The following pre-combat history of the 381st Bomb Group (H) was transcribed from microfilm by Gordon H. Wilkinson, 534 Bsq, and graciously offered for inclusion in The Flyer. His pains taking efforts are very much appreciated by the secretary, who has tried to transcribe some of the monthly Group Histories.

PRE-COMBAT HISTORY OF
THE 381st BOMB GROUP (H)
By Saul B. Schwartz, 1st Lt.,
AAF GP-381-Hi (Bomb)
Roll B0369: 1458-1484

1 January thru 22 June 1943

6789-68A 00086297

UNCLASSIFIED

FROM THE ARCHIVES OF THE AAF HISTORICAL OFFICE

Assigned to command was Lt Col Joseph J Nazzaro, originally of Brooklyn, NY, but now living in Santa Monica, California. A former West Point football star, the 29 year old flier had been CO of the 81st Squadron, 39th Bomb Group and then commanding officer of the 302nd Bomb Group. He received his orders on December 17, 1942 in Tucson, Arizona assigning him to the newly activated Group as of January 1, 1943. The order was dated December 1, 1942.

He proved the ideal man for the job. Poised, cool and painstaking, with hazel brown eyes capable of looking right through a man, he was a stickler for discipline and "a hound for training". An airman of substance, he had definite ideas concerning training and was determined to carry them out. Uncannily conversant with even the most minute details of the Group's affairs, he "had his nose in everything". Very little escaped his notice.

It was characteristic of the man that while the Group was in the process of creation he personally interviewed every new arrival. His most important question was: "Are you prepared to go into combat with us?" If the answer was "no", or if the Colonel thought the affirmative answer was forced, the interviewee was eased out.

For the nucleus of his new outfit, Col Nazzaro picked his own men. The original assignees were all members of either 39th or of the 302nd,--men he knew he could depend on. For his S-2 he selected Capt Linn S Kidd, of Brazil, Indiana, a veteran of the first world war, a man as painstaking as the commanding officer, universally liked, and equipped with the temperament, experience and personal dignity to command respect. His S-4 was youthful, energetic and resourceful Capt John C Goodrum, of Vicksburg, Mississippi, who had been a cadet in the 39th. Capt David E Kunkel, Jr, of Muskegon, Mississippi, a West Pointer highly regarded as a flyer, was his choice for S-3.

The originally selected enlisted men were Master Sergeants Edgar Kurner, a line chief who was commissioned a First Lieutenant at Pyote; Richard W Lathan, of the operations office; and James R Cota, of Communications.

Two officers were assigned to the group by higher headquarters while it was still in its earliest formative stage. They were 2nd Lts William R Dendy, who received his orders in the middle of December, and George H Kessel, whose orders, dated December 22, 1942, listed him as athletics officer.

The first man at Pyote was Lt Dendy. He arrived there on December 30, found nobody around yet, and took off for several days, seizing the golden opportunity of spending some time at his home at Wink, Texas, only a few miles away.

Kessel came along through Salt Lake City where he picked up a cadre of enlisted men and brought them with him to Pyote early in January. While he was at Salt Lake City, he underwent, as did every other assignee, the standard "overseas fitness test", a medical examination given in less than a minute by a man with a stethoscope and another with a flock of tongue depressors. It was said of the examination that "you didn't have to be alive to pass it. You might have stopped breathing but as long as you were still warm you were OK."

At his home in Tucson, Lt Col Mitchell, CO of the 39th, gave a farewell party for Col Nazzaro to which officers of the 39th and 302nd were invited. Among the guests was Major Bill Martin, now also a Group CO in ETO.

Col Joe and Captains Kidd, Kunkel and Goodrum left for Pyote at noon on January 1 by train. Arriving at El Paso about 3 o'clock in the morning, they found all the hotels full and, apparently, no sleeping quarters available anywhere. Capt Goodrum, who had friends in El Paso, was the only one of the three in position to get some sleep.

Exercising his rank for the first time, however, Col Joe was able to secure a room at a hotel. Nobody slept, not even Capt Goodrum. The four officers played poker and discussed their yet unseen station all through the night. At 10 o'clock the next morning they entrained for Pyote. The train was crowded. The officers struck up acquaintances with several of the passengers and every mention of Pyote brought howls of laughter from the listeners. Opposite Capt Kunkel was a youthful, hard-faced Texan who virtually adopted the army men. He turned out to be Lew Jenkins, former lightweight title-holder, then on his way home to Sweetwater, Texas. The train-ride was pleasant, but the gales of laughter every mention of Pyote evoked were disturbing to the man headed for that little-known place.

About an hour before the train was due to reach Pyote, Col Joe hopped off at one of the stations on the way, phoned the base, and ordered that transportation meet the train.

At length the Rattler stopped at what was apparently nowhere. A few frame shacks, a desolate bareness everywhere, were all that met the eyes. Expectant but dubious, the four hauled their bags off the train and found their transportation,-a two and one half ton truck waiting for them.

The Pyote Air Base had been in existence four months. Although most of the buildings had already been erected, few had yet been fitted up for use. Mud and dirt were everywhere. After Tucson, it was a virtually "the wilderness".

Introduced to the permanent base officers, Col Joe discovered that Major Murphy, the quartermaster, had a staff car. A little fast talking and Col Joe was in possession of the vehicle. The four officers of the new Group went to Monahans for a steak dinner. They spent the night in permanent officers' quarters, the only BOQ with heat and light.

The next day Col Joe had his conference with Major Clarence Hewitt, the base commander. The group head was shown over the station and selected the buildings he would need for his outfit. Because he arrived before the expected 19th BG, due back from service in the South Pacific, and the also expected 96th BG, due from Pocatello, Idaho, the 381st commander got his pick of the available quarters.

The three Master Sergeants arrived while the conference was in progress. As soon as the building selections were made known, Kurner, Cota and Lathan busied themselves in an attempt to get the structures ready for use, while Capt Kidd and Kunkel went on a "swiping" expedition for blankets and comforters and Capt Goodrum saw about getting the heat and light turned on.

The base had natural gas for its heaters. In general the arrangement was ideal, for there were sufficient heaters to keep the place warm and the dirty work of carrying coal and cleaning stoves was avoided. The only difficulties were the fact that, no infrequently, heavy trucks passing over the gas lines, would cut the supply until repairs could be made.

The honor of turning on the first gas heater went to Cota. He and Kurner had tentatively finished cleaning the first enlisted men's barracks and Cota knelt down to apply a match to the burner. Evidently the pilot light cock had been left open, for there was an accumulation of gas. The resultant explosion blew the doors off the heater and knocked Cota back on his hind quarters. He was singed a bit, but not hurt. He maintained a healthy respect for the burners for the remainder of his stay in Pyote.

The heat had not yet reached the newly-selected 381st BOQ. The officers slept under five blankets and two comforters each. It was cold and raw, and anything but comfortable.

