The overconfident nationalists subsequently attacked the mountainous region in central Shandong in late April 1947 but suffered a setback for their carelessness in Tai'an-Mengyin campaign, losing over 24,000 troops.

The nationalists continued their original plan of pushing the arc-shaped front line continuously deeper into central Shandong and force the local communist force—the East China Field Army—into a decisive battle in which it would be annihilated; if the communists chose not to engage, then they would be forced to cross the Yellow River to flee north.

After the destruction of the entire 72nd Reorganized Division in late April 1947 in the Tai'an-Mengyin Campaign, the nationalists became very cautious and concentrated their forces in their movements afterward.

Nationalist commander Gen. Chiang Kai-shek had erroneously believed that the communist retreat was a sign of weakness and that they were no longer able to fight any decisive battles, so on May 10 he gave the order to pursue and eradicate them.

On May 11 the communists learned that the nationalist 5th Army and 48th Reorganized Division had taken regions including Mia Family's Bent (Miao Jia Qu, 苗家曲) and Border Lake (Jie Hu, 界湖) by venturing out from Riverine Sunny and was advancing toward Yishui, leaving them dangerously exposed.

Communist commanders of the East China Field Army analyzed the situation and decided that it would be better to first annihilate the 74th Reorganized Division because it was the most dangerously exposed, and the gap between it and other nationalist units were the largest, making it easier to surround and destroy it.

His relationship with his direct superior Tang Enbo was also quite rocky, so the communists believed that if Lingfu's 74th Reorganized Division was under attack, other nationalist commanders would not be too enthusiastic about saving it.

The rugged terrain would limit the mobility of the mechanized nationalist force, while the communists could take advantage of it to hide and move their troops.

Another reason they had for destroying Lingfu's forces was personal: he had openly and often proclaimed that his goal was to feed Communist commander Chen Yi "to the fishes by driving he and his followers into the East China Sea.

The nationalist 25th Reorganized Division attempted to break through but was forced to withdraw back to Peach Village to regroup after suffering heavy casualties.

Heng (横山), Lao Maowo (老猫窝) to the southeast of Menglianggu mountains, while the main force took strategic positions including Mt.

Bizi (鼻子山), and Mt Lei Shi (磊石山), thereby successfully severing the link between the nationalist 74th and 83rd Reorganized Divisions as planned.

Meanwhile, the communist 4th and 9th Column attacked the nationalist 74th Reorganized Division head-on, successfully checking its advance by taking regions including Huanglu Zhai (黄鹿寨), Foshanjiao (佛山角), Mamu Chi (馬牧池), and Suijiadian (隋家店).

Until the 74th Reorganized Division was first attacked by the enemy on the evening of May 13, it did not realize how grave the situation was going to be, and the nationalist commanders were still prepared to carry out their original plan of taking Tanbu on the next day.

However, the nationalist reinforcements were ambushed, with the entire vanguard of the regiment being completely wiped out on May 12 battalion commander, Maj. Wang Shouheng (王寿衡), being killed in action.

The failure to take Peach Blossom Mountain, 5 km to the southeast of Menglianggu meant that the link between the nationalist Reorganized 74th Division and its most probable reinforcements had been severed.

As a result, the strategies of both sides became obvious to the opposing forces: the communists intended to destroy the besieged nationalist 74th Reorganized Division while avoiding being attacked and wiped out from both fronts, while the nationalists intended to attack their enemy from both fronts, using their besieged force as a bait, which would hold out long enough for the reinforcement to arrive.

The rugged terrain meant that it was nearly impossible for the nationalist defenders to build any fortification and thus they were directly exposed to the enemy fire, suffering huge casualties.

While the 48th Regiment of the 16th Division of the communist 6th Column maintained the firm control of the Yellow Cliff Mountain, adjacent positions including Ferocious Tiger (Menghu, 猛虎) and Ten Thousands Springs (Wan Quan, 万泉) Mountains were firmly in the hands of the rest units of the 16th Division of the communist 6th Column.

Su Yu, the commander of East China Field Army who directed the campaign also expressed the same feeling numerous times.

The battles at the Menglianggu region were fierce after the communist launched their general assault in the afternoon of May 15, with most positions changing hands multiple times.

A detachment of the communist 4th Column scaled the cliff of the western half of Mount 540 and outflanked the defenders and launched a surprise attack.

By this time, the nationalist 74th Reorganized Division became disorganized and most units were fighting on their own after losing direct contact with the divisional headquarters over the phone, and orders and reports had to be sent via couriers and the few remaining radios.

Due to the close proximity of the opposing sides and rapid enemy advance, the supplies and ammunitions airdropped by the nationalist air force in this stage of the war mostly landed on communist positions.

After fierce battle, the communist assault team only consisted of three members led by a deputy platoon commander when they reached the outside of the cave where Zhang Lingfu's headquarters was located, and requested the nationalists inside to surrender.

One of Zhang Lingfu's bodyguard named Zhu Fanyou (朱凡友) joined the communists after the campaign and became Ge Zhaotian's good friend after being assigned to the same squad.

While the battles were raging on at Menglianggu region, other communist formations fighting in other areas had also successfully achieved their objectives of stopping the nationalist reinforcements.

Zhang Lingfu's widow eventually returned to China and settled in Shanghai after the communist revolution, where she spent rest of her life.

Chiang Kai-shek personally ordered Tang Enbo to be removed from his post and Major General Li Tianxia (李天霞), the commander of the nationalist 83rd Reorganized Division court-martialled as the failure to save the nationalist 74th Reorganized Division, and Li's position was filled with his deputy, Major General Zhou Zhidao (周志道).

Zhang Lingfu's direct superior, Tang Enbo, for example, was scolded by his subordinate Zhang Lingfu in a heated argument over the telephone and Tang was so enraged by the action of his subordinate that he withheld his troops for an entire day, providing the opportunities for the communists to regroup and strength their defense against the nationalist reinforcement.