Twenty - Eighth Army ( Japan ) The was an army of the Imperial Japanese Army during the final days of World War II . History . The Japanese Twenty - Eighth Army was raised on 6 January 1944 in Rangoon in Japanese - occupied Burma as a garrison force and in anticipation of Allied attempts to invade and retake southern Burma . It was under the overall command of the Burma Area Army , and its headquarters were initially situated in Moulmein . It was assigned to defend the coastal region of Arakan and the lower Irrawaddy valley and consisted at first of the 55th Division in Arakan , the 54th Division in reserve in Southern Burma , and various garrison units including the 24th Independent Mixed Brigade in Moulmein . The Allies had started a cautious offensive in the Arakan . The Japanese had scored a decisive success here in early 1943 , striking at the flanks and rear of badly trained and exhausted Allied units . The main body of 55th Division attempted to repeat this success by infiltrating the Allied lines to attack an Indian Division from the rear , overrunning the Divisional HQ . Unlike the previous occasion , the Allied troops were better - trained and did not panic . The Japanese had also not anticipated that the Allies would parachute supplies to the cut - off forward units , while the Japanese themselves were unable to obtain supplies and starved . Although battle casualties in the resulting Battle of Ngakyedauk were approximately equal , the 55th Division failed in its mission and was forced to withdraw , having suffered heavy losses . The Allies did not immediately exploit their success , as formations were withdrawn to face a major Japanese invasion of India at Imphal . They even withdrew from some of their gains , which were found to be malarial and unhealthy in the monsoon season . Twenty - Eighth army used the monsoon to construct the An track across the hills between Central Burma and Arakan , making it easier to supply their troops there . Aided by locally recruited Arakanese irregulars ( the " Arakan Defence Force " ) and small units of the Indian National Army , they launched an attack against a West African Division in the Kaladan River valley , forcing it to withdraw almost to the Indian frontier . When the rains ended , the Allies resumed their offensive . Intelligence of impending Allied amphibious operations forced the 28th Army to weaken the forces in Arakan and disperse many of its troops to Southern Burma . At the end of the year , they abandoned the Mayu Peninsula and the island of Akyab , with its vital airfield . The retreating troops were intercepted by Allied forces which had landed from the sea on the Myebon peninsula , and suffered heavy casualties . Although the 28th Army subsequently held the An track and the pass linking the port of Taungup to Prome on the Irrawaddy , a regiment was destroyed on Ramree Island . The forces from 28th Army in the lower Irrawaddy Valley ( 72nd Independent Mixed Brigade ) were defeated around Yenangyaung . With the Allies overrunning Central Burma , 28th Army tried to retreat across the Irrawaddy , fighting several battles . They were eventually trapped in the Pegu Yomas , a range of low , forested hills between the Irrawaddy and the Sittang River , reduced to approximately 20 , 000 men . Joined by the former garrison of Rangoon they tried to break out to join the main body of Burma Area Army in Southern Burma . The breakout was a disaster . The Allies had captured the plans for the operation and ambushed almost every track the Japanese used . Hundreds of men drowned trying to cross the swollen Sittang River , and east of the river , stragglers were attacked by guerrillas and bandits . The breakout cost the Army 10 , 000 men , half its strength . The Army was demobilized after the surrender of Japan .