The next day the advance parties of three of the squadron arrived. Capt Landon C Hendricks, of Matwean, West Virginia, came to Pyote at the head of the 533rd Squadron. With him was 2nd Lt John J Tutsock, who, at the time was acting supply officer, but who, some weeks later, became the adjutant, succeeding 2nd Lt George H Keesel, who had replaced 2nd Lt Thomas Tompkins, the original acting adjutant. There was also 2nd Lt Ernest Murray, Engineering officer, and 2nd Lt Kreidler, acting operations officer. The latter was replaced, however, two weeks later by Capt John H Hamilton, Jr, 2nd Lt Robert E Thayer was communications officer and 2nd Lt Russell was armament officer.

The enlisted men came in with T/Sgt Joseph Howard, Marshall Peavy and Ray Rutherford as the ranking non-coms and S/Sgt Joseph Hildahl acting as first sergeant.

The model crew consisted of 2nd Lt James Deeds, pilot; 2nd Lt Karl Franek, co-pilot; 2nd Lt Joseph Rothenberg, navigator; 2nd Lt Leo K English, bombardier; and the following crew members: S/Sgt Louis Smulowitz, S/Sgt Irwin Bohlandeer, S/Sgt James J Lintgen, S/Sgt Elwood Harris, S/Sgt Joseph J Kristopovich, and S/Sgt Christian Langolf.

2nd Lt Ernest E Murray, 14-year army veteran and B-17 expert, recently commissioned from the ranks, was transferred in as engineering officer on January 12, 1943.

The main cadre arrived on Jan 19, with Lt Kessel at its head. Of this group 111 were assigned to the 533rd and Lt Kessel became squadron adjutant.

The 534th was under the command of Capt Donald A Appert. With him were 2nd Lts James E O'Brien, the squadron adjutant, Guy G Gilchrist, communications officer; Paul H Stull, engineering officer, and Gerald Platz, Armament officer.

The enlisted men were headed by 1st Sgt John F Hartley. M/Sgt Percy E Casey was line chief, and S/Sgt Chanucey J Smith was communications boss.

The model crew was composed of Jack B Painter, pilot; Robert L Withers, co-pilot; Charles W Nevius, bombardier; 1st Lt James A Delano, navigator, and the following gunners: S/Sgt John L Kratzer, and Sgts Richard V Aute, Otto O Borgia, Walter R Cecil and Joseph W Bushevicz.

The 535th's advance party was led by Capt William W Ingenhutt, of Minneapolis, Minn., as commanding officer. Other officers were 1st Lt Arthur F Briggs, Operations; 1st Lt Leonard L Spivey, Navigator; 2nd Lt John M Stracotenko, Bombardier; 1st Lt Clayton R Greenwood, Engineering; 2nd Lt Walter L Ritchey, Communications, and 2nd Lt Richard L Tansey, Adjutant.

First Sergeant duties were assumed by Alfred H Thompson, and chief of the engineering department's mechanics and specialists was M/Sgt Andrew J Banas. The enlisted portion of the cadre included M/Sgt Banas, T/Sgts Albert G Purchase (communications) and John Raimo (engineering), five staff sergeants, 12 sergeants, six corporals, 13 privates first class and 17 privates.

The "model crew", first combat team in the squadron, consisted of 2nd Lt Melvin Feign, pilot, 2nd Lt George B Mcintosh, co-pilot; 2nd Lt Spivey, navigator; 2nd Lt Stracotenki, bombardier; S/Sgt Thomas R Moore, radio operator; Sgt Robert L Colborn, ball turret gunner; Sgt Charles G Dodge and Arthur L Everett, waist gunners, and Sgt Russell A Huebner, tail gunner.

The day after the advance parties and model crews arrived, just about everybody went off to El Paso for tactical studies at the Second Bomber Command School. Goodrum, Greenwood and Stull, the only officers left at Pyote, took charge of the weaning of the 381st.

While the combat school was in session, the boys left behind began the Herculean task of getting the group's part of the station in shape for use. The job looked impossible. The runways were overrun with jack rabbits and prairie dogs. Because Pyote was reported to be snake country, the men were not inclined to be eager about stepping into sagebrush on clean-up details.

There were no planes and no equipment. In a determined attempt to speed the arrival of line supplies, Capt Goodrum and Lt Greenwood flew to the San Antonio depot. When no help was forthcoming from that source Capt Goodrum hardly picked up the phone and put a call through to Brig. Gen. Walter Frank, head of Air Service Command at Patterson Field. The reply was dismaying. There would be no OEL equipment until the group moved into its third phase of training.

Returned to base, Goodrum and Greenwood, with Lt Stull, began the construction of wood maintenance stands and other necessities. The Station Air Corps Supply turned over what it could give, which was very little. Loans, sometimes without their knowledge, later were made by the 19th and the 96th.

Most of the building material and equipment were obtained through the simple process of stealing. During its stay in Pyote, the 381st earned an unequaled reputation for thievery. Despite the fact the legitimate supplies were long overdue and dismayingly scarce when they did arrive, it was the group's boast that it "never stood short".

The thievery was put on a virtually organized basis. The station theater was almost a month longer in building than the plan set forth, solely because the 381st raided it systematically day after day. Masonite and celotex disappeared from the pile in front of the structure with alarming regularity. And the station lumber stores took a severe beating. It was common practice for Lt Deny and another officer to arrive at the store once a day. While Dendy engaged the man in charge in conversation in the front of the office, the other officer would drive his truck up to the rear, load it with lumber, and make himself scarce in jig time. The store keeper was unquestionably on to the game but was apparently willing to play ball as long as he was not an open party to the thefts.

Thus the work of getting ready went forward. There were minor annoyances in the interim. Men working on the water system once got two pipe lines twisted, with the result that the hot water was hooked up to the latrines outside enlisted men's barracks. Two unsuspecting GI's, using the latrines during that period, were blown off their seats by the gush of steam that smashed into the bowls when they were flushed.

The day before the combat school men were due back, the group was notified that four of the B-17's on the ramp had been allocated to it. One was assigned to each squadron and on January 10, 1943, when the school group returned to base, the rudiments of operations were ready.

On January 11 Major Conway S Hall, of North Little Rock, Arkansas, who had just returned from combat duty in North Africa, where he had flown four (4) missions, arrived in Pyote. With him was "Spot" a mongrel Dalmatian, who became the group's first pet and mascot.

Sandy-haired, 24-year-old Major Hall was a stock five-feet-five. An A-1 flyer with actual combat experience, he fitted into the picture perfectly as operations officer.

The ungainly Spot quickly acquired the reputation of being the "world's dumbest dog". Major Hall had picked him up in Tucson where he had found the animal limping along the roadside with a thorn in his paw. The removal of the thorn made Spot his friend for life. When the youthful major got into the plane for transportation to Pyote, Spot jumped in right after him. It was impossible to get the dog out and he was finally allowed to remain. At Pyote he became a big time operator with the local bitches, and probabilities are he left his progeny scattered over all of that section of Texas.

The 13th of January was the date of the arrival of the 532nd's cadre from Ephrata, Washington. Capt John G Weibel was CO. With him were Lt Warren Dewlin, who later became group communications officer; Lt Andrew J Choray, squadron operations officer, and Lt Archie R Davidson, engineering officer. There were 55 enlisted men, headed by 1st Sgt John M Gosma. There was no model crew.

