Liberation of the Philippines: The End of Brutal Japanese Occupation

The battles for the Philippines occupy a chapter of the Second World War that is rarely told in detail. Overshadowed by the larger operations in Europe and the great fleet actions of the open ocean, the four-year struggle for the archipelago can seem like a footnote — yet its significance in the Pacific theater is difficult to overstate. It was here that an American colony fell in five months, that one of the largest naval battles in history was decided, and that a capital city was reduced to rubble alongside Berlin and Warsaw.

It is also a story of extremes. The invasion produced one of the most notorious atrocities of the war, the Bataan Death March, and it later produced a resistance movement so vast that the occupiers could never fully hold the country they claimed to have conquered. Between those two poles lies a campaign defined by brutal war crimes, savage island and urban warfare, and a level of Filipino courage and sacrifice that even General Douglas MacArthur would single out for praise.

This is the account of how and why the Empire of Japan invaded the Philippines, the fierce local resistance that erupted under occupation, and the gargantuan Allied effort that liberated the islands as the war drew to a close.

The Rising Sun

On December 7th, 1941, at 7:48 a.m., air sirens rang out across Pearl Harbor as hundreds of Japanese aircraft filled the sky, dive-bombing battleships, shredding airfields, and killing thousands while the defenders on the ground scrambled to respond. The aftermath is well known: the Axis powers and the United States declared war on one another, and America was pulled into the global conflict it had cautiously avoided.

But Hawaii was not the only target of Japan’s opening strikes. In the same wave of preemptive attacks, Japanese forces struck British bases at Hong Kong and US bases in Guam, and, mere hours after Pearl Harbor, began a full-scale invasion of the Philippines.

The islands had long been in Japan’s sights. An American colony at the time — technically the Commonwealth of the Philippines — the island nation’s military fell under the newly formed United States Army Forces in the Far East, established to train Commonwealth units and serve as a defensive bulwark against Japan’s growing aggression in the Pacific. The Philippines had been promised independence in the coming years, and Washington wanted to ensure its army could stand on its own.

By the time the United States entered the war, Japan already controlled much of mainland China, dozens of islands, and even French Indochina. An eventual war with America for Pacific dominance had come to be seen by many as inevitable. When news of the Pearl Harbor bombing reached the Philippines, US officials debated their next move. They knew Japan kept substantial forces on Formosa — modern-day Taiwan — that could be used to invade.

Should they strike those forces preemptively? Arguments went back and forth. Surely the Philippines would be a logical next target now that war was at hand; yet the only movement spotted that day was a handful of Japanese scout planes that appeared to be checking the weather. They were not only checking the weather.

Catastrophe at Clark Field

At 5 a.m. on December 8th, General Douglas MacArthur received a telegram ordering him to initiate Rainbow 5, a previously agreed-upon war plan to bomb Formosa now that an attack was deemed imminent. After a few hours of planning, it was decided that American bombers would take off just before sunset and, after returning, mount a follow-up raid the next morning. Long before that plan came to fruition, Japan made the first move.

At 11 a.m., radar picked up waves of incoming aircraft. Squadrons across the island were readied, but somehow the dozens of planes at Clark Field were still on the ground when the bombers arrived. A first wave of 27 “Nell” bombers came in, followed by a second wave of 26 “Betty” bombers, all dropping their payloads on bases and runways while American P-40s and B-17s tried hopelessly to take off.

Only a handful of US planes got airborne, and they were no match for the dozens of Japanese Zeroes escorting the bombers. In total, nearly two hundred aircraft attacked during this initial raid, destroying much of the US Far East Air Force and bombing several cities, including the capital, Manila.

It was a complete catastrophe. Hesitation and miscommunication had crippled what should have been a rapid response, and the bombers flew even beyond the range of most anti-air guns. No formal investigation followed — attention remained fixed on Pearl Harbor, and the commanding officers blamed one another. As one man later put it, “in the Philippines the personnel of our armed forces almost without exception failed to assess accurately the weight, speed, and efficiency of the Japanese Air Force.”

The Invasion of Luzon

The raid had caught the islands completely off-guard. Hundreds were dead and military infrastructure lay in ruin. But unlike Pearl Harbor, the air assault was only the beginning. That same day, Japanese landing ships packed with ground troops were already arriving from Formosa, first putting men ashore on Batan and Camiguin islands.

The next morning, thousands of Japanese soldiers were landing on the beaches of Luzon, the Philippines’ largest island, storming ashore and overrunning the defenders. Two B-17 bombers still combat-ready struck the landing sites but managed little beyond damaging the ships.

