Ma Chao 馬超 was an warlord of Liang province who led an uprising against Cao Cao which caused the death of most of Ma's family. He eventually came into the service of Liu Bei while he was conquering Yi Province.


Ma Chao, was a Fufeng native from Maoling.

At some time when Cao Cao was Prime Minister before 202 A.D., he recommended Ma Chao for a position in office. But Ma Chao refused it.

In 202 A.D., Cao Cao was fighting with Yuan Shao's sons. Yuan Shang, Yuan Shao's youngest son, made secret alliances with the warlords of Liang province[2] to threaten Cao Cao's rear. Yuan Shang then had Guo Yuan, the Grand Administrator of Hedong (河東) appointed by Yuan Shang, unite with Gao Gan and the Xiongnu and cause a rebellion in Hedong.

Cao Cao dispatched Zhong Yao to deal with the rebel threat, unfortunately, Guo Yuan was able to repel Zhong Yao. Zhong Yao then decided to send Prefect of Xinfeng Zhang Ji to convince Ma Teng and Han Sui to send aid. Zhang Ji managed to convince Ma Teng that it was better to aid Cao Cao than side with the Yuans. Ma Teng agreed and sent Ma Chao with over 10,000 elite soldiers in aid.[3]

Ma Chao led the Liang forces to Pingyang (平陽) to unite with Zhong Yao and fight Guo Yuan and Gao Gan. The allied forces waited until Guo Yuan had brought half his forces across the Fen (汾) river then struck him. Colonel Pang De, a subordinate of Ma Chao, led the vanguard and personally beheaded Guo Yuan[4]. During the fighting, Ma Chao's foot was struck by an arrow. But he wrapped a pouch around it and continued to fight.

In 208 A.D., Ma Teng had some disagreement with Han Sui. Ma Teng felt like was getting old, and likely didn't want to repeat the events of the last conflict with Han Sui[n 1], so he petitioned the court to have a position back at the capital.[n 2] Ma Chao started to have second thoughts regarding going to the capital and Cao Cao wanted to encourage him to come, so he sent Zhang Ji to persuade him.[n 3] Zhang Ji had all the counties throw out the welcome mat so Ma Teng would feel compelled to come.[5][n 4] Ma Teng was then appointed as Minister of the Guards and Ma Chao was appointed as Lieutenant-General and also Marquis of a Chief Commune and put in charge of Ma Teng’s forces. Ma Chao's younger brother, Ma Xiu (休), was appointed as Commandant of the Equipage. Xiu's younger brother, Ma Tie (鐵) was appointed as Commandant of Cavalry. Cao Cao relocated their families to Ye (鄴) as hostages, Ma Chao alone remained in Liang.

Events of Tong PassEdit

In 211 A.D., Cao Cao wanted to suppress Zhang Lu and annex Hanzhong so he marched his forces west. The warlords of Liang province, however, misconstrued Cao Cao's actions for an attack against them. Ma Chao and Han Sui rallied warlords of Liang to form an alliance. Ma Chao, Han Sui, Yang Qiu, Li Kan, Cheng Yi, et al. led their forces, 100,000 strong[6], to Tong Pass (潼關).

With the Liang forces blocking Tong Pass, Cao Cao decided to bypass them by crossing the river so he could isolate their forces. He sent his main forces north across the Yellow river while he remained on the south bank with Xu Chu and 100 of his Tiger Guard. Ma Chao saw what was happening and led 10,000 cavalry against Cao Cao's small force. Ma Chao's forces rained arrows upon Cao Cao's unit, but Xu Chu manage to safely escort Cao Cao over the river to Puban (蒲阪).[7] Cao Cao's Colonel, Ding Fei, released cattle and horses; the Liang forces broke formation and hurriedly corralled the animals, so Cao Cao's forces to safely cross.[8]

