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The 1st Battalion arrived in Burma from India in November 1938, commanded by Lieutenant-Colonel R.M. Grazebrook, OBE, MC. They were stationed at Mingaladon, about 12 miles north of Rangoon. In 1939 Lieutenant-Colonel G.E. Mirehouse took command of the battalion and was replaced in June 1941 by Lieutentant-Colonel C.E.K. Bagot, MC.

When Japan entered the war in December 1941 the battalion was dispersed on various duties. Battalion HQ Company (Lieutenant V. Playne) with 'B' Company (Captain E.J. Rockett) was at Mingaladon, 'A' Company (Major G.W.V. Ladds) was in Rangoon, 'C' Company (Major A.D. Hunter) was at Mandalay, and 'D' Company (Captain R.V.G.N. Johnson) was in a training camp 30 miles from Mingaladon.

The battalion mobilized on December 17th 1941, with the families being sent to Maymyo. The Regimental Colours were sent by air to Lloyd's Bank in Delhi. The Regimental silver was also sent to Myamyo and was buried in the jungle. Unfortunately the hiding place had been discovered and the silver was lost.

December 23rd and 25th there were heavy air-raids on Mingaladon and Rangoon. The Japanese invasion of Burma was underway. By March they had cut the Mandalay-Pegu road, leaving only the Prome-Rangoon raod open. General Alexander ordered a general retreat, with the 1st Glosters chosen to act as rear-guard.

The Glosters moved to Taukkyan. Major Ladds was sent with 'A' Company to Syriam to destroy the oil refineries. He then rejoined the regiment. 7th March at Taukkyan, 'B', 'C' and HQ Companies were blocking the road to hold up the Japanese advance. After a fierce fight the 28th, with the assistance of the 7th Hussars and some Indian units, forced the Japanese to withdraw. The 28th lost 3 officers, and 17 men killed, 23 wounded.

For 140 miles, on the march from Taukyyan to Prome, the 28th fought many rear-guard actions. Many patrols were undertaken to take the fight to the Japs "so that he would respect the Glosters and keep his distance."

On March 16th one patrol got information that the Japanese were going to move into Letpadan. Colonel Bagot decided to lay a trap. 17th March, 'D' Company ambushed to Japanese Advanced Guard Battalion. It was brilliantly successful and the Japanese were defeated and retreated. It was the first defeat that the Japanese had suffered.

"Heartiest congratulations on splendid operation at Letpadan. Congratulate Company Commander from me personally." - General Alexander to Colonel Bagot.

"My heartiest congratulations to you and all ranks. A splendid show and just what I wanted. You set a fine example of enterprise and proved that we can defeat the Jap at his own game. Chief was delighted." - Divisional Commander.

Captain Richard Johnson was awarded the Military Cross for his part in the battle. For the next 3 weeks they marched and fought. At Paungde they stopped to rest on 27th March. But within an hour a Japanese force approached the town. There were 2 Japanese battalions with another 3000 men closing east of the town. In the battle 2 officers were killed and 2 more wounded. After heavy fighting the 28th withdrew to Shwedaung.

As they approached the village air attacks intensified and it was found that the enemy were already there in strength. After 2 hours of fighting the village was passed, but Major Morton was killed and Colonel Bagot wounded. The Battalion now numbered 240 men. At Padigon on 28th March 'D' Company held off the Japanese advance and fought surrounded for 17 hours. After breaking out they moved to help the Glosters at Shwedaung.

April 13th they arrived at Yenangyaung and were ordered to blow up the oil-plant at Chauk. Then they resumed the march to Mandalay. Captain Johnson was wounded and missing, never to be seen again.

April 27th Colonel Bagot reformed the remnants of his battalion (7 officers and 170 men) into an HQ and 2 rifle companies, at Shwebo. The Japanese were now racing to Kalewa on the River Chindwin. If they got there first the whole Burma Division would be trapped. Captain Niblet was sent with 2 companies to Monywa to cover the withdrawl of civilians.

"As the sun went down firing broke out... the Japanese had arrived. Almost simultaneously the Gloucesters came into Monywa from the south. Only 100 strong and commanded by a Captain, utterly weary, with sweat running through the dust on their faces, they marched in and said, like the English policeman, 'What's all this going on here?' The Gloucesters held the river-bank. No Japanese were able to cross." - Burma Rifles Officer

Bagot took his men to Ye-u, where a draft of 3 officers and 120 men arrived from England! He rejoined the 28th at Budalin and on May 4th the Japs attacked. The withdrawl continued from Ye-u to Kaduma, to Pyingaing and onto Thetkegyin, which was reached on May 9th. Then Kalewa was reached and the 28th crossed the Chindwin and the Army struggled on towards the Tamu Pass (6500 feet above sea-level) carrying the wounded with them. Finally the 28th reached Imphal and then moved onto Kohima, arriving on June 1st.

They had lost 8 officers killed and 11 wounded, 156 men killed and many more wounded.

Due to the lack of supplies an order was given to the Burma Army that the men could grow beards. When General Alexander inspected the 28th he commented that he had excused the men from shaving yet the battalion was properly shaved. The R.S.M. replied 'Sir, the 28th prefer to shave."

"During the long and terrible retreat to Corunna a century and a half before the 28th Foot were part of the rearguard. At Corunna the army marched past Sir John Moore; the men in the main column were ragged and unkempt, and they marched past painfully and in any order. But not so the rearguard, who marched past in their proper companies, their ranks perfectly dressed, the men clean and fully equipped. Tradition is indeed a potent thing."

The 1st Battalion was re-equipped and posted to the 17th Indian Division. They served in reserve on the Assam-Burma frontier until July 1943 when they were sent to Calcutta on internal-security duties, including helping to feed the civilian population during the Bengal famine. In Dec. 1942 the Battalion moved to Imphal and in Jan. 1943 to camp MS46 on the Tiddim track. The next 2 months were spent helping to move supplies to the Chin Levies. In April the Battalion moved to Shillon and then back to Imphal as a mobile reserve. In July they moved to Calcutta to rest and refit. They were stationed in Fort William for the next 2 years on internal security duties (guarding Japanese POW's etc).

April to November 1945 they were in a jungle camp at Ranchi. However 2 platoons and a section of 3-inch mortars was attached to the 2nd Dorsets and fought through the final Burma campaign. In November the Battalion moved to Jhansi.