Abstract. The interaction of barotropic tides with LuzonStrait topography generates some of the world's largest internal solitary waves which eventually shoal and dissipate on the western side of the northern South China Sea. Twodimensional numerical simulations of the shoaling of a single internal solitary wave at the site of the Asian Seas International Acoustic Experiment (ASIAEX) have been undertaken in order to investigate the sensitivity of the shoaling process to the stratification and the underlying bathymetry and to explore the influence of rotation. The bulk of the simulations are inviscid; however, exploratory simulations using a vertical eddy-viscosity confined to a near bottom layer, along with a no-slip boundary condition, suggest that viscous effects may become important in water shallower than about 200 m. A shoaling solitary wave fissions into several waves. At depths of 200-300 m the front of the leading waves become nearly parallel to the bottom and develop a very steep back as has been observed. The leading waves are followed by waves of elevation (pedestals) that are conjugate to the waves of depression ahead and behind them. Horizontal resolutions of at least 50 m are required to simulate these well. Wave breaking was found to occur behind the second or third of the leading solitary waves, never at the back of the leading wave. Comparisons of the shoaling of waves started at depths of 1000 and 3000 m show significant differences and the shoaling waves can be significantly non-adiabatic even at depths greater than 2000 m. When waves reach a depth of 200 m, their amplitudes can be more than 50 % larger than the largest possible solitary wave at that depth. The shoaling behaviour is sensitive to the presence of small-scale features in the bathymetry: a 200 m high bump at 700 m depth can result in the generation of many mode-two waves and of higher mode waves. Sensitivity to the stratification is considered by using three stratifications based on summer observations. They primarily differ in the depth of the thermocline. The generation of mode-two waves and the behaviour of the waves in shallow water is sensitive to this depth. Rotation affects the shoaling waves by reducing the amplitude of the leading waves via the radiation of long trailing inertiagravity waves. The nonlinear-dispersive evolution of these inertia-gravity waves results in the formation of secondary mode-one wave packets.