Guts & Glory: World War II


By Ben Thompson

Read by Aaron Landon

Read by Kiff VandenHeuvel

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Discover legendary commanders, tremendous fights, elite soldiers, and courageous individuals whose deeds truly made the difference in this jaw-dropping guide to the biggest war the world has ever seen.

From massive aerial battles that clouded the skies with planes to deathly secret operations deep behind enemy lines, the events of World War II are some of the most awe-inspiring of all time.

Packed with trivia, epic battles, and amazing illustrations, World War II comes alive for kids like no textbook can in this account from Ben Thompson that’s perfect for history buffs and reluctant readers.


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Table of Contents

Copyright Page

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—General George S. Patton, Commander, US Third Army


My good friends, for the second time in our history, a British prime minister has returned from Germany bringing peace with honor. I believe it is peace for our time. We thank you from the bottom of our hearts. Go home and get a nice quiet sleep.

—British prime minister Neville Chamberlain, September 30, 1938

ON JUNE 28, 1919, THE LEADERS OF FRANCE, Germany, Great Britain, and the United States met at an old palace outside Paris and signed the Treaty of Versailles, marking the official end of the First World War (which was just called the Great War before we had a second world war to compare it to—more on this in here). It had been the bloodiest and most brutal war in human history, leaving millions dead and ruining cities and lands all across Europe. For the most part the war had been a draw, with both sides losing a ridiculous number of men for very little gain. But in the end, Germany's government was the one that finally collapsed in 1918, and it was replaced with guys who decided it made sense to stop fighting and end this horrible thing once and for all.

The Allied powers, particularly France, were eager to make sure Germany suffered for starting such a terrible war. So the terms of the treaty were more lopsided than a gorilla sitting on a teeter-totter. Big chunks of Germany were cut out and given to France, Denmark, Poland, and Belgium. Germans weren't allowed to have an army bigger than a hundred thousand guys, and they couldn't have warplanes, tanks, or new battleships. They had to pay crazy huge amounts of cash to France and Britain, and sanctions and bills were imposed on them that would cripple any economy on earth.

German money became worthless. Factories closed. People lost their jobs. The country fell into poverty and depression. So you can imagine that to the German people, the terms of the deal were majorly harsh. Sure, they'd surrendered, but they hadn't really "lost." No Allied soldiers had even set foot in Germany during the war. Plus, when the Germans were thinking about surrendering, the Allies had promised they'd go easy on them. And now this? What gives?

Into this situation stepped a man now pretty much universally accepted as the most evil person in history: Adolf Hitler. A failed artist from Austria who had served as a corporal in World War I, Hitler was, let's say, a little upset that Germany got the short end of the stick in the Treaty of Versailles. Looking at the once-proud German people suffering made him so angry that he wanted to kill basically everyone in the world.

Hitler was convinced that the leadership of Germany was weak and that the German people had been undermined by Jews and other groups of people he didn't like. Swearing to reverse the Treaty of Versailles, throw the Jews out, retake the lands Germany had lost, and bring the country back to the ranks of world powers, Hitler tried to overthrow the government in 1923 but was defeated and arrested. While in jail, he wrote a book about his beliefs, and before long it was circulating among unhappy Germans.

By 1933 Hitler had been released from jail and had become so popular that he was elected chancellor of Germany. When the president of Germany died a few months later, Hitler merged both offices under the title of Führer (which means "leader"), put himself in that office, and assumed total control over the German population.

His first move was to abolish every single political party other than his own, which was called the National Socialist German Workers' Party (better known as the Nazis). Using a combination of powerful speeches, terrorizing secret police forces, and a mega-bombardment of "Nazis are awesome" propaganda, Hitler worked to undermine the Treaty of Versailles step-by-step. In 1935 he declared he was going to build weapons whether France wanted him to or not. In 1936 he moved troops into the Rhineland demilitarized zone (a section of Germany with no army or weapons allowed), hosted the Olympics (awarding Germany a ton of gold medals for all kinds of dumb things), sent troops to fight in the Spanish Civil War, and started hardcore cracking down on the rights of Jews living in Germany. Then in 1938 he absorbed Austria into his lands, which was fine with Austria because they were super into it.