With Cao Cao's forces now north of the river, he said: "We should cross to the north of the Wei river then prevent him crossing the Yellow river. In no more than 20 days, his supplies will be exhausted and he will be forced to retreat." But Han Sui said: "We can wait for his forces to come back across the river and attack him mid-crossing. Isn't that a better plan!"[n 5] Ma Chao's plan was rejected and the Liang forces remained on the southern bank. When Cao Cao heard of Ma Chao's plan later, he said: "So long as the young colt lives, I shall not know where my grave will be."[n 6][9]

With Cao Cao's forces bypassing Tong Pass, the Liang forces had to withdraw westward past the confluence of the Wei and Yellow rivers to prevent being isolated. Cao Cao secretly sent forces south across the Wei river to set up a beachhead on the southern bank. Ma Chao's forces tried to attack the camp, but Wei forces laid in ambush and routed the Liang forces. The Liang forces retreated farther west.[10]

Ma Chao and Han Sui wanted to parley with Cao Cao and they rode out alone to meet him. Ma Chao was confident in his strength and secretly wanted to use the opportunity to capture Cao Cao, however, Cao Cao was accompanied by his bodyguard Xu Chu. Xu Chu's bravery was well-known, and Ma Chao suspected that Cao Cao's companion was Xu Chu, thus he asked: "I heard Lord Cao has a Tiger Marquis (虎侯), where would he be?" Cao Cao turned and pointed at Xu Chu.[11] Xu Chu glared angrily at Ma Chao and suddenly Ma Chao felt doubt and dared not make a move.

Cao Cao brought his main forces south across the Wei river. Ma Chao and Han Sui proposed they cede lands west of the Yellow river, but Cao Cao would not accept their terms. They sent multiple challenges for battle, but Cao Cao simply ignored them. Ma Chao asked again to cede land, even saying that he would send his sons as insurance. Cao Cao was going to refuse, but Jia Xu suggested he pretend to accept. Jia Xu then proposed a stratagem to sow dissension.[12]

Cao Cao agreed to parley with Han Sui alone. They talked but Cao Cao refused to discuss military matters and would only talk of mundane affairs. When Han Sui returned to the other warlords of Liang, Ma Chao asked him what they discussed. To which he replied: "Nothing worth repeating." And so the warlords of Liang grew suspicious of Han Sui. The following day, Cao Cao sent a message to Han Sui, but numerous characters had been struck out and replaced as though the letter had been altered. The suspicions of the other warlords grew further still.[13]

With dissension sown among the ranks, the Liang forces fell easily to an attack by the Wei forces. Ma Chao and Han Sui fled back into Liang province, Yang Qiu fled to Anding (安定), Cheng Yi and Li Kan were beheaded. Cao Cao pursued Yang Qiu to Anding and got his surrender before returning east. Yang Fu warned Cao Cao: "Ma Chao has the courage of Han Xin and Ying Bu, and he is popular with the Qiang and other barbarians. If the imperial army should leave before he is fully dealt with, then all the commanderies west of the Long Mountain[n 7] will fall from our control." When Cao Cao left, Ma Chao indeed returned.

Battle of Ji CityEdit

Most of the commanderies north of Mt. Long joined up with Ma Chao, only Hanyang (漢陽) commandery and Ji city (冀城)[n 8] opposed him.[14] Ma Chao then brought his forces to besiege Inspector of Liang province Wei Kang at Ji city. Zhang Lu of Hanzhong dispatched General Yang Ang to aid Ma Chao, together their forces totalled 10,000 against the 1,000 odd defenders.[15]

The city defence ran from the first month to the eighth with no sign of reinforcements. The defenders urgently wanted to send a messenger to Xiahou Yuan for assistance. In the dead of night, Yan Wen used to the river to covertly make his escape. However, Ma Chao's men noticed his tracks and hunted him down. Yan Wen was caught and brought back before Ma Chao.[16] Ma Chao wanted to Yan Wen to convince the defenders to surrender, so he treated him well. He undid his bonds and said to him: "The outcome of this siege is apparent. Ji is an isolated city with insufficient manpower to defend it and no hope of reinforcements. What justice is there in continuing? If you heed my words and speak to those within the city, this will turn destruction into salvation. Otherwise, today I will begin killing."[17]

Yan Wen pretended to agree, so Ma Chao brought him to the city walls to inform them that no relief was coming. Yan Wen shouted: "A great army will be here in no more than three days. Fight your hardest until it arrives."[18] The defenders were uplifted and all shouted: "10,000 years!"

