MS off the starboard beam of a small merchantman steaming in a calm sea, and pan left to Oerlikon position on cameraship as it fires off a few rounds. XLS of escorting sloop - a depth charge (?) explodes astern of the ship. Cameraship disembarks West African and Indian troops into a LCM which ferries them ashore. Onshore (at Teknaaf ?) men unload rations and medical stores for transport by lorry. A requisitioned ferry/ river steamer disembarked troops directly onto the shore - they assemble with their kit, awaiting movement orders. Men of 3rd Commando Brigade board LCI(L) 261 which makes off, crowded with men - a LCP(L) accompanies it. Cut to LS over a beach area - LCP(L)s move to and fro ferrying troops from larger craft standing offshore. MCUs of a group of Commandos loading 9mm Thompson magazines and checking over maps and weapons - Brens, 2-inch mortars, Thompson SMG. Cut to distant view of smoke billowing up onshore. LS as men disembark onto the beach from LCP(L)s, and pan right to guard boat, a Fairmile B motor launch. LCI(L) 261 transfers troops into LCP(L)s. Cut to MS of depth charge explosion astern of cameracraft (a Fairmile). MCU, almost directly astern of a Fairmile B, showing the smoke generator at the stern, with four ash-can depth-charges either side - a LCP(L) is alongside to starboard of the launch. Pan over after deck of cameracraft, where troops are moving about prior to disembarkation.

II. Fresh troops arrive for the Arakan offensive. Commandos go onboard a river steamer - the barrel of a Vickers gun protrudes from one soldier's rucksack. Cut to the landing, as troops go ashore in a folding boat. Sequence on beach as the soldiers form a human chain to move boxes of ammunition - in the foreground lies kit, a Vickers tripod, and a rifle with its breech wrapped - a steamer lies just offshore. CUs as an officer briefs his men.

III. Camera on RIN Fairmile as troops come onboard from LCP(L)s - an officer stands near a twin Vickers mounting, watching them embark. Cut to LCP(L), crowded with men, making off from the cameracraft - around the immediate area are several Fairmiles, and camera pans to give a MS off the port beam of the nearest craft, which is armed with a 6-pounder gun. Good MS of Fairmiles steaming in line astern, the nearest craft is anti-submarine ML 475, her 3-pounder forward gun trained to port - a second group of four craft follows the first five.

Amphibious operations in the Arakan, possibly Operation Lightning, the uncontested occupation of Akyab, in January, 1945.