Capt Weibel stayed only four days. Capt Robert F Post, Jamestown, New York, from the 302nd who arrived January 15th, became the commanding officer. With Capt Post were Captains George G Shackley and John H Hamilton.

The group made another ten-strike the next day with the arrival of Major Leland G Fiegel, who earned fame as pilot of the "Mission-to-Moscow" plane. He became air executive.

The outstanding record won in both training and subsequent combat by the 381st traces back to the set-up of the operational command functions. The combination of Col Joe, Major Fiegel and Major Hall was perfect for training. Col Joe was the tactician, the man with a background of experience in the training field. Major Fiegel added a wealth of flying knowledge and Major Hall produced the balancing quality supplied by his experience in combat. Among the three a schedule was developed which can only be described as "grueling". It produced results.

The assignments brought about changes within the organization. Capt Kunkel, who had originally been the operations head, became commanding officer of the 534th, Capt Appert becoming assistant operations officer.

There was virtually no flying in January. There were only four ships, to begin with. And the air echelon consisted of little more than the model crews.

The time was spent in laying the groundwork for the future. It was no easy task. Thievery reached hitherto undreamed of heights as the squadrons vied with one another in a race to "get fixed up". Officers and men worked long hours every day, with almost no comforts. The heating system frequently was cut off, the water was normally ice cold, and the sleeping quarters were crowded and filled with dust.

Dust permeated the daily life. Most days the personnel wore respirators out of doors. The winds were so strong and so constant that all of the building had to be cabled to the earth. One which was not so secured was blown to pieces in short order about a week after the group reached Pyote.

The officers club, the movie and the Post Exchange had not yet begun to function. A man worked all day and went home to freeze most of the night. The officers stuck pretty close to the base. The enlisted men formed the habit of meandering into Pyote in the evening. The attractions were few. But one could get a steak at the "Aztec" for from two and a half to four dollars, or at the "Sunbeam" for a dollar and a quarter to two dollars.

Pyote was once an oil "boom town", population 18,000. Some of the buildings of the thriving metropolis were still standing, half a mile from the railroad station. But there was nobody in them. The town that once had 150 oil supply companies within its limits was a ghost city when the 381st arrived. With the exception of the few business shacks opposite the railroad station, virtually nothing was in use. Its population was estimated at "about 75".

Nor was there anything doing in the place. Just once, during the 381st's occupancy was there any sign of life. Sometime in the middle of January there was a street fight in which two Mexican laborers were the principals. One ran a knife into the other's stomach and there was a burial several days later.

Typical of the conditions of the town was the Post Office. There was just one wall standing. All of the glass had been knocked out in the course of years and it had never been replaced. The mail boxes were rickety and few were whole. An elderly woman presided over the institution in a fashion less than haphazard.

The influx of base personnel drove her to distraction. Men who entered her place of business to send money orders home swore it took her three quarters of an hour to fill out each blank.

As things became more stable and passes came into existence, the men began to find their way into surrounding towns. Monahans was about 14 miles away, and there was some activity there. But most officers and the majority of enlisted men spent their 24 hour passes at Odessa, 60 miles down the line. There were roadhouses in Odessa and a plenitude of women. Cross country buses (two a day) made the Odessa run, in addition to the trains.

Meanwhile, activity began on the station. The officers' club and the Post Exchange, the theater and the gymnasium came into being. Officers assert both the lounge and the mess at the club were of a superior quality. Compared with its surroundings, the club was a thing of beauty. The bar functioned until midnight and fortunate officers kept safe their bottles with the bartenders.

Drinks were procured by giving the bartender the assigned bottle number. The man behind the counter would haul out the designated bottle, pour a drink, and add the side of seltzer, water, coca cola or what have you.

Alas and alack, it became common practice for officers who had run out of liquor to mention to the bartender the number of somebody else's bottle. Sometimes they might even take a blind stab at a number, and, occasionally, they hit bingo with the bartender reaching over a virtually full bottle of one or another of the best-liked brands. Everybody liked that stunt except those whose bottles were tapped.

The lounge was open all the time. There were myriad card games and many of them were high stakes. One-armed bandits (slot machines, to you) lined the walls. There was a dance every Saturday night and women were imported, mainly from Odessa, for the shindigs.

Many of the officers brought their wives to Texas and established them in nearby Monahans or Wink or even Pecos, Texas. The women spent most of their evenings at the officers' club. Col Joe was eventually forced to issue orders that the wives would only be allowed on base twice a week, because their constant presence interfered with the training schedule.

Another important part of the station's life was the trailer colony, located not far from the main gate. Many of the civilians working on the base were housed there, including a number of attractive women. It was not uncommon, after the men learned their way around, for them to spend a not inconsiderable portion of their time at the trailers. In fact, several evenings many of the group's jeeps could be found parked there, a situation which drew down on the users the wrath of the commanding officer. No disciplinary action was taken, however, much to the relief of a large portion of the personnel.

In the dust of Pyote the men took their exercise playing volley ball and baseball. Col Joe was a frequent participator, and showed real diamond "class" at the short stop position. Squadron competitions were set up and the bickering went on apace. When the gymnasium began functioning, basketball was added to the conditioners, and, for while, it was impossible to get use of the floor, so popular was the game.

Tuesday was "gas mask day". All station personnel were under strict orders to carry the mask on that day of the week. At intervals somebody would initiate a gas mask drill. One such occurred as the 535th was lined up in class A uniform for a parade. The result was lamentable. From the mask carriers all sorts of odds and ends dropped to the ground. In several cases the wrappings had not yet been removed from the face pieces. Almost nobody got his mask on in anything like the required time and no small number of the men were still struggling to free their face pieces for donning when the order to remove the masks was given.

Lt William G Fullick, of Houston, Texas, who joined the group as group bombardier on January 30, 1943, was a gas mask conscientious objector.

There was a gas jeep on the base and on Tuesdays it would be loaded up with tear gas for nefarious purposes. Whenever it came upon a group of officers or men without their masks, it would pounce, flooding the spot with the lachrimator.

The most consistent victim was Fullick, who had asserted long and loudly he would never don the mask. The jeep caught him one day about a quarter of a mile from the mess hall toward which the bombardier was headed for his noon meal. Seeing his tormentor coming toward him, Fullick stood not on the order of his going but went at once. With the jeep in full cry on his tail, Houston's pride and joy sprinting for the safety of the mess. Eye witnesses assert he beat the jeep to the dinning hall. He arrived white with dust and purple with rage.

Their were other occasions, however, when he was neither as speedy nor so fortunate. It is reported he got most of his exercise racing the jeep over the alkali roads. It is a certainty that he managed to collect a prodigious amount of clothing dust.

All of the early days of preparation culminated in the group's first official training flight, a sea search mission with its base at Muroc, California. The 381st was one of three groups to participate.

In sharp contrast to the future, the group's contingent consisted of five aircraft, its entire line strength. Col Joe, Major Fiegel, Major Hall and the four squadron commanders with the model crews took part. Capt Kidd, as group intelligence officer, went with the advance party, led by Major Fiegel, to prepare for the group's first briefing and interrogation.

