In late November 1931, Imperial Japanese Army commander in chief General Shigeru Honjō dispatched 10,000 soldiers in 13 armored trains, escorted by a squadron of bombers, in an advance on Jinzhou from Mukden.

The operation was cancelled by Japanese War Minister General Jirō Minami, due to the acceptance of modified form of a League of Nations proposal for a "neutral zone" to be established as a buffer zone between the Republic of China proper and Manchuria pending a future China-Japanese peace conference by the civilian government of Prime Minister Wakatsuki Reijirō in Tokyo.

General Honjo insisted that his troops were moving out "to clear the country of bandits," and added that the Chinese evacuation of Chinchow was "absolutely imperative".

The Chinese first defensive line, 20 miles north of the city, was a series of trenches aimed to stop the Japanese advance at the Taling River Bridge on the Peiping-Mukden Railway.

Additionally, Marshal Zhang Xueliang's defenders were in disorderly retreat toward the Great Wall, leaving only a small garrison to protect the few government functionaries who remained behind.