Burma last week became the name of one more lost battlefield for the United Nations. The Britishhad tried to fight it out by themselves, letting in the Chinese armies of Chiang Kai-shek from the north too lateto help. With Burma were lost more men, more weapons, more precious resources. Worst of all, there was lost thefamous Burma Road by which Allied weapons went overland to China. And the Japs gained a new way into the back door of Free China.

  U.S. General Joseph Stilwell's headquarters at Maymyo between Mandalay and Lashio was the brief meetingplace in early April of correspondent Clare Boothe, LIFE photographer George Rodger and Jack Belden, correspondentfor LIFE and Time. Miss Boothe reported on the meeting there between General Stilwell and China's Generalissimoand Madame Chiang Kai-shek, at which last week's fall of Burma was clearly foreseen, in her dispatch printed in LIFE,April 27. She returned last week to the U.S. and is now writing her experiences for LIFE. With her she brought photographer Rodger's pictures of the Chiang-Stilwell conference and the Jap bombing of Maymyo (above).Leaving Maymyo in the jeep lent him by General Stilwell, correspondent Belden headed south for the fighting frontaround the Yenangyaung oil fields.

  The whole Pacific war was actually started by Japan's lust for Burma and the Burma Road. The U.S. andBritain had told Japan she could not have it. Japan decided to begin the war at Pearl Harbor, rather than wait for it. In mid-January, the Japs invaded Burma, took Moulmein Jan. 31. By the time Singapore in Malaya had fallen, theChinese troops had been admitted part way into Burma and the Japs had attacked in earnest. On March 9, Rangoon fell,left a smoking ruin by the retreating British. Today Rangoon is a prime bombing target for U.S. Flying Fortressesfrom India.

  Again and again, new Japanese armies appeared out of the "impassable" mountains to the east, on the flanksof the British and Chinese. The simple lines of invasion shown on the map below were at every point a number of weavingtentacles. Hopelessly outnumbered, unrested, unrelieved, without information or water, for three months the UnitedNations troops fought their way out of a series of traps, always retreating northward. But their every move wasreported at once to the Japs by the vast Burmese fifth column. Burmese, who had been described as "pro-Allied" beforethe invasion, led the Japs through back paths to the Allies' rear. A few loyal Burmese fought well for the British.Others fled into India, carrying a plague of cholera. Those who remained joyfully burned down all the towns that theJaps had not ignited.

  Burma was an unexpected battlefield for Chinese-speaking General Stilwell, whom Chiang had put in command of the two Chinese armies in Burma. The landscape of his retreat was endless sand and scrub, from which rose an occasionalgold-domed Burmese temple, among arid hills and jagged gullies. Advance headquarters might be in a grove of mango,jackfruit and palm trees, but the Chinese lacked the cover under which they had always fought best against the Japs.

  By last week, the main British and Chinese forces were both crossing the mountains on opposite sides of Burma. Meanwhile at week's end one isolated Chinese detachment, left fighting in the valley, recaptured Maymyo, deep in the Jap rear, just as Stilwell cut off a Jap column well along the Burma Road into China.

The rat-trap of Burma is a curving valley between narrowing mountains. Japs were last week approaching Paoshan(Yungchang) halfway up Burma Road when Stilwell hit their extended column. British were backing into India.

 THE CHIANGS AND GENERAL STILWELL The Chiangs and General Stilwell are wreathed in smiles after April 7 conference at Maymyo, where GeneralissimoChiang Kai-shek told Chinese generals in Burma that the U.S. Army general was their boss in Burma fighting. Chiangand Stilwell demanded the offensive spirit and produced it themselves in savage counterattacks on Japs halfway upthe Burma Road.



  At dusk on April 16 our jeep pulled up onto the crest of a hill overlooking the Irrawaddy and theoil fields at Yenangyaung. We had come to see the British destroy the last remaining thing of value in the path ofthe advancing Jap army. Oil tanks and wells were ablaze. But the city power plant had not yet been demolished. Unlessit went we knew the scorched earth would be a failure. By the plant we found a few grimy, weary soldiers waiting grimly for the final order. "Wish they'd set a match to this place so we could get the hell out of here ," said one.