Taking off from Pyote, the formation headed for March Field, California, in accordance with the original flight plan. As the ships crossed the Sierras the weather thickened and Col Hall began to make an instrument let-down over the field. Circling during the let-down, Col Joe, Major Hall and Capt Post (who rode between the pilot and co-pilot seats), were not too happy because of the danger of running into a mountain in the soup. Fortunately, a change in orders was picked up just in time and Major Hall "poured on the coal" to take the formation to Muroc for the landing.

Bad as Pyote was, Muroc was worse. The place was cold and desolate and the only quarters that could be found for the crews were in a barn. Col Joe got a bed by an open window and, unaware that Col Hall's bunk contained two extra unused blankets, virtually froze to death before he donned his winter flying clothes for the remainder of the too-brief sleeping period. The gang went to bed at 2 AM and got up at 5 o'clock for briefing.

The flyers returned from the first search at noon and Capt Kidd conducted the Group's first interrogation in the mess hall. Everything was still new to everybody and a mass of unrelated and virtually useless information was forthcoming. The one untoward incident developed when a tail gunner in one of the Fortresses decided to test fire his guns on the search. A strong and bitter protest from the Navy resulted. It transpired that the bullets had just cleared a naval vessel which was also taking part in the maneuvers. The men on board the ship didn't like it.

The job finished, the five 381st aircraft returned to Pyote in a two-element formation. Col Joe led the first element, with Capt Hendricks and Ingenhutt flying his wing. Major Fiegel led the second, with Capt Appert as his wing man.

February 1, 1943 marked the arrival of the remainder of the original crews. Each squadron received five B-17's and phase training began in earnest.

Day after day the ships went up in the air where altitude, instruments and, particularly, formation flying were drilled into the pilots and crews.

The combination of Col Joe, Major Fiegel and Major Hall began to prove its worth. The group made a name for itself in training. The constant plugging at altitude and formation stood it in good stead when it finally got to combat.

Bombing and gunnery were not neglected. There were three bombing ranges set up in the wilds of Texas not far from Pyote and the boys at the bomb sights blasted them at every opportunity. There was a protest from the engineers who were setting up a shack on one of the ranges. It seems the bombardiers couldn't wait for the engineers to get out of the way before they began dropping explosives, and, at least once, the 65-pounders came dangerously close to the men on the ground.

There weren't too many bombs available for the 381st, not at the rate Col Joe was flying the boys, anyway. It began to be standard operating procedure to steal them from the other outfits on the base. The thing was done in a gentlemanly manner. Lt Dendy would wait until the 96th Bomb Group had its bombs all fused and lined up in the bomb trailer. Then he'd drive up with a jeep and hook the trailer up to take it over to the 381st area. It wasn't stealing technically. For he always promised faithfully to return an equal number "when we got our supplies". He never got them.

Ranges were set up around Pyote for the aerial gunners, also. But the boys got too much of their practice trying out their aims on the local cattle herds. They "got" a number of the beasts and there were a number of complaints from the owners.

Flying weather was excellent at Pyote and it was a rare day when the ships were grounded, There was one draw-back--the dust. The planes frequently encountered a sudden 40-mile gale which blew the sand up so high the air field was completely covered. On those occasions the ships had to go to El Paso to let down and land. It happened so frequently that Major Hall revolted and several times made landings at Pyote in swirls of sand against orders from the control tower. The sand clouds rose to 2,000 feet over the airport.

Along with the air training came the establishment of the ground schools. Most of the work in that field was done by the squadrons with group coordination. The airmen were taught aircraft recognition, briefing, and interrogation procedures, and the various allied subjects. Squadron officers handled most of the classes with group officers making the squadron rounds to teach their specialties.

Training conditions were primitive. The S-2 (intelligence) departments, under Capt Kidd, learned to improvise and its members became the best thieves on the base. Just about every detail in each of the intelligence officers on the base was manufactured by the department from stolen materials. The S-2 officers had to chip in to buy the tracing paper they used for overlays, so long were the supplies in coming.

They were weary months for everybody, but particularly for the air crews. Every spare moment they were not flying they put in ground school.

But the results were worth the effort. Toward the end of the training period, when most other groups were still new to both formation and altitude flights, the 381st outfit was able to put 36 planes in the air at a time, in excellent formation and at any flying height. These were things that proved invaluable in the early days of combat in the European Theater of Operation.

Yet, strangely enough, the training was not complete. That was no fault of the 381st organization heads. The difficulty lay in the fact that so much emphasis was, of necessity, placed upon South Pacific conditions. It was not until late in the stay at Pyote that Col Joe knew we were headed for England. When the group arrived in the ETO it was noticeable that training conditions underwent a complete change. Col Joe's insistence, in the States, on formation and altitude flying saved the outfit's bacon.

Through the month of February, crews and ground personnel continued to arrive. On February 9, 1943, Capt Leroy C Wilcox came from Tucson to take over the group adjutant's post. The staff was then complete, with Capt Wilcox, Capt Kidd, Major Hall and Capt Goodrum as S-1, S-2, S-3, and S-4, respectively.

The squadrons were now set up as follows:

Capt Robert F Post led the 532nd. His operations officer was 1st Lt Robert E Nelson. Capt Joe E Alexander, 2nd Lt Marvin D Lord, and 2nd Lt Jack H Owen were the flight commanders.

Capt Landon C Hendricks led the 533rd. Capt John H Hamilton was operations officer. The flight leaders were 1st Lts Robert L Withers, Martin Schrader, and John J Martin.

Capt David E Kunkel, Jr, headed the 534th. His operations officer was Capt George G Shackley. The flight leaders were 1st Lts Alan F Tucker, Weldon L Simpson and Reinhart M King.

Major William W Ingenhutt led the 535th. Capt Arthur F Briggs was his operations officer. The three flights were headed by 1st Lts Orlando H Koenig, Charles W Dowell and Marvin R Hecker.

1st Lt William G Fullick was group bombardier.

Capt Norman C MacKay was group navigator.

1st Lt Warren Dewlin was group communications officer.

1st Lt Gerald Platz was group armament officer.

The organization was completed March 5, 1943 with the arrival of Major William J Reed, of Fort Collins, Colorado, who had been base executive at Blythe, California. The tall, graying, 40 year-old officer became ground executive. A product of both the Adjutant General's School and the Command and Staff School, he had not only the background for the job, but possessed, also, the tact, the knowledge of human nature, and the ability to exercise authority judiciously which made him the perfect liaison between the commanding officer and the ground departments.

Throughout the month of February, the Group plugged away at its first phase training. Crew members learned the jobs they would be expected to perform in eventual combat. The B-17's flew hundreds of flights, most of them a plane at a time, or an element at a time. The gunners learned to know their guns. The pilots learned to fly the Fortresses in the style prescribed by Col Joe, and Major Fiegel and Hall. The pilots and bombardiers learned to work together as a team. Each group of ten men assigned to a Fortress learned, little by little, to work together as a crew.