German soldiers watching Hitler speak at a rally in Nuremberg, 1935

Now, the British and the French weren't all that pumped up about the idea of going into another long, bloody war with Germany, so for the most part they offered pretty lame opposition. When Hitler decided he wanted to annex (absorb) Czechoslovakia, the prime minister of Britain, Neville Chamberlain, met with Hitler, talked it over, and was like, "Okay, well, I guess you can have it, but only if you promise to stop annexing countries." And Hitler was like, "Okay, yeah, sure, sounds good, buddy, whatever you say." Then Chamberlain flew home to tell everyone that all wars were over forever, so hooray.

A year later, Hitler launched an all-out, unprovoked attack on Poland with one goal in mind: complete domination and conquest.

Britain and France declared war immediately.

Adolph Hitler, 1937

By the time the war was over, almost two billion people from more than sixty countries would take up arms in conflicts raging from Cairo, Egypt, to Unalaska, Alaska (yes, there is an Alaskan island called Unalaska, which I guess must have been discovered on Opposite Day or something). Sixty million people would be dead and wounded in just six years, including thirty-five million innocent civilians. Atrocities would be committed on never-before-seen scales. Cities would be leveled. Nuclear weapons would be deployed.

This is the story of World War II.


Since we're dealing with a conflict involving basically every single country on the face of the earth, it probably makes sense to give you a little help wrapping your head around what the heck is going on with this big, confusing war.


Nazi Germany

The German Reich (which means "empire") was a militant, totalitarian dictatorship ruled with an iron fist by that Adolf Hitler guy I just talked about. Hitler won complete political power over all of Germany by running on a platform that basically asked "Who else hates Jews?" By the start of World War II, Hitler had rebuilt Germany into an industrialized, powerful country with bleeding-edge military technology and fanatical squads of well-trained soldiers ready to lay their lives on the line without a moment's hesitation. Hitler held absolute power over every aspect of German life, right down to (I kid you not) creating pamphlets telling blond teenage girls what type of boys they should go out on dates with. German forces had advanced tactics, an impressive fleet of powerful tanks, and veteran attack pilots who had been battling Communists in the Spanish Civil War for the past two years. They were ready to conquer the world.

The Kingdom of Italy

Italy fought with the Allies (more on them in a minute) during World War I, but in the years between the two world wars, the country fell into political and economic chaos. Intense arguments and street fighting were going on between everyone from anarchists (people who want no government) to monarchists (people who want a superpowerful king in charge). Into this crazy, swirling mass of screaming and punching Italian dudes came Benito Mussolini, a schoolteacher, a propaganda newspaper editor, and a World War I veteran who founded the Italian Fascist Party in 1919. Mussolini promised that if people made him the absolute dictator of Italy, he'd bring the country back to the good old days of ancient Rome, and most people thought that sounded pretty good. The people who didn't were beaten up in the streets by gangs of goons known as Blackshirts. Mussolini took over in 1922—eleven years before Hitler did in Germany—getting the king of Italy, Victor Emmanuel III, to grant him total control of everything. By 1925 everyone was just calling Mussolini Il Duce, meaning "the Leader." He did such a good job of being a tyrant that Hitler looked up to him as a role model for how to completely dominate your society like a supervillain overseeing his minions. Mussolini attacked Abyssinia (modern-day Ethiopia) and Albania in the 1930s, but his population and army were unmotivated and disorganized, so that didn't go so well. These problems persisted, and later in the war, he constantly had to rely on Hitler and the Germans to bail him out of sticky situations.

The Empire of Japan

Japan was a dominant empire on land and on the sea, with a powerful central government, millions of people, and a modern, highly industrialized society. The people were unswervingly loyal to their emperor, Hirohito, and most believed him to be a living god on earth. Just seventy years earlier, this take-no-prisoners warrior culture was fighting within itself with samurai swords. But in the time since, it had quickly scaled up to become the dominant force in Asia.

