China not only delayed and disrupted the IJA’s modernization, it also fatally crippled Japan’s northern strategy to defeat the Soviet Union, while putting Japan on a collision course with Britain and the United States. In August 1945, the calamity that Ugaki, Ishiwara, and their supporters had feared the most struck the IJA in Manchuria, when Japanese forces were annihilated in less than two weeks by Soviet armored and mechanized units consisting of 5,556 tanks together with several thousand self-propelled guns and supporting armored fighting vehicles.

The hard lesson that mass and athleticism do not equate with real military capability was not lost on the postwar Japan Self Defense Forces (JSDF). Less than twenty-five years after World War II ended, the much smaller JSDF, only 4 percent of the size of the IJA at its height, already possessed thirty times more firepower than its predecessor. Emperor Hirohito’s comment that “our military leaders put too much emphasis on [fighting] spirit and forgot the significance of science” still resonates in Japan. Technology, not manpower, combined with superior organization and leadership, is now widely recognized as Japan’s future margin of victory.

Ugaki Kazushige won his fight for change inside the IJA after all, albeit at the cost of a lost war. Today, the Japan Ground Self-Defense Force (JGSDF) fields significant armored forces and more tanks and armored fighting vehicles than the British or French armies. Japanese soldiers are highly educated, trained, and disciplined. At this writing, the JGSDF is upgrading its armored force to the new Type 10 tanks while retiring the older Type 74 tanks. It is also likely that production of the Type 89 Infantry Fighting Vehicle will resume in the near future. The JGSDF is following a familiar pattern: shed old equipment first, then modernize with initial low rate production runs until the new equipment performs to expectation. In the West, this process is called rapid prototyping, and it is something much discussed but seldom seen in practice.

China’s emergence as a great power in the twenty-first century must also be viewed through the lens of its war with Japan, especially the battle of Shanghai. China’s inability to defend its near seas, great rivers, and coastal cities, and its vulnerability to attack from Formosa (Taiwan), Japan’s unsinkable aircraft carrier during the battle for Shanghai, and the seizure of all of China’s coastal cities traumatized the Chinese people. These experiences not only shape current Chinese military modernization efforts, they also figure prominently in Chinese thinking about the potential conflict with Japan and the United States, Asia’s two great maritime powers.

China’s recent demarcation of an air identification zone that includes the Senkaku and Diaoyu Islands must also be seen as part of a larger Chinese anti-access/area denial (A2AD) strategy with its roots in a tragic, costly war against Japanese invasion that began with the battle of Shanghai. Americans would do well to keep this history in mind before leaping to conclusions about China’s alleged belligerence toward the United States and its commercial interests in Asia.