  Since the power plant had not yet been destroyed we decided the Japanese must still be a good distanceaway, and we started southward toward Magwe, looking for the front. Soon we ran into columns of Indian soldiers, mixedwith guns, donkeys and ambulances, and crying aloud in the dark for water. Dust-caked, tortured faces, drooping mouths,open thick lips, dead-eyed stares revealed in the flickering light of lanterns that these men had been marching all day in terrible heat. Their bandages gleaming in the dark made you know there had been a heavy fight, and even thewounded had to walk.

  Soon we discovered the commander lying beneath a tree with his chief of staff and pet cocker spanielby his side. He told us there had been a terrific fight that morning around Magwe. The Japanese had felt out their

Jack Belden is a 34-year-old ex-newspaper reporter who recently joined the staff of LIFE and Time in Chungking.Before that he spent ten years in China where he learned the language and covered the war as a free lance, often getting from one front to another by bicycle. After writing this article Belden returned to headquarters of U.S. GeneralJoseph Stilwell, where he is now.
positions, overrun the Indian battalion with their superior numbers, precipitating the general withdrawal to thenorth toward Yenangyaung. The troops had marched 25 miles under a cruel sun, were continually harassed by planes,and nearly exhausted. "I hope the Japs don't follow us tonight," he said. "If my troops could get only one completenight of rest, a day without marching in the sun, with plenty of water to drink, they would soon be back in fightingtrim. This war is different from the World War. There you fought six weeks in line and were relieved. But here weare fighting three months without relief, averaging 20 miles a day marching, fighting, on the whole a grand delayingaction."

  We left headquarters, roaring back toward Yenangyaung which was blazing more furiously than ever, lightingthe road so headlights were unnecessary. There was a line of cars ahead of us and English soldiers stopped us,warning us that the power plant was about to be exploded. We climbed a nearby hill; suddenly a few yards away we sawa blinding flash, then a terrific explosion split the air, flames burst out in the darkness and soon the greatbuilding was an outlined blaze. Sentries gave the go-ahead signal to the waiting cars and we slowly crept up to theplant and found a native of Leeds who had stayed to the last, squatting in soiled white pants and shirt beside a blazingbuilding. We helped him drag beds, machinery, automobiles into the flames which were now licking through the plantwith tremendous fury.

 HEADQUARTERS Headquarters at Maymyo of General Stilwell was mission house, set in fragrant garden of roses and poinsettias.

  The only thing left to destroy was the ice plant and we started toward it thinking of the ice water wewould drink before we blew it up, when out of the gloom a man came running with upraised hand, yelling: "Japaneseput block across road," and out of the dark came voices uttering those words so terrific in war: "Cut off." The enemywas in our rear.

 "The Japs are all around us"

  A British soldier jumped onto the car from the bushes saying: "For God's sake, get me out of here, Guvnor,the Japs are all around us." He had hardly finished those words when the steady clatter of machine guns was heard from the north, then a duller boom like that of a mortar. That sounded like real strength. The Japanese seemed to be moving fast for they now had blocks both north and south of us and were only two miles from where we stood. For a few momentswe looked at each other helplessly. Then the commander declared: "The situation is unclear. Nothing we can do now.Everyone come to my place to sleep. All messages will be relayed to me there and we will find the true situation in the daylight." So off we went to the brigadier's quarters.

 JACK BELDEN Jack Belden, LIFE and Time correspondent in Burma, drives a jeep lent him by General Stilwell into Maymyo.He also carries a tommy gun against rebellious natives.
 STILWELL'S STAFF Stilwell's staff listen to the radio in parlor at GHQ at Maymyo: Stilwell (right)) in dark coat,bespectacled General Hearn, Colonel Roberts (left).

 OFFICERS' MESS Officers' mess in Maymyo mission house gets delicious strawberries, bad coffee, no liquor. At first bombingall the Burmese servants ran away.
 BELDEN AND GENERAL TU Belden and General Tu at Maymyo. Chinese Generals Tu and Ti in Burma Command were called "Do and Die." Beldenwas welcomed at GHQ because he had war news.