The Japanese didn't have a lot of natural materials like oil or steel or food for their large population, so they typically had to rely on trade to get enough of these things. But they believed that they were the world's superior race and that it was their national destiny to take what they needed from weaker civilizations. In 1905 they shocked the world by soundly defeating Russia in combat—the first time an Asian country had defeated a European one in war since the days of Genghis Khan. In 1910 they invaded Korea, conquered it, enslaved large parts of the population, and forbade anyone to speak the Korean language. In 1931 they did a similar thing to the Chinese province of Manchuria. At the time of World War II, they were led by Prime Minister Hideki Tojo, an angry, warlike dude who couldn't wait to keep expanding the country through military full-court domination.


The British Empire

In 1939 the British Empire had direct power over 25 percent of planet Earth. Centered in the United Kingdom and ruled by King George VI, the Empire included the countries of England, Scotland, Wales, Northern Ireland, Canada, Australia, New Zealand, and South Africa. Beyond that, the British also controlled Egypt, India, Singapore, and huge chunks of Southeast Asia, southern Africa, and the Middle East. They had the strongest navy on earth and could call on tens of millions of troops at a moment's notice. However, World War I had been kind of a sore spot for these guys, and nobody in Britain was all that excited about getting involved in another planet-spanning war. The prime minister, Neville Chamberlain, did everything he could to try to let Hitler do his own thing, but as the conflict heated up, Chamberlain was thrown out of office in favor of his biggest political opponent: Winston Churchill. This guy was an awesome, crotchety old cigar-chomper known as the "British Bulldog." Churchill had been a cavalryman in Africa and was First Lord of the Admiralty early on during World War I, and he was determined to fight as hard as he possibly could against the scourge of Hitler.

The Republic of France

Despite losing millions of soldiers in World War I, France defeated Germany, but the fighting had all taken place on French soil and the country suffered horribly. So the French seriously hated the Germans' guts and were ready to smack down Hitler at any price. By 1940 France had rebuilt one of the largest and best-equipped armies in the world, with nearly six million soldiers standing ready. They were backed by tanks and warplanes, all situated along the Maginot Line—a crazy network of concrete forts, barbed wire, and impenetrable bases that spanned the length of the France-Germany border. They didn't want to fight, but they were ready.

The Union of Soviet Socialist Republics

The USSR was made up of fifteen republics from Ukraine to present-day Kazakhstan, all unified under the general control of Russia, which was the largest and most influential of the republics. The Russians (it's not technically accurate to call people from the Soviet Union "Russians," but we do it anyway) had an all-powerful king known as the tsar (pronounced "zar") until 1918, when a bunch of Communists whacked him and seized power. (The beginning of the movie Anastasia is supposed to show how this happened, but it wasn't actually like that in real life.) Afterward, the USSR was ruled by Josef Stalin, a ferocious dictator who used brutal measures to industrialize and modernize his country. Millions died from his forced relocations and straight-up executions, and anyone who had a problem with him had a nasty habit of disappearing in the middle of the night and waking up in a freezing cold Siberian tundra work camp.

In the late 1930s, Stalin (a name that literally means "Iron Man") freaked out and got mad at his own political party and military, mostly because he was power-hungry and totally paranoid. He had popular Communist leader Leon Trotsky assassinated, massacred large portions of his political cabinet, and ordered the execution of over two-thirds of the generals in the Soviet Red Army. This was not really a smart move, as Stalin found out in 1939 when he tried to conquer Finland and lost almost half of his attacking force because there wasn't anyone competent to lead them. But despite losing hundreds of thousands of troops, the Soviets eventually defeated Finland and began the process of training new leadership. They had very little industry, equipment, or commanders at the beginning of World War II, but they were a huge country and had more soldiers than almost all the Axis powers combined.

The United States of America

The United States had suffered immensely from the Great Depression, which began in 1929 and lasted a terrible ten years, so most Americans weren't interested in going all the way across the Atlantic to get shot at. There was a big movement saying that the best thing to do was to stay out of this mess and let Europe deal with its problems while the United States fixed its own issues. President Franklin D. Roosevelt instituted several plans to get people working and to rebuild the economy, set strategies in motion to build up American defenses just in case, and started a program called lend-lease in which the United States built war material and made extra cash selling them to the United Kingdom and to the USSR. Hitler wasn't a big fan of this, but both Germany and Japan saw the States as a "sleeping giant" and didn't want to get America involved in the war unless they really had to. The United States was at a disadvantage because it was so far away from all the fighting, but it had a crazy-powerful industrial sector that allowed it to build more tanks, aircraft, and vehicles than anyone else in the world.