These first landings were merely to secure beachheads and seize the minor northern islands. The main attack came days later, when 43,000 Japanese soldiers and 90 tanks poured onto the Luzon coastline. US submarines were the only naval force in the area and accomplished next to nothing, while a few Australian bombers harassed the incoming troops from the air. The Japanese crushed the initial divisions they met.

A regiment of the Philippine Scouts held its ground for a time, but the Imperial forces were more experienced and far stronger, pushing 10 miles inland on the first day alone. The following day brought thousands more Japanese troops ashore, and the situation was already turning dire.

Holding the Line at Bataan

On December 24th, MacArthur made the call to consolidate his forces in defensive positions further south, in the province of Bataan. The hope was that by concentrating their strength, the Allies might defeat the invaders or, at minimum, hold out until reinforcements arrived. Tens of thousands of troops and refugees flooded into Bataan while the army and locals worked around the clock to stockpile supplies for the coming siege.

Japanese reconnaissance quickly detected the plan, and forces were dispatched to cut the Bataan peninsula off from the rest of the island. Several days of armored battles followed, with heavy casualties on both sides as the Japanese tried — at first unsuccessfully — to break through the frontline. The battle dragged on week after week, with daily aerial bombings and mortar fire churning the landscape. Manila was bombed extensively despite being declared an open city, and with the ports falling under Japanese control, the prospect of American reinforcements ever reaching the Philippines grew remote.

With the situation deteriorating, President Franklin D. Roosevelt ordered MacArthur to relocate to Australia. The general and members of the Philippine Commonwealth government boarded a small boat, slipped through waters infested with Japanese patrol ships, and reached safety. On arriving in Australia, MacArthur famously promised, “I came out of Bataan, and I shall return.” It would be years before he could fulfill that pledge.

The men left behind were exhausted and starving, but they fought hard. They called themselves the “Battling Bastards of Bataan,” and though many were new recruits, inexperienced or short on supplies, they were determined to hold back the invaders. Their chances, however, were running out. Disease ran rampant among soldiers sleeping in the mud, and the enemy grew bolder.

In April 1942, Japan launched a fresh offensive, breaking through the frontline and storming the peninsula. The joint US-Filipino army was ordered to retreat to Corregidor island, but most were killed or captured before they could. The remaining forces on Corregidor fought to the last bullet before surrendering.

Manila was now fully occupied, and the rest of the islands fell soon after. Japan had taken absolute control of the Philippines in just five months, and no country was in a position to retaliate. Each side lost around 20,000 men to combat or disease, but the real blow to the Allies was the sheer number of prisoners. By the end of the fighting, as many as one hundred thousand American and Philippine soldiers had been captured — and they were about to endure some of the most horrific atrocities of the entire war.

Life Under Occupation: The Bataan Death March

When the horrors of the Second World War are recounted, the concentration camps and war crimes of Nazi Germany usually take center stage. But the cruelty inflicted on prisoners of war in Japanese-occupied territory was just as appalling, and the treatment of the 76,000 POWs at Bataan would prove no different.

Immediately after their surrender, the men were gathered and forced to march from Bataan to Camp O’Donnell — a path that stretched 70 miles, or 112 kilometers, all on foot. It became known as the Bataan Death March. The prisoners were already weak, sick, and wounded from months of combat, and many were simply not up to the task. Trudging at a pace of 25 miles per day, they were routinely abused by their captors. Anyone who fell behind was stabbed with a bayonet or run over by the rear trucks.

Every day, hundreds collapsed on the path, succumbing to malnutrition or to dysentery contracted from drinking the muddy, feces-filled puddles that were their only source of water. Anyone who asked for food or drink was shot. One common form of torture was the “sun treatment,” in which men were forced to sit and burn in the sweltering heat with no clothes and no hat, sometimes within sight of fresh water as a deliberate taunt.

Partway through, the men reached the San Fernando train station, where they were crammed like sardines into hot, unventilated metal boxcars. They were packed so tightly that anyone who died in transit — from the heat or from suffocation — remained standing upright until the car was unloaded. The temperature that day reached a scorching 43 degrees Celsius, or 110 degrees Fahrenheit. One survivor recounted: “They packed us in the cars like sardines, so tight you couldn’t sit down.

Then they shut the door. If you passed out, you couldn’t fall down. If someone had to go to the toilet, you went right there where you were… People died in the railroad cars.”

