'Modified Dracula' was the British semi-extemporised version of 'Dracula' (ii) to take Rangoon once it was realised that Japanese forces in the region were pulling out to the east in order to hold the area behind the Sittang river (1/2 May 1945).

Before the order was given to reinstate 'Dracula' (ii), Admiral the Lord Louis Mountbatten’s South-East Asia Command had been preparing to attack Phuket island off the coast of Thailand in 'Roger'. As it became known that the Japanese were starting to evacuate their forces from Rangoon, therefore, the naval and air elements initially assembled for 'Dracula' were already available, and command of the land forces was allocated to Lieutenant General Sir Philip Christison of the Indian XV Corps, and Major General H. M. Chambers’s Indian 26^th Division and other forces left Akyab and Ramree islands off Burma’s western coast in the period 27/30 April.

The task of transporting and landing the British and Indian assault forces was entrusted to Rear Admiral B. C. S. Martin’s Force 'W' with the headquarters ship Largs, and six convoys from Akyab and Kyaukpyu. The Indian 26^th Division was embarked on the headquarters landing ships Waveney and Nith, infantry landing ships Glenroy, Persimmon, Prins Albert and Silvio, emergency repair landing ship Barpeta, 45 tank landing ships and 110 smaller landing craft. Escort for the landing group was provided by the Indian sloops Cauvery, Narbada, Godavari, Kistna, Sutlej and Hindustan, for which the way was cleared by 22 minesweepers of the 7^th and 37^th Minesweeping Flotillas. Cover for the landing force was provided by Commodore G. N. Oliver’s 21^st Carrier Squadron, comprising the escort carriers Hunter, Stalker, Emperor and Khedive, light anti-aircraft cruisers Phoebe and Royalist, destroyers Saumarez, Venus, Virago and Vigilant, eight frigates and two sloops.

The landing of 1 May encountered no resistance and Rangoon, which had already been evacuated by the Japanese in convoys whose main component had been totally destroyed by five British destroyers, was occupied on 3 May.

In the diversionary 'Bishop', Vice Admiral H. T. C. Walker’s Task Force 63 covering group, comprising the battleships Queen Elizabeth and French Richelieu, escort carriers Shah and Empress, heavy cruisers Cumberland and Suffolk, light cruisers Ceylon and Free Dutch Tromp, and destroyers Nubian, Penn, Rotherham, Tartar and Verulam, made air and surface gunfire attacks on Car Nicobar and Port Blair in the Nicobar and Andaman island groups, and on 9 May these naval forces returned to Trincomalee.

Air Vice Marshal the Earl of Bandon’s No. 224 Group of the RAF covered the landings from the airfields around Toungoo and Ramree.

As Force 'W' moved toward Rangoon, on 1 May some 12 squadrons of Consolidated B-24 Liberator heavy bombers attacked the known Japanese defences to the south of the port city. A RAF observation post, a small detachment of the Special Operations Executive’s Force 136 and a composite airborne unit (elements of the 2^nd and 3^rd Gurkha Parachute Battalions) landed at Elephant Point at the mouth of the Rangoon river in the middle of the morning. This force destroyed some small Japanese parties, either left as rearguards or perhaps forgotten in the confusion of the hasty Japanese evacuation, but itself suffered 30 casualties from inaccurate Allied bombing.

Once Elephant Point had been secured, minesweepers were able to clear a passage up the river, and landing craft began coming ashore in the early hours of the morning of 2 May.

Meanwhile, an Allied reconnaissance aeroplane flying over the city of Rangoon saw no sign of the Japanese, and also noticed a message painted on the roof of the jail by released British prisoners of war: the message is reported to have read 'Japs gone. Extract digit'. The crew of the aeroplane boldly landed on Mingaladon airfield but crashed. The crew was nonetheless able to walk to the jail, where the men found 1,000 former prisoners of war who informed them of the Japanese evacuation, then went to the docks, commandeered a sampan and sailed down the river to meet the landing craft.

The men of the Indian 26^th Division began to occupy Rangoon without opposition on the following day. When the Japanese and the officials of the collaborationist administration of Ba Maw left, widespread looting and lawlessness had broken out and continued for several days, and thus the British and Indians were welcomed enthusiastically, perhaps not universally as liberators but certainly as the forces which could restore order and bring in food and other assistance.

Units of the Indian 26^th Division then moved out along the main roads to meet the leading elements of Lieutenant General Sir William Slim’s British 14^th Army advancing from the north: on 6 May at Hlegu, 28 miles (45 km) north-east of Rangoon, they met the leading troops of Major General D. T. Cowan’s Indian 17^th Division pushing their way to the south from Pegu through floods and the limited opposition of Major General Hideji Matsui’s 'Kani' Force (based on the 105^th Independent Mixed Brigade) joined the remnants of Lieutenant General Shozo Sakurai’s 28^th Army in the Pegu Yomas.

During July, these Japanese forces tried to break out to the east with the intention of joining the remnants of Lieutenant General Shihachi Katamura’s 15^th Army and Lieutenant General Masaki Honda’s 33^rd Army, the other formations of General Heitaro Kimura’s Burma Area Army, in the area to the east of the Sittang river, but suffered the heaviest casualties of any formation in this costly operation. The naval personnel in the force broke out separately from the main body and were effectively wiped out, only a handful of men surviving.