While occupying Labuan, the Allies had to reconstruct the island's infrastructure and provide assistance to thousands of civilians who had been rendered homeless by the pre-invasion bombardment.

[3] The Japanese developed two airfields (Labuan and Timbalai) on the island, which were built by labourers who had been conscripted from the Lawas and Terusan regions of mainland Borneo.

While invading the Brunei Bay area did not form part of the initial iteration of the plans, it was added in early April after a proposed landing on Java was cancelled.

[8] The main purpose of attacking Brunei Bay was to secure it as a base for the British Pacific Fleet (BPF), and gain control of oil fields and rubber plantations in the area.

[9][10] Labuan was to be developed as an airbase and form part of a string of strategic positions which would allow the Allies to control the seas off the Japanese-occupied coast between Singapore and Shanghai.

The division had seen extensive combat in North Africa and New Guinea, and its officers and enlisted men were well trained for amphibious operations and jungle warfare.

In addition, a squadron from the 2/9th Armoured Regiment (equipped with Matilda II tanks), a company of the 2/2nd Machine Gun Battalion and a range of engineer, signals and logistics units formed part of the brigade group.

[19] A party of 13 officers from the British Borneo Civil Affairs Unit (BBCAU) was also attached to the 24th Brigade and were tasked with restoring the colonial government on the island and distributing supplies to its civilian population.

[21] Porter and the 2/28th Battalion's commander, Lieutenant Colonel Hugh Norman, had a difficult relationship which generated ill-feeling between the two men and their respective headquarters.

[25] Due to the Australian Army's manpower shortages, all elements of the 9th Division were under orders to minimise their casualties during the Borneo Campaign and unit commanders would rely heavily upon the available air and artillery support during operations.

In December 1944, Japanese staff officers deduced that it was likely that Australian troops would be landed at strategic points on the east and west coasts of Borneo in about March the next year (by which time they also expected United States forces to have liberated the Philippines).

Many of the 56th Independent Mixed Brigade's soldiers fell sick during the march, and all four combat battalions were considerably below their authorised strength by the time they arrived at Brunei Bay.

[36] The plans for the invasion of Brunei Bay had specified that the landings would be supported by aircraft based at Tarakan, but delays in rebuilding the airfield there rendered this impossible and reduced the scale of the pre-invasion bombardment.

[38] The teams assigned to clear obstacles off Labuan were endangered by an unauthorised attack on the island conducted by a force of American B-24 Liberator heavy bombers.

In addition, civilians who had been recruited by the SRD's SEMUT 2 team (which had been parachuted into Borneo during April) provided intelligence on the size and movements of Labuan's garrison force.

Due to a shortage of shipping, the available vessels were heavily loaded and many soldiers were forced to endure cramped and hot conditions during the ten days before the landing.

[48] After civilians reported that no Japanese were stationed on the Hamilton peninsula which formed the western side of Victoria Harbour, a troop from the 2/11th Commando Squadron was landed in the area during 10 June and secured it without opposition.

In contrast, the 2/28th Battalion (which was tasked with advancing into Labuan's interior) encountered entrenched Japanese forces, and it became clear that it was facing the main body of the island's garrison.

[54][55] On the basis of the fighting on 11 June, Porter judged that the Japanese were withdrawing into a stronghold position located to the north of Victoria and about 1 kilometre (0.62 mi) to the west of the airfield.

[56] The 2/28th Battalion sent patrols towards the stronghold area, with a company supported by a tank troop meeting heavy resistance as it pushed westwards along a track towards MacArthur Road.

[7] A company from the 2/28th Battalion made another attack into the Pocket the next day after the 2/12th Field Regiment had fired 250 rounds into the area, but was forced to withdraw after being unable to overcome heavy resistance.

[64] In order to minimise the casualties to his brigade, Porter decided to isolate the Pocket with two infantry companies while a heavy artillery barrage was fired into the area over several days.

A subsequent attempt by a section from the 2/11th Commando Squadron to advance towards Eastman Spur to the east of A Company was also beaten back, with two Australians killed and another wounded.

Porter judged that this would be sufficient to suppress the Japanese defenders, and ordered that the Pocket be attacked by two companies from the 2/28th Battalion supported by tanks (including "Frog" flamethrower variants of the Matilda II) the next day.

[69] In the early hours of 21 June a force of about 50 Japanese troops slipped out of the Pocket and attempted to attack Australian positions on Labuan.

During these patrols the squadron killed 27 Japanese soldiers, mainly as part of repelling a raid on the BBCAU compound on 24 June, and captured a single prisoner.

Sandstone from a quarry on northern Labuan was placed over the clay and sand subbase, and the runway was topped with crushed coral from the west coast of the island, and sealed with bitumen.

These included building 356,000 square feet (33,100 m2) of storage, new port facilities, bridges and oil tanks as well as surfacing 29 miles (47 km) of roads.

[9][64] The remainder of the 24th Brigade was transported across the bay during the last weeks of June, and the force advanced inland to capture the town of Beaufort which was defended by between 800 and 1,000 Japanese personnel.

These include the Australian Battle Exploit Memorial at Brown Beach, a plaque marking the location of the 37th Army's surrender ceremony and a Japanese peace park.