Ma Chao was furious and demanded he recant his statement, but Yan Wen would say nothing.[19] The siege had been going on for months, so Ma Chao composed himself and gently tried to persuade him to recant. But Yan Wen replied: "If a man serves a lord, he can only die for him once. Now I am old, and you want me to say something disloyal?"[20] So Ma Chao killed him.

With the prospect of reinforcements looking bleak, Wei Kang and the Grand Administrator of Hanyang decided they should surrender. The gates of Ji were opened and Ma Chao's forces streamed in. Ma Chao arrested the leader of the defenders Yang Yue, and sent Yang Ang to behead Wei Kang and the Grand Administrator.[21] Ma Chao then gave himself the title of General Who Subdues the West, Governor of Bing province and the authority for all military affairs in Liang province.

As it turned out, Xiahou Yuan had heard news of the siege of Ji and led his forces to relieve the siege. But he was still 100 km away when the city fell. Ma Chao leads his forces against Xiahou Yuan's and there is a minor skirmish, but neither side can find an advantage so Xiahou Yuan withdraws, leaving Ji city to Ma Chao.[22]

In Oct. 213 A.D., A dozen former associates of Wei Kang conspired against Ma Chao in an attempt to oust him from Ji. Yang Fu met with Jiang Xu in Li city (歷城)[n 9] and had him raise forces then seize Lu city (鹵城). When Ma Chao heard that Yang Fu and Jiang Xu had rebelled against him, he led his forces from Ji to attack Lu. With Ma Chao's forces out of Ji, Liang Kuan and Zhao Qun sealed the city gates, released Yang Yue and proceeded to murder Ma Chao's wife and children.[23]

Ma Chao had lost Ji city and could not guarantee success at Lu city; he was now isolated and without a base. Ma Chao abandoned the attack on Lu city and raiding Li city, capturing Jiang Xu's mother. She cursed at him, saying: "Thou art a rebellious son who abandoned his father. A cruel brigand who murdered his lord. How can Heaven and Earth put up with thou for long? And unless thou die soon, how can thou face the sight of men?"[24] Ma Chao was furious, so he killed her.[25]

Yang Fu fought Ma Chao and suffered five wounds, yet survived. Seven of his clansmen were less fortunate, however. Ma Chao then fled south to Zhang Lu in Hanzhong.[26][27]

At the time of the events at Tong Pass, Cao Cao had Ma Chao's family as hostages. And as a result of Ma Chao's involvement at Tong Pass, Cao Cao had his family exterminated. Ma Chao's wife's brother, Zhong (种), had fled to Hanzhong when Ma Chao's forces were defeated in Liang province. When Zhong wished Ma Chao a happy new year, Ma Chao beat his chest till he spat blood and said: "Our family, 100 people, in one day met the same fate. How could we two celebrate?"[28]

Ma Chao sought to return north and reclaim Liang province, and probably seeking revenge on the side, and requested troops from Zhang Lu. Zhang Lu[29] gave Ma Chao some forces and he besieged the fortress at Mt. Qi. The defender, Jiang Xu, quickly requested reinforcements from Xiahou Yuan, who quickly mobilised his forces in support. Ma Chao sent several thousand tribesmen to block the Wei army advance, but the vanguard, led by Zhang He scattered Ma Chao's forces and he fled south.[30]

After arriving in Hanzhong, Zhang Lu had appointed Ma Chao Libationer and Expositor, and was planning to give his daughter to Ma Chao in marriage. But Zhang Lu's advisors said: "A man like this: if he feels no affection for his own parents, how can he care for others?"[31] So Zhang Lu gave up the idea. Zhang Lu's officer Yang Bai[n 10] and others wanted to do harm to Ma Chao so he stayed with a Di tribe in Wudu (武都).[32]