Although the Group had now been in creation almost two months, its "first phase" was actually the month of February. The January days were reckoned as the organizational phase", and the 381st was the first group allowed four months for its combat training period..

On February 25th, with the accomplishment of a practice bombing mission at Wilcox Dry Lake, Arizona, the "first phase" was officially completed, authority for the advancement in second phase coming down from Second Air Force. Incidentally, Lt Fullick is reported to have set a new bombing-range record on the group training missions.

In second phase, the crews were taught the more difficult elements of combat flying. The flights were longer range. The emphasis was on formation, and on altitude flying.

Throughout this period, too,the crews learned to work by squadron. The flights featured squadron formation flying. The men flew day and night. The planes rarely remained on the ground long enough for servicing.

The ground crews performed miracles. How they did it with the dearth of supplies and the almost primitive equipment nobody will ever know. They improvised and stole. They worked day and night. And through it all they managed to keep their well-worn Fortresses operational 80 per cent of the time.

On March 12 Major General Davenport S Johnson, Commanding General of Second Air Force, made his first official visit to the station. A group review was held in his honor.

The next day the group accomplished successfully its first long range training mission. Sioux City was the terminus of the flight.

Capt Kidd received his promotion to Major on March 15, 1943. In the meantime the group's S-2 section had begun to take shape. Lts John H Esbebshade, assistant S-2; Francis G Hawkins, photographic officer; and George W Porter, photo interpretation officer, made up the group intelligence staff. 1st Lt Leonard Dodge was the 532nd S-2 and his staff consisted of Lts Seymour Caplan and George T Kelly. 2nd Lt Henry W Bonneau headed the 533rd's intelligence office with Martin L Healy and Jack Taylor as his assistants. 2nd Lt William Daily was the 534th's S-2 and Lts Ross Hanks and William Albibress his assistants. Capt Joseph M Murray was S-2 of the 535th. His assistants were Lts William E Kornemann and Saul Bolton Schwartz.

March 27th Capt Ingenhutt became a major. It was the first promotion of a squadron commander. The others were not made until the outfit came overseas.

Major Ingenhutt, by the way, was the "terror" of the base. Short, stocky and a fighter, he earned the reputation of a "tough CO". Boys on the line began to recognize his mannerisms. It was rumored that when he came tearing down the road with his hat on the back of his head somebody was about to catch hell. In anger his language was that of the lumber camps where he spent several years rather than that of the University of Minnesota, of which he was a graduate.

The group got its first decoration in March. Major Fiegel received the DFC at ceremonies held on the line. The award was in recognition of his work as pilot of the "Moscow Mission" plane.

Throughout the stay at Pyote, the group stood attention at various parades to see members of the 19th receive decorations they had earned in the South Pacific. It was hot and nobody likes to stand parades but the ceremonies, viewed as foretastes of the future, were not condemned. The famous 19th was, at the time, deemed worthy of its honors by the men of the 381st. It is interesting to observe that in later days there was considerable complaint among the crewmen because of the belief that medals were so much easier to win in the Pacific than in the ETO.

The training schedule throughout the month of March was an intricate affair because the teachers had to deal with both first and second phase crews. The old crews took second phase work. But the newcomers, who kept streaming in through February and early March, had to be given the preliminary work the others had already taken.

The phase ended with the end of March. On the 31st of the month, Col Joe flew to Pueblo to pave the way for his outfit's transfer to that base for its final training. The day before, Major Fiegel and Major Reed had become Lieutenant Colonels.

The end of March and the beginning of April were hectic days at Pyote. The squadrons packed frenziedly for the movement to the next station. There were regulations relating to the size of the boxes and the way they were to be built and each department tried to sneak into its allotment of box space as much of the stuff it had accumulated as it could fit in. There was much moaning and groaning because as many of the improvised implements and devices had to be left behind.

April 4, 1943 was moving day. Several of the air crews flew their ships to Pueblo, but most of the air echelon made the trip by train along with the ground men. The day (and it was a hot one) was spent loading the cars. Many of the officers in charge of the loading detail made innumerable trips from their squadron areas to the trains in jeeps throughout the day and when the time for departure came, left the vehicles sitting at the station.

The outfit left for Pueblo at 7 o'clock in the evening in two trains, under the command of Lt Col Reed. The first train, in which Col Reed rode, was in charge of 1st Lt Harry E Koch, the 532nd adjutant, and contained the headquarters squadron along with the 532bd and 533rd. The second train was under command of both 1st Lt James E O'Brien, and 1st Lt Richard L Tansey, adjutants of the 534th and 535th, respectively, The two trains traveled the 163 miles by different routes, the first going through El Paso, while the second made the trip by the east route. Two men were taken off the first train for illness. 1st Lt John E Radwick, a pilot, developed appendicitis and was dropped for treatment at Dalhart. Pfc Borland was taken off a little later in the journey.

The experiences aboard the train were similar for both parties. Most of the time was spent in reading and playing cards. The squadron mess outfits cooked and served the meals and did an excellent job in both cases.

The trains were enroute all of the next day and night. The second contingent arrived at Pueblo after midnight of the next day and spent the night on the train after a discussion between base officers and the train commanders with regard to what should be done. Some of the officers paid a surreptitious visit to town while the train was on the siding and came back about 4 AM somewhat the worse for wear. The rest slept.

The other contingent arrived at Pueblo at 7 AM. The men got their breakfast aboard the trains and then disembarked. On hand was the post band amd a sheaf of base officers. With the band at the head of the column, the outfit marched into its new station, performing the rather unfamiliar martial steps with some difficulty and no little beefing.

Pueblo was quite a bit different from Pyote. The base was no longer new and most of the main roads were well paved. Officers quarters were almost luxurious, with indoor showers and latrines and even central heating. The enlisted men fared as well.

There was an excellent Post Exchange, with good snack bar and beer parlor. It was possible to get hamburgers, cokes and malted milks at the snack bar. The movie was also in good shape. Jinx Falkenburg, the movie actress, made a personal appearance while we were on the base and several members of the outfit were photographed with her.

Pueblo was a reasonably good town, and many of the outfit's wives followed their husbands to the new station. The station was only a few miles out of town. There were almost always taxis at the main gate for those who wanted to make the trip in a hurry. A full taxi brought a total fare of a dollar and a half. There was a regular bus service, in a Hugh trailer type vehicle, for 10 cents a ride.

The officers' club, although not as elaborate as the one at Pyote, was good. Wives congregated there on certain nights. There was the usual Saturday night dance. One armed bandits were again in existence. And liquor was available for those who brought their bottles and left them with the bartenders. There were girl waitresses and some were not bad looking.

The mess was pretty good, too. In contrast to Pyote, however, an officer bought a meal ticket for the month and was allowed only three meals a day. He could have them either in the main dining room or in the sandwich shop. At first both feeding places kept open most of the day and part of the night. Things changed toward the end of our stay, however, and late comers to meals had difficulty in getting anything to eat.

The mess had several interesting characters. There was the tall, curly-hairdo black waiter with a Stepin Fetchit voice who carried a coffee pot. His cry was "A little heat, sir?" And there was the buxom young waitress who played the mandolin and guitar and she had stage aspirations. She worked the evening shift and usually gave concerts in the kitchen while serving meals.

