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In November 2004, a combined USMC, US Army, and Iraqi Army offensive succeeded in eliminating the enemy in Fallujah in a destructive urban battle. This paper focuses on the ways in which Army and Marine forces operated together in the second Battle of Fallujah. Among the many Army units that participated, Task Force 2-2 Infantry and Task Force 2-7 Cavalry spearheaded the attacks of two Marine regimental combat teams into and through the city. With access to first-person accounts and unit histories from both task forces, narrative describes their role in the battle from notification, to planning, and through the fighting to the conclusion of their role in the battle. Army? Marine interoperability is the theme around which this account is based. Well-educated and professional Army and Marine leaders at the Lieutenant Colonel and Colonel levels overcame many ingrained cultural differences to synchronize operations. Areas in which the Army and Marines must continue to improve their ability to fight side by side is also addressed.