China

• Commander-in-Chief; Ho Ying-chin 何應欽
• 3rd Front Army; Tang En-po 湯恩伯

• 27th Army Group; Li Yu-tang 李玉堂

• 26th Corps; Ting Chih-pan 丁治磐

4th Division; Chiang Hsiu-jen

• 94th Corps; Mu Ting-fang 牟廷芳

5th Division; Li Tse-fen

43rd Division; Li Shih-lin

121st Division; Ch Ching-min

• New 6th Corps; Liao Yao-hsiang 廖耀湘

14th Division; Lung Tien-wu

New 22nd Division; Li Tao

• 4th Front Army; Wang Yao-wu 王耀武

• 18th Corps; Hu Lien 胡璉

11th Division; Yang Po-tao

18th Division; Chin Tao-shan

118th Division; Tai Pu

• 73rd Corps; Han Chun 韓浚光

15th Division; Liang Chi-lu

77th Division; Tang Sheng-hai

193rd Division; Hsiao Chuang-kuang

• 74th Corps; Shih Chung-cheng 施中誠

51st Division; Chao Chih-tao

57th Division; Li Yen

58th Division; Tsai Jen-chieh

• 100th Corps; Li Tien-hsia 李天霞

19th Division; Yang Yin

63rd Division; Hsu Chih-hsiu

13th Division; Chin Li-san

6th Provincial Division; Chao Chi-ping

• assorted independent units ***

• 10th Army Group; Wang Ching-chiu 王敬玖

• 39th Corps; Liu Shang-chih 劉尚志 (uncommitted)

51st Division; Shih Hun-hsi

• 92nd Corps; Hou Ching-ju 侯镜如

21st Division; Li Tse-fen

142nd Division; Li Chun-ling (uncommitted)

• 400 aircraft from the CAF 1st, 2nd, 3rd, 5th Air Groups and the USAAF 14th Air Force.

Japan

• 20th Army; Kazuyoshi Banzai 板西一良
• 34th Division
  34th Division (Imperial Japanese Army)
  was an infantry division in the Imperial Japanese Army. Its call sign was the .-History:The Japanese Imperial Army 34th Division was raised as a triangular division on 2 July 1939 in Osaka. Its manpower came primarily from Osaka and Wakayama prefecture...
  
  ; Yoshio Ban
• 47th Division; Nagashi Watanabe 渡辺??
• 68th Division; Mikio Tsutsumi 堤??
• 116th Division; Ginnosuke Uchida 内田銀之助
• Elements of the 64th Division
• 86th Independent Mixed Brigade