Officers could get steak dinners for a dollar in the bar. They were good, too.

The town offered a host of advantages. The girls were "eager", in the GI vernacular. And there were a number of movie houses.

There were several hotels, among them the Whitman and Congress, which were the best, and the Vail (down in the other end of town) where most of the "shacking up" was accomplished. All three had drinking rooms attached. One could dance at the Whitman and Congress and one could drink at all three hotels until midnight. One did.

Among the details the officers drew was that of town Officer of the Day. The unfortunate selected was fitted out with a loaded pistol and with his two brother unfortunates spent the night walking the Pueblo streets. Normally nothing happened. But there was one night a base MP S/Sgt Fritchie, was stabbed by a black-man in a drinking room at the Vulcan Club.

The training schedule at Pueblo was strenuous. The day after the ground echelon arrived, new Flying Fortresses were made available, 41 of them. Each squadron was assigned ten aircraft. The Forts were equipped with the new forward-pointing nose gun. Many of them had new type brakes and 58 inch wheels.

The rigid twelve mission training flight schedule was set up and adhered to for the third phase program. The flights were planned to simulate missions as they would take place over Germany. Dual maps were plotted in the intelligence offices, the courses showing the actual routes flown, and the routes that would have been flown had the mission taken place in combat. The briefings and interrogations were as complete as they would normally be in the ETO.

The emphasis was on formation, altitude and instrument flying. The grueling schedule taught the crews to work as a group in the air, and the training period welded the outfit into the best combination of formation fliers in the States.

With the ships flying day and night, the line crews worked constantly to keep the ships in condition. It was indicative of the high standard set by the group that not a single serious accident occurred throughout the training period.

It was now reasonably apparent, even to those not in the know, that we were headed for the European Theater, The simulated missions were plotted over Germany to begin with. Then the ground school work concentrated on Europe. For example, the recognition instructors dropped the Japanese planes entirely and limited themselves to the aircraft likely to be encountered over Germany.

Throughout the final days at Pyote and the days at Pueblo, the members of the 381st got their final leaves. Out of the goodness of its heart, Second Air Force granted each man six days of furlough or leave. Theoretically, those men who would be forced to travel more than 1,000 miles were told it might be possible to get extensions of a "a couple days" by wiring back to the station from home.

It was rough for the boys who had far to go. Those who went to New York or there-about, found it took two days to get there and at least two days to get back. A man was lucky if he managed to be home for two days.

Besides, the trains were hopelessly crowded, and normally they were hopelessly late. Many were the "chewing" and punishments handed out to those benighted souls who returned late from their final trips home.

Also Pueblo, three unassigned and unheralded members joined the outfit. All three were dogs--Meatball, Spaghetti and Nick. The first two were litter mates, while Nick was strictly a lone wolf until he became a one-man dog, the property of Sergeant Andrew J Duffy, of Philadelphia, a mechanic.

Meatball, low-slung, long-wheelbased lady, throve under the care of a messhall kingpin, S/Sgt Mike Ratica, of Brownsville, PA. Spaghetti became attached to 1st Lt William G Fullick, of Houston, Texas, group bombardier.

Shortly before the outfit left for overseas, Spaghetti went AWOL. Meatball and Nick, however, went to war, the former traveling under special orders and with the sanction of squadron commander Capt Post, Nick making it, on the QT, aboard the "Queen Elizabeth."

In the middle of the third phase training, April 11, 1943, Col Joe led a "mission" to drop leaflets on Denver, Colorado in conjunction with the War Bond campaign then in progress.

On April 21 came the final training flight. It was a "monster" sea search mission with its base at Hammer Field, California. Major Kidd was then on his leave wherefore Capt Murray became the group S-2 for the operation.

The group was at full strength for the 5-day affair. In the course of the five days the entire outfit, with ground men and S-2 officers, made the trip to Fresno and back, and took part in three missions from there.

It was the most ambitious air-sea maneuver yet tried in the States. At one time there were more than 199 bombers in addition to escorting fighters, over San Francisco, a display which made the front pages in that City.

With Col Joe personally leading the group forces, the organization displayed the soundness of its training and the high caliber of its personnel. Throughout the 3 missions the 381st was the only group able to fly formation and to fly it in heavy weather. Throughout the three missions all of the 381st ships took part in each one with never an abortion.

There were a few mishaps. To give the crews necessary experience, each ship's personnel had to load its own bombs. The planes were loaded with a 500 pound bomb on one side and practice bombs on the other. The practice bombs were to be dropped on a sled target hauled by a naval vessel; the 500 pounders were not to be dropped. They were carried because of the possibility that enemy vessels might be in the vicinity of the sea search mission area.

Early in the bombing the sled target disappeared. The bombardiers in the rear echelons couldn't find it. When the ships returned from the mission it was found that one 500-pound was missing. Who dropped it was not discovered. But evidently he had socked the target on the nose with it.

Also, in the interrogation after one of the searches, several crews reported having seen a freighter enroute to San Francisco. The freighter arrived in San Francisco and complained that it had been fired upon by B-17's. The Fortresses gunners had been given permission to test fire their guns in clear waters and none would admit having come any where the freighter. The Navy wasn't satisfied, however, and another interrogation of the crews known to have been near the freighter was made. Nobody knew much. And no disciplinary action was taken.

In the flights over San Francisco and Los Angeles the ground searchlight defenses were brought into action and the airmen got their first taste of flying bracketed in cones of light. It wasn't pleasant.

In between missions the airmen tasted some of the pleasures of Fresno. It was done on the quiet; theoretically nobody was allowed off base. But it was done well. Capt Shackley arrived for one of the missions with a bursting head. He was hopeful that he wouldn't be forced to fly. Capt Kunkel, his CO, didn't see it that way, however. Strangely enough, up in the air the head cleared, and Capt Shackley said later he enjoyed the flight.

In the last weeks at Pueblo somebody got the wind up about the lack of exercise for the ground men. A program of physical training was set up involving everybody and many ground personnel went to bed in the evening with muscles stiff and sore.

That wasn't the worst of it. The medical men were getting a bit worried about this time because so many of the men had not yet completed their courses of "shots".

Capt Milton Bland and Capt Louis Ralston, of the 535th and 533rd squadrons, respectively, formed the habit of standing at the head of the chow line. As soon as they spotted a man who was short in his shots, they pulled him out of line and sent him to the dispensary. He didn't eat until he got his stabbing.

Capt Wymer had another idea. He awakened his recalcitrant at midnight and shipped them down to the dispensary. They couldn't go to bed until they had received their doses.

Pueblo was the scene of the group's one serious accident. A ground crewman, standing in front of a ball turret while it was being serviced, was killed when a gun went off.

The last days in Pueblo were hectic ones again. Equipment was checked thoroughly and once again the packing began. The men whose wives were in town sneaked off post at every opportunity to take advantage of their last hours together in what was to prove a long time.

And on May 2, 1943 the movement overseas began.