After the railcars, the prisoners were forced to march further still, the death rate climbing to as many as a thousand casualties per day. By the time they reached Camp O’Donnell, more than 18,000 had died, and the survivors were themselves on the brink. Most were held in island labor camps; some were shipped to China or mainland Japan to work in mines.

The Rise of the Resistance

Not all Allied soldiers were doomed to hard labor and prison. After the official Japanese victory, the Philippines became home to some of the most intense guerilla warfare in history, with Filipino and some American fighters doing everything they could to make full-scale occupation impossible. Men who escaped the Death March and other camps banded together to form new units, and locals joined them in droves.

The resistance grew so large that post-war estimates place its membership at 260,000, spread across more than 250 separate units. These groups kept the mountains and jungles out of the invader’s hands; Japan could only ever fully control portions of islands at a time. The occupiers even diverted men from operations elsewhere in Southeast Asia to quell the resistance, to no avail. Entire families joined the underground groups, which sabotaged Japanese ships, ambushed convoys, and stole valuable maps and documents from enemy officials.

The scale of the failure was stark. Out of 48 provinces, only 12 were ever firmly held under Japanese control; the rest remained contested by fierce fighters operating from the highlands and jungle. The guerillas were determined both to make life hell for the occupiers and to prepare for the promised return of the Allies.

When word of these vast networks reached US officials, they quickly pledged full support. Submarines crept up to the coast to deliver supplies and exchange letters, and the United States began sponsoring specific guerilla operations — gathering maps, sabotaging supply depots, and spreading false rumors — in preparation for the invasion to come.

Nieves Fernandez and the Other Fighters

Among the most remarkable figures of the resistance was Nieves Fernandez, a Filipina schoolteacher from the city of Tacloban. When Japan first invaded, she tried to keep a low profile, but she could not stay on the sidelines for long. She witnessed occupiers torturing locals — by beating, by sexual assault, even by performing surgery without anesthetic. One common method was to force a man to drink several liters of water and then jump on his stomach while he lay bound to the ground.

Not even children were safe, and every day she feared her students might be taken away to become “comfort women” for the Japanese army.

After joining the revolution, Fernandez gathered fighters and taught them to make grenades, to move stealthily, and to forge homemade shotguns from old gas pipes, gunpowder, and nails. She was reportedly an unmatched sniper, but her real skill was with a bolo knife. She wore a black dress for concealment and moved barefoot for silence. Sneaking up to an unsuspecting target, she would stab just beneath the earlobe and twist the blade — a perfected technique that brought immediate unconsciousness and made no sound of a struggle.

She became the only female guerilla commander of the resistance, leading raid after raid to steal, kill, and burn. In one daring attack south of her town, 110 fighters under her command killed more than 200 occupiers. A hefty bounty was placed on her head, and though wounded once, she was never captured.

Other groups joined the fight as well. The ethnic Chinese in the Philippines formed “The People’s Army Against the Japanese,” a communist organization with a two-fold goal: to kill any Japanese they encountered, and to position themselves to gain power once the war ended. That ambition bred friction — and occasional clashes — with the other resistance groups.

There were also the Moro rebels, who, fittingly, were at war with both the US and Japan, fighting whoever happened to be in charge. These fringe factions, however, never wielded anything like the influence of the immense guerilla networks the Filipinos had organized.

The Koga Papers and the Turn of the Tide

One of the resistance’s greatest contributions came in 1944, when fighters in the central islands captured 12 high-ranking Japanese officers after their plane crashed into the ocean near the coast. Among the floating wreckage, local fishermen spotted a sinking leather briefcase and snatched it up. One of the officers had deliberately let it sink upon realizing he was about to be captured — but the fishermen had foiled him. The guerillas passed it to the Americans, smuggling it aboard a submarine, where its contents were examined and translated.

These were the Koga Papers, a series of documents outlining Japanese naval defense strategies, attack operations for the Mariana Islands, and even a plan for a massive final battle to wipe out the American Navy. Crucially, the papers included a note that Japanese analysts suspected the Americans would open their liberation of the Philippines by first invading the island of Mindanao. They were completely right — MacArthur was indeed planning to land there. He went back to the drawing board, redrawing the invasion plans to avoid whatever trap awaited at Mindanao.

By mid-1944, the United States was riding a series of victories on land and at sea. The recovered intelligence proved game-changing. The Americans absolutely obliterated the Japanese in the Battle of the Philippine Sea, an immense engagement involving 24 aircraft carriers. The Koga Papers had laid out the diversionary tactics the Japanese intended to use, and the US fleet was ready for all of them. The victory was so lopsided that it earned the nickname “turkey shoot.”