  Next morning at 5:30 I heard that the convoy was going to try to break through. Amid the jumble of evacuatingcars leaving the vicinity of Yenangyaung and the soldiery advancing from the south, we lost contact with headquartersand wandered up and down searching vainly through wasteland parched by the bitter sun. There was no cover anywhere -merely scrub and brush 2 ft. high on sandy, crumbling earth. Our motor transport couldn't hide but only could be dispersed so that it was an open target for planes from which we constantly ran, each time growing fainter from heatand lack of water.

  All through noon and afternoon the only saving factor was that of the planes, though zooming and divingconstantly overhead, did not bomb our vicinity, though we heard they bombed Indian troops drawing in closer to us from the south. When at last we found division headquarters we learned that the Chinese had agreed to attack from the northtoward the Chang the next morning, but were afraid that we might mistake them for Japanese. I described to officerswhat the Chinese looked like and offered to go identify them if the occasion arose. A plan, however, was made for theChinese to seize only the north bank of the Chang and halt there while we drove up to the south bank.

  Headquarters itself was in a large temple beneath a great grove of trees which were so green and so protectingthat I wanted to cry aloud with the beauty of it. As it grew dark and the coin of Burma's ever blood-red sun sank into the Irrawaddy at our backs, commanders and staff officers gathered in a circle under the trees and held a council of war.Slowly the division commander outlined his plan. The objective of the attack was the small village of Twingon, on thenorthern edge of a town near the Pin Chang, and was where the Japanese held a road block. All roads converged ultimatelyat this point and we, with all the motor transport, couldn't get through unless this was captured. "The attack is tojump off at dawn and must be pushed through immediately or our position will be precarious," announced the commander.The officer in charge of supplies then rose and announced that there were no reserves of ammunition and only a small rice ration for one day.

  We bedded on the ground, not unrolling our blankets, first filling up the water bottles in order to ensurea swift getaway. At 6:30 in the morning, April 18, we stood on a rise of ground half a mile from Yenangyaung with thecommander and watched the first detachment of Scottish soldiers file hurriedly past us into blazing Yenangyaung. Aswe watched we know our fate depended on them and called: "Give 'em hell, boys!" We received the answer: "We havebroken through before - we'll do it again. We're tough!"

  About 4 in the afternoon, we were suddenly terrified by screams, as shells began pouring into our exposedposition. The Indians came up the mountain. The guns, unlimbered, banged with a terrific clatter, slowly driving backthe Jap mortars. We heard the commander was going to make a dash for it, while the chief of staff stayed with themotor transport commander and directed reserves. We asked permission to go. The chief of staff replied, "Certainly.You're noncombatants. It is your duty to get out of this as best you can." We started the mad dash down the hills,around winding curves, weaving in and out of piled-up trucks, radio staff cars and ambulances.

  We came out on a small plateau and ran into tanks scooting up and down the road and saw a brigadier come hurtling down the hill in a scout car, rush up to the commander and inform him that the break-through would have tobe postponed. We didn't know what happened - only that this was dreadful news and we were not to be given a chancenow to escape. But everything was moving in such a swift blur around us that we did not have time to think.

  In the twilight, planes swooped over low. They were chased back by our anti-aircraft fire, but we knew, being in such an open position, that they'd be back tomorrow. Tanks began rumbling back from the front, carrying thewounded on their decks and depositing them in the dirt along the road. The commander called roughly, "You war correspondents,make them comfortable." There was noting much we could do but place a sheet on the ground under them, and raisetheir heads and give them a few drops of available water. I did not hear one groan or complain as they lay, dust-chokedon the hillside, with every passing car throwing dirt into their wounds.

  By now the terrific realization that we were stuck here for another night, still surrounded, bore in on us with dreadful certainty. Our commander had radioed to the rear, "Position desperate," but the order had come back to hold on and try to get out the animal transport which was some miles to our rear and was also in a trap.

 Enemy closes in from three sides

  That night, the full seriousness of the situation was apparent even to the humblest private. Our attack on Yenangyaung had failed and the Japanese had come up the Irrawaddy and landed from gunboats in unknown numbers, forcingour complete withdrawal from the road junction which we had seized earlier in the morning. From the west, north and south of us the enemy was closing in, while the situation across the broken ravines to the east was uncertain. We werewithout reserves of water, and the small amount left in one truck had to go to the fighting troops and wounded who couldn't be bathed.