Col Reed, Major Kidd, Major Ingenhutt and Lt Dewlin left Pueblo for Atlantic City to make up the first advance overseas party. The same day, Capt Goodrum and Lt Dendy left for the Port of Embarkation, New York, to process overseas with the advance ground echelon.

May 4, 1943 the first Fortress of the air echelon left Pueblo on its way over. Col Joe was pilot; Col Hall, co-pilot; Capt MacKay, navigator; Lt Fullick, bombardier; Lt Warren G Berning, weather officer; and M/Sgt Russell Faust, S/Sgt Halston B Randall, S/Sgt Phil Costanzo and Sgt Randall G Nichols were the others aboard. There was another crew member listed. He was "Spot", Col Hall's ungainly pet.

The plane was officially nameless. But on one side, where Col Joe sat, was the legend "PeeDee". On the other, near Col Hall's position, "PeeWee" was painted. The point of the second name was clear, Col Hall's lack of physical stature being obvious. The reason for "PeeDee" remained a military secret. The names were painted on at the order of Capt Post who got one of his men out to the plane secretly one night, shortly before the take-off, with a bucket of paint and a brush.

The two Colonels arrived at Salina, Kansas, the same day and were followed over the course of the next two days by the remainder of the crews in the group. At Salina modifications were made to the aircraft, principally the addition of an E5 valve to the bomb bay tanks.

Taking off from Pueblo, Lt Lord lost one of the wheels of his

landing gear. The Fortress zoomed up into the air while the rubber-tired wheel went rolling merrily down the end of the runway. The Air Forces were not minded to waste time. Lt Lord was directed to crash land the bomber, but neither at Pueblo nor at Salina. The order sent him to Oklahoma City for the landing, for the repair depot was there and it was simpler to bring the damaged aircraft directly to the place where it must be fixed. Capt Post followed Lt Lord to Oklahoma City and picked up the pilot and crew to bring them to Salina.

In the now-it-can-be-told department, reposes the tale of the runaway wheel. Strangely enough, although it was seen on its solitary trip down the runway, it disappeared from sight of man thereafter. More strange, still, is the fact that it eventually turned up in the ETO.

There was nothing supernatural about it, however, On-the-ball-mechanics from the 534th squadron chased the wheel down, quietly added it to their own equipment, and brought it over to England. Rumors are that base personnel at Pueblo hunted for it for days.

At Salina, where the crews remained an average of 14 days, the planes and men received their quotas of the very latest in flying equipment. Everything the Air Forces had, of the very latest in design and in development, was handed out to them. In the meantime, the airmen had a pretty good time. They were not too closely confined, and there were several reasonably good places to go.

May 12, 1943, the advance echelon, Col Reed, Major Kidd, Major Ingenhutt and Lt Dewlin, arrived at Prestwick, Scotland, having made the trip abroad in a C-54.

May 15, the air echelon started overseas with the departure from Salina of Col Joe's plane. The flight over was normally made in stages, depending on the weather. Most of the ships went first to Selfridge Field, Michigan; then to Bangor, Maine, and then to Gander, Newfoundland, whence the hop overseas began. Many of the pilots seized upon the weather as an excuse to set down near their respective homes. Higher-ups were not too strict.

In general the trip from Salina to Gander took two to three days. The average time for the crossing was 14 hours. The planes landed at Prestwick, Scotland, and proceeded then to Bovington.

All of the aircraft made the trip over safely. Three, however, were "sweated out". The last man in was Lt Disbrow of the 535th who was reported "in the drink" several times. It developed, however, that he had merely been delayed in take-off by weather and mechanical difficulties.

Col Joe arrived at Prestwick at 0900 on May 18, 1943.

May 20th he reached Bovington and, with the remainder of the Group, embarked upon a general orientation course on British flying procedures.

Meanwhile, back in the States, the ground echelon was moving. As a preliminary to the movement, Capt Wilcox was made a Major, and was placed in charge of the exodus. The movement orders emanating from Second Air Force Headquarters, were dated April 24, 1943. The special orders from the Pueblo Army Air Base were numbered "128" and were dated May 8, 1943.

Four trains, one for each squadron, left Pueblo on May 9th and 10th, headed for Camp Kilmer, New Jersey, the final staging area.

The men were in Class A's and packed full field equipment, helmets and rifles. The same deal was handed out to officers.

The train rides lasted from two to three days, depending on the routes followed. One of the trains went by way of Canada. Another went through Nebraska. Two made the trip direct, through Ohio and Pennsylvania.

May 12th the ground echelon reached Camp Kilmer.

Here the squadron and personnel equipment got its final check and received its final equipment for the journey overseas. The camp was immense. Aside from its size there was little to commend it. The food was about the worst the group had yet encountered. Many officers and men lived on egg sandwiches and hamburgers served at the various PX stores located all around the base.

Censorship began here. Strangely enough, although the movement had been secret and the men had been strictly enjoined to refrain from talking, not a few of the relatives turned up in the vicinity. S-2 officers became censors and other assistant censors were appointed from the respective squadrons.

Daily exercise was a feature of the stay at Kilmer. Morning set-up exercises were prescribed and, in addition, the men were taken on hikes, and were put through the various commando courses, with the officers.

All in all, it was not too bad, however. Passes were allowed every other day, and it was less than a couple of hours to New York City. For many of the men it was the first visit to the Nation's metropolis and long were the letters and tall the stories they wrote home.

Came a day when passes were suspended and when telephone or telegraph communications was banned. The group was alerted for its overseas hop.

The men packed two barracks bags. One went forward by truck. The other was carried. Officers sent their footlockers and other luggage ahead, retaining one bag.

May 26 the outfit moved. Everybody was in Class A's; everybody carried that one bag (packed full and heavy as hell); and everybody was loaded down with full field equipment, including arms.

It rained pitchforks. But it was a good show, nevertheless. A group of Senators, Congressmen and brass hats were at the railroad station to see the men off. Train after train was loaded full and dispatched.

The journey was a short one,--to the Bayonne ferry. In the heavy downpour, the officers and men struggled to load themselves and their heavy baggage aboard the ferry.

Waiting at the 44th Street Pier was the Queen Elizabeth. And aboard it baggage was loaded, through the course of that day, with others following aboard the next morning.

The major difficulty at the pier was that of getting "Nick" aboard the boat. Several times he tried to take the run up the gangplank, only to be shooed away by unsympathetic transportation officials. Finally he was carried aboard under an overcoat carried across a GI's arm, and, at his master's order, hid himself under a berth..

The mighty Elizabeth was well-packed.

Eighteen second lieutenants occupied a stateroom originally intended for one or two. The berths ran in three tiers to cover almost every available inch of space in each room. There was barely room for each man to get his luggage into the room with himself.

The enlisted men fared even worse. There were just twice as many men as there were berths and the men took turns sleeping on the various enclosed decks, occupying a state-room berth one night and a blanket on deck the next.

There was a PX aboard where cigarettes were sold for a nickel a pack. There was a lounge for the officers where card games were in progress almost every hour of the day.