Victory at all costs, victory in spite of all terror, victory however long and hard the road may be; for without victory, there is no survival.

—British prime minister Winston Churchill, May 13, 1940

WHERE DO YOU BEGIN WHEN YOU'RE TRYING to write a history of World War II? If just about every civilization on earth is involved in an epic, continent-spanning bloodbath that goes on for five-plus years and kills more people than any other military action in human history, how do you trim that down into twenty chapters?

It took me about six weeks just to figure out where the heck to start. Trying to balance three major theaters of operation (East, West, and Pacific) in a way that was going to be interesting and informative without leaving out a key battle or detail that changes the course of history isn't easy (not to mention the fact that just about every single battle involves some kind of horrific event that has to be dealt with tactfully). How do you talk about the Holocaust, the atomic bomb, the Japanese sack of Nanjing, or the many other massive civilian casualty events without completely ruining the fun and thrill of a book about daring feats of heroic bravery?

My goal in writing this book has been to touch on major themes, key battles, and significant events from the history of World War II. I wanted to follow the war from its beginnings in Manchuria to its end on the USS Missouri while still trying to keep it exciting and super-packed with action. It's beyond the scope of the Guts & Glory series to get too far into the horrors that took place during this brutal and divisive war, but we can't ignore some of the hardest and most important lessons that humanity learned during the 1930s and 1940s. So I've presented certain ones without pulling any punches, and I encourage readers to dig into primary source material on the subjects and learn more.

By that same token, while human beings are capable of some truly terrible things, we are also capable of incredible heroism, bravery, compassion, and honor. The people of World War II routinely faced overwhelming odds, gritted their teeth, and charged headlong into life-threatening danger to defend their families, their homes, and their beliefs. They put their bodies on the line to help those in need. They unflinchingly pushed themselves to the limit even when all hope seemed lost. And they did it not because they were too dumb to give up, but because they were smart enough to know that nothing is ever truly impossible.

Those are the stories I've chosen to highlight in this book—the true tales of unrivaled heroism in the face of unbelievably, ridiculously terrible odds. I hope they inspire you the way they've inspired me.


The Battle of Sihang Warehouse

Shanghai, Republic of China

October 26–November 1, 1937

We will fight the enemy with our last bullet, and will punish him with our last drop of blood. Defend to the death.

—Colonel Xie Jinyuan, Chinese Nationalist Army

THE CONSTANT CRACK OF RIFLE FIRE AND THE rumbling of armored cars echoed through the black smoke hanging in the night air. Shanghai, the fifth-largest city in the world, was burning. It had once been known as "the Queen of the Orient," a glitzy metropolis of high fashion, luxurious nightlife, bustling harbors, and towering skyscrapers. It was now rapidly being reduced to a mixture of bloody hand-dug trenches, empty bullet casings, and coiled tangles of barbed wire. The city of Shanghai had been home to three and a half million civilians. Now it was the front line of what would become the biggest and most destructive war in human history.

Amid the chaos and epic horribleness, Colonel Xie Jinyuan of the Chinese Nationalist Army calmly walked toward the imposing headquarters of his shattered division. The steel-and-concrete rectangular building known as the Sihang Warehouse was one of the few surviving structures amid the rubble of northern Shanghai. It was sturdy and secure; it backed against the Suzhou River and would be the perfect defensive position. Exhausted from three months of nonstop combat against a determined, unrelenting enemy, Xie Jinyuan decided that he and the surviving members of his command would make their last stand here.

A lot of uptight, pipe-smoking historians like to go on and on about how World War II started with Adolf Hitler's invasion of Poland in 1939, mostly because they don't think it's cool to pay attention to any history that didn't happen in Europe or the United States. In reality, the first shots of World War II were fired in 1937 when the swiftly growing empire of Japan decided to flex its bulging muscles by conquering everything around it. Fueled by its people's fanatical devotion to their emperor, their unequaled ferocity in battle, and some of the most advanced military technology this side of a science-fiction movie, Japan defeated Russia in a war in 1905, annexed Korea in 1910, and captured the province of Manchuria from China in 1932. In 1937 the Japanese war machine surged forward once again, this time with a full-scale attack into the heart of China itself.

