The rise of India as a major Asian power is a significant geopolitical process of our times. While India’s growing economic heft is undoubtedly true, it is also a partial and an ahistorical reading. On the one hand, it assumes that the institutional sinews of power flow automatically from economic growth. On the other hand, it overlooks the longer trajectory of India's rise going back to the decade preceding independence – an arc of historical evolution that marks out India from many other post-colonial states. This article identifies India’s participation in the second World War as the starting point of its ‘long rise’ as an Asian power. In analyzing the military transformations that India underwent during the war, it focuses on the institutional dimension of these changes and considers the longer-term changes wrought by the war in the composition of the army, the logistical and support infrastructure, and the emergence of an indigenous military industrial base. Taken together, the article argues, these changes positioned India as a potential regional military power even before it emerged as an independent actor in the international system.