There was no escort for the Elizabeth. Blackout regulations were strictly observed. It was, therefore, hot as hell in every enclosed space aboard, and cold as the very dickens out on deck.

Among the 16,000 aboard was a detachment of nurses, just about the only women on the boat. Outnumbered hundreds to one, the nurses had a wonderful time. The experience foreshadowed pictures eventually to appear at the ETO station. A woman, regardless of what she looked like, or what she did, was so much a novelty that she never lacked for squires.

Meals aboard the Elizabeth were served only twice a day, but they were adequate. And the food was excellent.

The trip was uneventful, although there were anxious moments. It was rumored one evening that the Hugh ship had been turning most of the day to get away from a submarine. The next day somebody started a story that the Germans claimed they had sunk the Elizabeth. The rumor-mongers said the claim had been made on a German broadcast.

The most wearying part of the trip were the boat drills, which took place every day, generally shortly after noon. The scenes of confusion as the thousands of men passed up and down the various stairways beggar description. To the inexperienced observer it seemed unlikely that anybody would be able to get off the Elizabeth if she were struck by a torpedo.

"Nick" was discovered one day by an officer who was inspecting the staterooms. There was an order that any pet discovered aboard ship was to be immediately thrown overboard. The 381st prepared to fight for its own. It developed, however, that the lieutenant colonel in charge of the watch was OK. He declared the animal officially "destroyed" and quietly enjoined "Nick's" keepers to make certain the dog was well hidden in the future.

Reasonably calm weather prevailed throughout the early days of the crossing. Men marveled at the fact that so few got seasick.

But, about two days before the vessel reached port, the picture changed violently. Angry seas tossed the mighty Elizabeth about as if she were a fishing smack. She rocked and rolled throughout the course of one complete night, sometimes seemingly standing on end. The hospital bay filled immediately. At least half the men wound up with seasickness.

The morning meal the next day saw only a few hardy souls on deck, and at least half a dozen of those present had to make hurried exits from the officers' mess during the course of the breakfast. Kippers on the table for the meal caused most of the havoc. Even those who stuck it out looked decidedly green before they left the tables.

Each man aboard received a present from the Red Cross. The gifts were little bags containing sewing kits, books, some candy, gum and other odds and ends.

The crossing took five days,--indicative of the speed of the Elizabeth and proof that the sea queen needed no escort to get safely across.

Early on the morning of June 1st we sighted the coast of Scotland. We sailed through the Firth of Clyde and on a bright, sunny afternoon, we dropped anchor in the harbor of Gourock. Clouds of gulls flew over the harbor and beautiful little Scotch villages hemmed the coastline.

All through the rest of the day tenders kept drawing up to the Elizabeth taking off the men. The 381st remained aboard. Officers scurried around below decks locating empty staterooms to make certain all members of the outfit would be enable to get at least one good night's sleep before disembarking.

On deck the men kidded with the tender crews, dropped them cigarettes and chewing gum and threw food to the gulls. Nobody had been very much worried throughout the crossing but everybody was tickled pink to be near land.

Hours passed while hundreds of GI's lining the railings of the towering liner watched the first and luckiest of their fellows trickle across the gangway joining the "Elizabeth" and the pigmy ferry used to transport them to the shore. There was literally nothing to do other than watch the craft in the harbor, exchange comments on the new landscape and continue the favorite pastime of littering the decks of the innumerable boats clustered abound the Elizabeth with everything--literally--from magazines to money

It was during this idle spell, when uppermost wish in every officer's and enlisted man's mind was the wish that he might get the hell ashore, that the rowdiest incident of the debarkation occurred.

Chivalry being not entirely dead, it came the turn of the aforementioned nurses to leave the transport ahead of at least 90 percent of the other troops. Their departure was accompanied by a festive touch, a last good-bye to those who had afforded some of the brighter moments of a dreary crossing.

As the blue-capped lieutenants took their place on the smaller vessel and turned looking upward, to wave their farewell to the tiers of brown-clad boys above them, the balloons descended, beautifully timed, from the hands of inspired geniuses, anonymous to this day.

Down they came floating on the gentle highland breezes--nearly a dozen hastily inflated, swiftly tied and officially approved "beetleskins."

It was not until late the next afternoon that the first contingent of the 381st was unloaded. In full pack and carrying the heavy bags, the men waited aboard the tender (which docked right at the railroad station, for hours until they were entrained). A group of Australian RAAF flying sergeants were on the tender, and money exchanges were made, men of the 381st getting their introduction of half-crowns, florins, shillings, and pence's.

A band at the railroad station played mainly martial music during the wait, as brass hats in staff cars floated up and down the railroad siding. Scottish women served tea. Some of the more enterprising officers, equipped with English money, got into the station canteen and came out with platters of sandwiches, most of them with cheese or sausage fillers.

At length, between 6:30 and 7 o'clock, the contingent was loaded aboard a train and started on its journey southward. It was our first glimpse of British railroad equipment and it was hours before the men finished marveling at the comparatively small size of the coaches and the goods wagons.

The train went through Glasgow and then across Scotland to Edinburgh, moving southward thereafter along the East coast. Nobody thought of doing anything but looking out the windows. Observations were interesting. The girls in Scotland, even through the countryside, were of a high average in pulchritude. Many a man determined then and there that if he ever got time off, he was coming to Scotland to have a look around.

On a trestle over Edinburgh the train stopped for a short while, giving fortunate men in some of the coaches a close-up of an Edinburgh street. As we watched, an English sailor and a buxom girl came along and stood on a street corner waiting for a bus. The boys were cheering and shouting out the windows of the train and the sailor kept looking up at us with a wide grin on his face.

His bus came along while we were still stymied. The sailor handed his girl friend up the steps, turned around toward the train, pointed at the girl, and gave us a long, slow-motion wink, grinned once more, stepped on the bus, and was gone.

As we rolled through the English countryside it grew darker and darker, although the twilight persisted until well after 10 o'clock. Towards midnight we began to pass through sleeping, black-out English towns, where not a person was stirring and not a light was showing. The entire country seemed evacuated.

We rode the rest of the night. Early the next morning after breakfast gleaned mainly from the C rations each man packed, the train began nearing our eventual destination. And at about 8 o'clock we pulled in at Great Yeldham station. Trucks were waiting. We detrained, were loaded into the trucks, and were brought to the mud hole that was to be our permanent station in England.

We were the first American outfit to occupy it. Previously it had been an RAF Sterling base and it was still under RAF management, with Squadron Leader Charles Dawson in charge.

June 6, 1943, Colonel Joe arrived at Ridgewell and he was followed by the rest of the air echelon, which had been receiving orientation training at Bovington.

Although the railroad station was Great Yeldham, the base was at Ridgewell, about a mile and a half up the road. It was in the County of Essex and lay very close to the Suffolk County Border. The nearest large city was Cambridge, a matter of 27 miles away.

Great Yeldham, with a population of about 600 was the nearest village. Trains for London (the trip varied from 2 and a half to 4 hours) left three times a day.

The early weeks were spent in cleaning up the base and preparing for operations. The outfit embarked on its first mission on June 22, 1943. Its target was Antwerp.