Service to Liu BeiEdit

By 214 A.D., Ma Chao had started to fall out of favour with Zhang Lu; Zhang Lu had supported him twice without it being recouped; Lu's officers disliked or distrusted him to such a degree that he no longer felt secure in Hanzhong. And to top it off, Ma Chao must've felt more at home among the Di tribe than with his own men because he abandoned them, or some portion of them, including Pang De[33] as well as his wife and son[34], to live with the Di tribe. So as it stood, Ma Chao wanted to leave Zhang Lu's service. He had heard Liu Bei had surrounded Liu Zhang at Chengdu (成都), so he sent Liu Bei a letter requesting that he may surrender to him. When Liu Bei received Ma Chao's offer of surrender, he was ecstatic and said: "I have Yi province!" and secretly supplied Ma Chao with troops.[35]

Ma Chao brought his troops below the north city walls, those within were shocked and frightened. In less than 10 days since he arrived, Chengdu had fallen and Liu Zhang was kowtowing before Liu Bei. Ma Chao was appointed as General Who Pacifies the West, with the duty of supervising Linju (臨沮), because he was a Village Marquis.[n 11]

In 219 A.D., when Liu Bei seized Hanzhong and appointed himself Prince of Hanzhong, Ma Chao was promoted to General of the Left and bestowed the Staff of Authority. In 221 A.D., he was promoted to General of Agile Cavalry, appointed as Governor of Liang province and enfeoffed as Marquis of Lixiang (斄鄉).

In 222 A.D., Ma Chao died at the age of 46. He was posthumously titles "Conquering" (威) Lord of Lixiang. His son Ma Cheng (馬承) succeeded him. Before he died, Ma Chao submitted a memorial to the throne, it read: "I once had over 200 clansmen, but Cao Cao executed them all. Only my cousin Ma Dai remains to carry on the family line. I entrust him to your Majesty. No more words are needed."




  • Ma Xiu (馬休) - Ma Chao's younger brother. Commandant of the Equipage. Executed by Cao Cao when Ma Chao rebelled.
  • Ma Tie (馬鐵) - Ma Xiu's younger brother. Commandant of Cavalry. Executed by Cao Cao when Ma Chao rebelled.


  • Unknown name - Styled Zishuo (子碩). County Commandant of Lan'gan (蘭干) in Tianshui. Married a Qiang woman.


  • Unknown name - Murdered by Liang Kuan and Zhao Jun in Ji.
  • Lady Dong - Abandoned by Ma Chao in Hanzhong. Cao Cao gives her to Yan Pu.


  • Ma Qin
  • Ma Cheng (馬承) - Inherits Ma Chao's titles.
  • Ma Qiu (馬秋) - Abandoned by Ma Chao in Hanzhong. Captured by Cao Cao and given to Zhang Lu, who kills him with his own hands.
  • Liu Li (Married to Lady Ma)


  • Lady Ma|Lady Ma - Married to Prince of Anping (安平) Liu Li.



  • Ma Yuan (馬援)

Art galleryEdit


  1. In the beginning of Jian'an reign (200 A.D.), the two were embroiled in serious conflict. Han Sui proved to be the better general and Ma Teng suffered the worse defeats; at one point Han Sui captured and killed Ma Teng's wife and several of their children. Zhong Yao was dispatched to act as a mediator.
  2. There is a slight difference between Ma Chao's SGZ and the Weilue in Ma Chao's bio. The SGZ says Ma Teng petitioned the court for a position in the capital; the Weilue and Zhang Ji's SGZ say he was summoned to the capital.
  3. At this time Cao Cao wanted to head south, and ideally wanted assurances to prevent attack from behind. Zhou Yu also notes this as one of Cao Cao's weaknesses in his southern campaign.
  4. Zhang Ji's SGZ states that Ma Teng was very reluctant and felt very pressured to come to the capital. However, Ma Teng didn't just come alone, he brought most of his clan (100 people according to Ma Chao in 214 A.D.) and only Ma Chao remained in Liang, this doesn't seem particularly reluctant behaviour.
  5. The Wei river flows west-east and the Yellow river flows north-south, they join west of Tong Pass and then flow east towards the sea.
  6. 'Ma' from Ma Chao also means 'horse'.
  7. The term used is Longshang (隴上), which should be taken to mean north of Mt. Long, the area west of the upper reaches of the Wei river.
  8. Ji city is the capital of Hanyang commandery
  9. Within Xi county of Hanyang commandery, to the south of Ji city.
  10. Rafe's TEP has Yang Ang, I'm not sure if Bai was simply another name for Yang Ang, but Bai is what's in Ma Chao's SGZ.
  11. It was probably also because he had strong ties with the northern tribes and during a northern invasion could garner support from the locals.