The Chinese were in the middle of a civil war at the time, making it really inconsiderate of the Japanese to start bombing them while they were busy trying to kill one another. The uncoordinated, unprepared frontline armies of China were churned into mulch and lost their capital city, Beijing, to the Japanese pretty much immediately. By October, what remained of the Chinese military was falling back toward the Yangtze River and the important port city of Shanghai.

Chinese soldiers defending Shanghai, 1937

With more than a hundred thousand elite Japanese troops storming toward them, the Chinese prepared to dig in and defend their city at all costs. They had way more fighters than the Japanese, but they were not nearly as well trained or as well equipped. Shanghai quickly became a war zone, with defenders digging five-foot-deep trenches in the middle of streets while Japanese bombers reduced skyscrapers to smoking ruins. Homes were flattened, factories were gutted, and the biggest battle to grip Asia in over a century swept the economic heartland of China with fire and bullets.

By the time Xie Jinyuan moved his troops into the Sihang Warehouse on October 26, 1937, it was pretty much all over. The Chinese had fought bravely, but they were outmatched in every way. A few days earlier, a flotilla of Japanese warships had pulled into the harbor, rained gunfire on the city, and then deployed hardcore Japanese marines right behind the main lines of the Chinese troops, all but cutting off their escape route. The command came down for the Chinese army to retreat from the city and evacuate as many civilians as possible in the process.

The specific orders given to Colonel Xie were simple: Hold the warehouse until someone kills you. Buy the civilians and soldiers of Shanghai time to get the heck out of there before the Japanese level the city into a giant pile of smoking misery. Make the invaders pay for every step.

Sihang Warehouse was the perfect spot to defend. Standing out like a beacon amid the destruction of the Battle of Shanghai, the six-story warehouse was made of bulletproof concrete and had plenty of good spots for sniper rifle hide-and-seek. Better yet, it was positioned across a narrow river from a part of Shanghai known as the International Settlement—a neighborhood that was home to British, French, and American embassies and citizens. The Japanese couldn't bomb the warehouse to cinder blocks with artillery and airplanes, because if just one little bomb missed its target and accidentally landed on some British guy's house, the Japanese would have an ugly international incident on their hands. They were going to have to take this warehouse the old-fashioned way if they wanted to get rid of Xie and his battalion.


  • Praise for Guts & Glory: The American Civil War:
    "The book's greatest strength is its colloquial storytelling.... Thompson's passion for his subject is infectious.... An easy, breezy series opener that should help create a few new history buffs."—Kirkus Reviews
  • "Action-packed.... Thompson adopts an urgent and sometimes humorous tone that conveys infectious enthusiasm.... A rousing introduction to this defining conflict that makes the history appealing and relatable." —Publishers Weekly
  • "Thompson displays a solid knowledge of the Civil War.... He ably covers major battles, campaigns, and figures...mixing informational passages and fact boxes with colorful action sequences."—School Library Journal
  • "An entertaining overview.... What brings these events to life, particularly for reluctant readers, is Thompson's spirited, conversational narration.... Should keep students engaged."
  • Praise for Guts & Glory: The American Revolution:

    "Thompson's books are a meaty delight. Digestible chapters are packed with info, one-page bios hit the highlights of their subject's lives, and sidebars full of interesting tidbits are all part of the appeal of the nonfiction Guts & Glory series.... A very satisfying read that even adults will find useful."—Booklist

On Sale
Mar 1, 2016
Hachette Audio

Ben Thompson

About the Author

Ben Thompson is the author of Guts & Glory: The American Civil War, Guts & Glory: The Vikings, Guts & Glory: World War II, and Guts & Glory: The American Revolution. For more than ten years, he has been producing humorous, history-related material, including articles for publications such as Military Times and for organizations like the American Mustache Institute. Ben is named after Benjamin Franklin, but this hasn’t bestowed him with any supernatural knowledge of the American Revolution. He had to research it the old-fashioned way. He invites you to visit his website at

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