Meanwhile, islands were steamrolled one after another by Allied landings, with troops from Australia and New Zealand lending a big hand and liberating occupied territory one archipelago at a time. It was becoming clear that the tide had turned and Japan’s chances of victory were slim, yet the Imperial forces fought on without any sign of stopping. In Papua New Guinea, for example, the Allies besieged and isolated pockets of Japanese soldiers as they advanced, cutting their supply lines — a strategy that was time-consuming but effective.

It let the Allies gain general control of the larger islands, so that even where small groups of Japanese still roamed the jungles, they posed no threat to major operations. Though the New Guinea Campaign technically continued to the end of the war, by August 1944 the islands were considered militarily cleared, with similar results in the Marshall Islands and the Gilbert Islands.

Once much of the Central Pacific was back in Allied hands, MacArthur began ordering bombing runs across the Philippines to prepare for the full invasion. Strike groups launched from aircraft carriers and long-range bombers flew from the Dutch East Indies, targeting airfields and supply depots. For one reason or another, the Japanese barely retaliated to these initial raids and rarely deployed their own fighters. They appeared to be conserving their men and resources for the coming Allied landings — and given the force they were about to face, the Imperial soldiers would need all the help they could get.

MacArthur Arrives at Leyte

The Allied invasion of the Philippines, nicknamed Operation Musketeer I, II, and III, began on October 20th, 1944, when the US Sixth Army landed on the eastern coastline of Leyte. American soldiers stormed the beaches under heavy machine-gun fire while naval guns pounded the island defenses and swarms of aircraft battled overhead for control of the skies.

In total, 200,000 men landed to fight in the Battle of Leyte, with another 120,000 supporting from the sea or air, alongside thousands of guerilla fighters who had been waiting for exactly this moment. Within an hour, the beaches were secure enough for larger supply ships to land heavy weapons and vehicles. General MacArthur himself, with the Philippine president at his side, made a historic and dramatic arrival, wading through the surf at Red Beach to declare: “People of the Philippines, I have returned! By the grace of Almighty God, our forces stand again on Philippine soil.”

Over the first days, US troops pushed deep into the island, aided by guerillas who kept the roads clear and supplied crucial intelligence. Japanese forces were scattered and short on supplies, their counterattacks doing little more than irritating the garrisons that repelled them. The real danger lay deeper in the jungles, where Japanese soldiers hid in camouflaged, one-man spider holes.

From these they would spring out to place satchel charges on American vehicles, making the dense foliage a perilous place to drive. The spider holes and other hideouts, such as pillboxes, were cleared with flamethrowers, opening the way for tank formations to push through.

The Battle of Leyte Gulf

On October 23rd, Allied radar detected a large force of incoming Japanese warships off the coast and moved to intercept. What followed was the Battle of Leyte Gulf, one of the largest naval battles in history, involving two dozen aircraft carriers, hundreds of ships, and over 200,000 personnel. The Imperial Japanese Navy had mustered all its remaining strength, but the American and Australian forces outnumbered and outgunned them at every turn. After three days of fighting, the battle ended in a decisive Allied victory and a crippled Japanese navy, now only a shell of its former self and unable to interfere with the landings.

Throughout October and November, US divisions marched steadily westward through Leyte, crushing resistance and keeping the Japanese on the run. They even devised the unusual tactic of firing tank shells from one island onto another, providing cover for troops rushing through the water. By December, almost all of Leyte was under Allied control, save for one port now besieged from two sides.

This first three-month campaign had been decisive, with minimal Allied casualties and heavy enemy losses. But it was only one island in a nation of thousands, and hundreds of thousands of Imperial Japanese troops remained scattered through the cities, mountains, and jungles, each ready to fight to the last bullet.

The Return to Luzon and the Ruin of Manila

The next goal was the largest Philippine island: Luzon, where the Japanese had first invaded three years earlier and where the capital, Manila, stood. To secure airfields closer to Luzon, MacArthur first struck the island of Mindoro. The weather there on December 15th was ideal, and the advancing troops enjoyed full air support and several offshore warships. The entire island fell within 48 hours, with Japanese survivors fleeing into the jungle, and airstrips were built immediately.

The Battle for Luzon would be the bloodiest of the entire campaign, drawing in over 500,000 troops. For weeks, the Allies ran deceptive bombing runs along the southern coast to convince the Japanese that the attack would come from the south, while the true target was the north. But General Yamashita, commanding all Japanese ground forces in the Philippines, saw through the ruse and fortified the north.