  For a third day we were practically without food. Out of this desperate situation a workable plan had tobe hammered for tomorrow. Yet this plan was hard to contrive. We were in a position almost checkmate. If we elected to withdraw to the west and south to try to escape across the Irrawaddy, we would find the Japanese in our path and no boats along the river. If we elected again to try to break through Yenangyaung City itself with all our numbers, we ran the risk of being attacked in the flank and, moreover, we would be repeating a plan that had failed once and had already lost the confidence of the men. Finally, if we chose to concentrate all our forces for a direct smash through the oilfields and the village of Twingon, we would run into a Japanese block and be forced to cross the sandy-bottomed watersof the Pin Chang within the range of Jap guns while the Japanese would close in from the south and attack all our transport at our heels. Yet this last alternative was the one the commander chose.

  In fact it was the only alternative. Its essence was simplicity. The Chinese would attack from the north at4 o'clock and we would attack from the south at 6 the next morning - go straight on the road through Twingon villageand the Jap block. It was necessary to break through or die - die either of thirst or hunger while slowly being cutto bits by the closing-in enemy.

  We pitched beds behind the shelter of the tanks. We saw the fires flickering on the hills to the southof us. And on this weird waterless battlefield in the midst of the oil derricks, with the Japanese growing evercloser, I went to sleep with the thought that if surrender ever came I would make a break for it.

  At 6:10 on the morning of April 19, a series of high-pitched screams broke from the darkness of the hills surrounding us. Then came a rapid burst of machine-gun fire, then rifle bullets whistling. The whole camp sprang into action with soldiers yelling: "'Ere they come, the bloody devils, let 'em have it," and our machine-gun fire was soon whipping across the hills, tracer bullets glowing in the early morning dust, whanging their way "Wham! Wham! Wham!"into a derrick straight ahead of us.

  As our guns replied we grew calmer. At 7 o'clock tanks swept down the road for attack to try a break-throughwhere Jap mortars and field guns were holding the road under fire. The infantry went after snipers in the derricks.Desperately we hoped they'd break through quickly for by now there was no water to drink and absolutely no food.We lay by the road waiting for news. Three Jap bombers circled overhead, turned and came back low. We were exposedand expected to be decimated and everyone was yelling for ack-ack fire. Suddenly as the planes came straight for us,a terrific burst from the ground shot into the air. White pellets flecked on the edges with fire began curving intothe Jap formation. Then the men stood on their feet and started firing rifles and pistols and all of us began cheeringand yelling. Wretched and in despair, this ack-ack fire brought us back to life again.

  At 9 o'clock the tanks started off in earnest to try a break-through and we raced into line in back of them. The chief of staff, who was staying behind, called: "If you don't make it and have to abandon your jeep, strike out toward the east. You might get through there."

  Mortars began to make a wreck of lorries and ambulances - piling up wreckage on the road and closing theblock tighter than ever. With a sudden jerk the whole motor column moved forward in the direction of the block withthe infantry streaming in and out among the wheels of tank treads and it seemed there was only one thought ineveryone's mind: "Hurry, hurry." Gradually, however, quiet was restored and troops began moving off through fields on the right in a wide sweep around the tanks as the whole force was ordered to try a break-through. We could onlyhope that someone was protecting our rear.

  It was now 11 o'clock, the sun was blazing down and the exhausted men began to lie down by the roadside panting and gasping. I had grown so weak that I crawled back to a truck seeking refuge from the sun. Captain Nihersought to find me water but could not. An Indian who was wounded crawled under beside me gasping: "Pani, pani!"but I had not a drop to offer him. Across the hills to the east a pipeline ran and someone shot a hole in it. Water gushed out and the crowd tumbled over each other fighting for a chance to fill their canteens. It seemed as if themorning never would end.

