Their lines extended from the southwest of Yuan-an via Ching-men, north of Chung-hsiang, and the foothills of Ta-hung Shan, to the area northwest of Sui Hsien astride both banks of the Hsiang River.

As a result, the Chinese believed that the Japanese forces at I-chang and Sha-shih found their flanks exposed and in a difficult position.

During early November the Japanese made preparations for their attack, repairing and constructing roads, bridges, defense works and airfields.

They also brought in additional troops into the area west of the Xiang River, estimated at five regiments bringing their strength to the equivalent of three Divisions.

Meanwhile, the Japanese Kitano Force moving northwest from Chu-chia-fu to Tung-lin-ling and divided into several columns to drive north deep into the Chinese position at Liang-shui-ching, Hsia-chia-tzu, and northeast toward Kuai-huo-pu.

At night, the River West Army Group swung reserves into blocking positions from Heng-tien to Yen-chih-miao and Kuai-huo-pu.

Meanwhile, east of the Hsiang River on the Ching-Chung Highway Front the Japanese Hirabayashi Force massed more than 3,000 men in an attack on Changshoudien and Wang-chia-tien attempting to encircle the Chang-chia-chi - Wu-lung-kuan line.

On 25 November the Japanese Teshima Force on the Sui Hsien Front launched a violent attack with a column of 2,000 men from Liang-chui-kou on the Chinese 123rd Division at Lishan.

The Japanese pulled a further 1,500–1600 infantry and cavalry from Sui Hsien and Yingshan via Shang-shih-tien and Sha-tien for a turning movement against the Chinese to retrieve the situation.

Under cover of airplanes and armour, the Japanese retreated toward Sui Hsien and Hsi-ho, as Chinese forces attacked along the line from Chun-chuan to Anchu, Li-shan, and Kao-cheng.