The invasion began on January 9th, 1945, when nearly a hundred Allied warships entered Lingayen Gulf in the northwest of Luzon. At 8 a.m., the ships bombarded the coastal defenses for an hour, and the landing ships hit the beaches immediately after. The main threat came from kamikaze pilots, who damaged dozens of ships and sank a few, but the danger from Japanese aircraft was already minimal thanks to extensive prior bombing of their airfields — and Allied air cover that included a Mexican squadron, the Aztec Eagles.

The defenses, already smashed to a pulp by naval firepower, were overwhelmed.

A few days later, a second amphibious landing took place southwest of Manila, just as successful as the first. By the end of January, most Japanese forces had withdrawn into Manila and destroyed the bridges into the city to prepare for a siege. Over the following weeks, the fighting grew so intense that Manila became one of the most devastated capitals of the war.

Throughout February, the streets filled with bodies during the Manila Massacre, a systematic slaughter of Filipino civilians by the Japanese army. Mass rape, arson, and the use of civilians as human shields killed thousands, while executions of suspected guerillas killed many more. Even a club full of local Germans was not safe from their fellow Axis power — most of their children were bayonetted before the women were taken away.

Hospitals, schools, and churches ran with blood as the Imperial Army vented its frustration on a people it deemed inferior. At least 100,000 innocent Filipinos were killed in what amounted to an indiscriminate act of genocide.

As the Allies pushed into the city from multiple directions, they made first for the University of Santo Tomas, which guerilla fighters had identified as a prison camp. Thanks to that intelligence, the Allies rescued more than 3,000 prisoners of war who were on the brink of death from starvation, as their captors fled to one of the main buildings. After an exchange of fire, the Japanese negotiated to leave unharmed and rejoin their comrades south of Manila in return for their hostages.

Unknown to them, the place they were headed had already been captured by the Allies, and they were shot on arrival. Following the complete encirclement of the capital, tank brigades finally moved into the narrow streets. Intense shelling, street fighting, and house-to-house combat ground on for weeks, and by March a devastated Manila was declared free.

As many as 240,000 Filipinos died in the fight, either in the massacre or as collateral damage from the indiscriminate explosives used in combat. The city lost nearly all of its historical architecture, cultural sites, museums, and churches, standing alongside Berlin and Warsaw among the most utterly destroyed capitals of the Second World War.

Picking Up the Pieces

The fall of Manila marked a key step toward completing the liberation, and over the next several months the Allies recaptured each island that had been occupied during the war. Yet despite the obvious defeat, the Japanese government and its soldiers refused to surrender, choosing to fight to the last man from the jungles and mountains with whatever equipment they could find — and there were many of them. Even General Yamashita commanded his troops from a mountain hideout, refusing to give up. For months the US army remained locked in combat with these holdouts.

Then, in August 1945, the unthinkable happened. Hiroshima and Nagasaki were struck with atomic bombs, and around the same time the Soviet Union invaded Japanese-occupied Manchuria. Facing a war against both the Americans armed with a new super-weapon and the Soviets advancing from the north, Japan finally surrendered, ordering its guerilla fighters to lay down their weapons across the Philippines. Most obeyed. But a select few, known as holdouts, refused to believe their government would ever capitulate.

These men went on to live in the jungle and wage the war for years after it ended, convinced that the leaflets announcing peace were American propaganda. They got into shootouts with local police, stole from stores, and lived in makeshift huts. The last of these holdouts in the Philippines, Hiroo Onoda, did not surrender until 1974, when his former commanding officer — long since retired and working as a bookseller — finally located him and rescinded the old order never to surrender.

After 29 years in the jungle, Onoda turned in his sword, rifle, 500 rounds of ammunition, and a personal stash of grenades. During his time as a guerilla he had killed 30 civilians, mostly local farmers, but the government pardoned him of his crimes.

Adding up the toll from the initial invasion, the occupation, and the Allied campaign, over a million Filipinos were killed during the war. The United States lost at least 100,000 men, and Japan an estimated 500,000 — more than 80% of them likely to disease. Just as promised before the war, the Philippines were granted independence following Japan’s surrender.

On the fourth of July, 1946, the US flag was lowered for the last time and replaced by the flag of the independent Philippines. The resilience and fighting spirit of the Filipino people were crucial to saving their country, and they more than earned the famous line attributed to General MacArthur: “Give me 10,000 Filipino soldiers and I will conquer the world.”