 The crossing of the Chang

  We constantly heard the Chinese attack was going to start and finally did hear the rattle of fire on the west and hoped it was really was the Chinese trying to cross the Chang into Yenangyaung. At this moment thetanks informed us they were abandoning their attempt to break through the main road but would try to find a detourthrough ox-cart tracks to the east. Yorkshire and Enniskillen infantry were thrown out on either side. We did notknow exactly where we were going or where the Japs were but we hurried close behind the three tanks, glad at anychance of crossing the Chang. Behind us were several more tanks but we were the only automobile in the column.Our way wound across country through thick patches of sand dunes and our driver hastily shifted the jeep into four-wheeldrive but even then we stuck on a high center ridge of the cart road and got out, helplessly planning to give up the jeep until a tank came and gave us a shove.

  As we dipped up and down over the ridges, we caught glimpses of the water of the Chang and somehow we felt if we could reach it we'd be safe. But suddenly the column stopped. The leading tank, which was searching out thetrail, radioed it had been mortared. The others wove backward finding a new trail and we went on until we came into a palm tree grove on the banks of the sandy Chang. Animal transport crowded the banks and the Indian soldiers werethrowing themselves into the water. We were now on comparatively level ground and roared after the leading tank acrossthe Chang, but when we were on the other side there was no road and we went through a hedge into an open field. Suddenlyaround us appeared a dozen or so Burmese _ chattering unintelligibly and making motions with their hands. They lookedunfriendly and hastily we backed up and returned to the Chang. Now we raced up the bed of the Chang itself behind two or three tanks which were streaking westward toward the main road. On our left from the low ridges of Yenangyaungoverlooking the Chang came burst of machine gun fire and we rushed up beside the tank, sheltering ourselves on the far side of the firing.

  As we came up the main road we saw green-clad soldiers wearing bits of trees in their caps which were embossedwith a white sun, moving southward across the Chang. A tide of overpowering joy flooded through me as I recognized theinsignia of the Chinese Army and I stood up shouting "Chung Kuo Wan Wan Sui" - which means "China for tenthousand years." And the Chinese soldiers raised their clenched fists and paused in the midst of smashing throughJap lines in Yenangyaung and returned their ancient war cry, "Chung Kuo Wan Wan Sui."



A wounded Burmese at Maymyo is caught by LIFE photographer Rodger being photographed by Clare Boothe. Below is picture Miss Boothe got, with Rodger in the rear winding camera.

Near-miss across the road from GHQ is left by 28 Jap planes dropping salvo of 130 bombs, including 500-pounders.Chiangs hid in the woods.


Five minutes after bombing, a small civilian stands ready to evacuate beside his parents' luggage (above, left).Above, right, he and his barefooted father start out of Maymyo with unstrapped luggage.

The horses of Maymyo ran wild when the Japanese bombs fell close to them. Still jittery, they are rounded upwhile a doctor in a new-type American helmet pokes among bomb damage. Not much harm was done. Chief objectives ofthe Japs were Generalissimo and Madame Chiang Kai-shek who missed a bomb by only 50 yds. One bomb hit twelve childrenin a trench.

 BETWEEN MAYMYO AND LASHIO Between Maymyo and Lashio, Japs sliced in from the flanks of the Burma Road through the Shan States in thesoutheast. They had reached this little bridge by April 28. This is photographer Rodger's jeep.

 THE BORDER The border between Burma and China was reached by the Japs by May 5. Chinese battled in hills beyond Wanting(background) while these supply trucks scuttled north with all supplies they could load.

 WANTING'S FRONTIER ARCH Wanting's frontier arch, which Japs captured May 5, shows welcome to Chinese who had passed south month before.Japs raced on, before the Chinese could destroy bridges, to Salween River (below).


 LIFE Magazine - May 18, 1942
LIFE'S COVER:  The man on the cover, Cadet Bombardier Jerome J. Goldstein, 26, seems to be sporting a well-developedshiner. Fact is that long hours of peering through the soft rubber eye-piece of the famous U.S. bombsight have left him with a sooty ring around his eye. Goldstein washed out as a pilot, was later called up for training as a bombardier.Along with hundreds of others at Midland Army Flying School, Midland, Texas, he will graduate as a second lieutenantin the Army Air Force, one of the 25,000 bombardiers the U.S. needs at once.

 Click to visit LIFE.com
Adapted by Carl W. Weidenburner
from the May 18, 1942 issue ofLIFE.
Portions copyright 1942 Time, Inc.