Fact vs. FictionEdit


  • ...Probably did not participate in Ma Teng's attack on Li Jue in 193 A.D. Although he was about 17 at the time, it was not mentioned in his SGZ bio.
  • ...Ma Teng was killed after the Battle of Tong Pass, not before.
  • ...Ma Chao did not come close to slaying Cao Cao at Tong Pass, Cao Cao severely outmanoeuvred the Liang forces.
  • ...Xu Chu did not strip down and duel Ma Chao.
  • ...Ma Chao did not cut of Han Sui's hand.
  • ...Ma Chao did not duel Zhang Fei at Jiameng Pass.


  1. 1.0 1.1 de Crespigny. A Biographical Dictionary of Later Han to the Three Kingdoms, biography of Ma Chao.
  2. SGZ: Biography of Zhong Yao.
  3. SGZ: Biography of Zhong Yao.
  4. SGZ: Biography of Pang De. Translation: Kongming's Archives
  5. SGZ: Biography of Zhang Ji.
  6. SGZ: Dian Lue, Biography of Ma Chao.
  7. SGZ: Biography of Xu Chu.
  8. SGZ: Biography of Cao Cao.
  9. SGZ: Tales of the Duke of Shanyang, Biography of Ma Chao.
  10. SGZ: Biography of Cao Cao.
  11. SGZ: Biography of Xu Chu.
  12. SGZ: Biography of Jia Xu.
  13. SGZ: Biography of Cao Cao.
  14. SGZ: Biography of Pang De.
  15. SGZ: Biography of Yang Fu.
  16. SGZ: Biography of Yang Fu.
  17. SGZ: Biography of Yan Wen.
  18. de Crespigny. Chapter 66 in To Establish Peace Vol 2, section H
  19. SGZ: Biography of Yan Wen.
  20. de Crespigny. Chapter 66 in To Establish Peace Vol 2, Jian'an 18, section H
  21. SGZ: Biography of Yang Fu.
  22. SGZ: Biography of Xiahou Yuan.
  23. SGZ: Biography of Yang Fu.
  24. de Crespigny. Chapter 66 in To Establish Peace Vol 2, Jian'an 18, section J
  25. SGZ: Biography of Yang Fu.
  26. SGZ: Biography of Yang Fu.
  27. SGZ: Biography of Pang De.
  28. SGZ: Dian Lue, Biography of Ma Chao.
  29. SGZ: Dian Lue, Biography of Ma Chao.
  30. SGZ: Biography of Xiahou Yuan.
  31. de Crespigny. Chapter 66 in To Establish Peace Vol 2, Jian'an 18, section K
  32. SGZ: Dian Lue, Biography of Ma Chao.
  33. SGZ: Biography of Pang De.
  34. SGZ: Dian Lue, Biography of Ma Chao.
  35. SGZ: Dian Lue, Biography of Ma Chao.


  • Chen Shou 陳壽 (233–297). Sanguo zhi 三國志 “Records of the Three Kingdoms”, with official commentary compiled by Pei Songzhi 裴松之 (372-451).
  • de Crespigny, Rafe. To Establish Peace. Vol. 1. Canberra: Faculty of Asian Studies, The Australian National University, 1996. 2 vols.
  • de Crespigny, Rafe. To Establish Peace. Vol. 2. Canberra: Faculty of Asian Studies, The Australian National University, 1996. 2 vols.