Marines in World War II Commemorative Series
Planning for the Philippines
Marine Artillery Arrives
Problems on Leyte
Full-Scale Operations
Phase Two: Luzon Dive Bombers
After Manila
Plans for the Southern Islands
Close Support for Guerillas
Close Air Support for the Army
Corsair Action
Phase Three: Mindanao
Turning Point
Major General Ralph J. Mitchell
Colonel Clayton C. Jerome
Lieutenant Colonel Keith B. McCutcheon
Special Subjects
VMF(N)-541 Commended
MAG-12 Squadrons Commended
Marine Aircraft Group Twelve Commendation
Marine Aircraft Group Twenty-Four Commendation
Marine Aircraft Group Thirty-Two Commendation
Marine Aircraft Groups Zamboanga
Marine Aircraft in the Philippines

. . . AND A FEW MARINES: Marines in the Liberation of the Philippines
by Captain John C. Chapin, USMCR (Ret)

Full-Scale Operations

And so it was that those first Marine planes flew in on 3 December. These Corsairs were soon augmented to re-form MAG 12 with its original four full fighter squadrons under the command of Colonel William A. Willis: VMF 115, -211, -218, and -313. They went right to work. U.S. naval convoys had to be protected against enemy air attacks; fighter-bomber strikes had to be directed on Japanese shipping and ground installations; ground support missions had to be flown for the Army infantry on Leyte; and, perhaps most vital of all, there had to be interdiction of the Japanese reinforcements pouring into the western ports of Leyte.

Working with the P-38 Lockheed Lightning and P-40 Curtiss Warhawk AAF planes, the Marines quickly were again in head-to-head combat with the famous Japanese fighter, the "Zero" (officially called the "Zeke"), as well as a variety of other enemy planes comprising the First Combined Air Force of both Japanese Army and Navy planes, commanded by Vice Admiral Shigeru Fukudome. The Corsair, with its 365-knot top speed and six .50-caliber machine guns, proved to be still as formidable as it had been in the Solomons. The Hellcats, with their speed, special radar equipment, and intensive night combat experience at Peleliu, proved equally effective.

The assigned missions of air cover for friendly forces, as well as attacks on enemy troops, ships, and airfields were not the primary mission Marine pilots of MAG-12 had trained so hard for: close air support of ground troops.

Nevertheless, along with the AAF fighters, they focused on the priority task of shutting down the flood of Japanese reinforcements flooding into the port of Ormoc. For five crucial days, from 7 to 11 December, above the bay it was the scene of a fierce aerial struggle, with swirling dogfights and bombing runs on enemy ships. When those days ended, so did Japanese reinforcement efforts.

There were major differences in the tactics of the Marine F4Us and the P-40s of the AAF. One of the American bombing attacks was described by Captain Rolfe F. Blanchard of VMF-115:

. . . When the ships were sighted (there was a broken layer of cumulus between 6-7,000 feet) the Army started peeling off in groups of two and three planes and dove from 10,000 to about 5,000, released bombs and pulled back through the overcast. They accomplished nothing except to make interesting splashes in the water and wake up the Japs. AA [anti aircraft fire] immediately became very intense. As the last Army bombs were falling, our Corsairs were in position and coming in fast and low. The Japs never saw us coming until we started to shoot (we received no fire until past the screening destroyers) . . . .

A total of six hits were scored in masthead runs on two troop ships which sank, and there was a near miss which slightly damaged one destroyer in the attack. Second Lieutenant Michael A. Gudor shot down a "Zeke" and then was jumped by two more. He described the action as follows:

. . . I tailed in on my Zeke, fast overtaking him. At approximately 100 yards, I was 10 degrees or so off the dead astern position and put a burst of .50 cal. through the engine and brought it back through the cockpit. The Zeke smoked, suddenly moved down, and spiraled into the sea . . . .

Two Zekes at the same altitude turned towards me, so I turned into them for the book says, "In a head-on run, a Jap plane will either turn aside or blow up." Evidently this Jap hadn't read the book for he kept coming. We were closing fast, prop to prop. All my six .50 cal. guns were going and pieces were flying off the Zeke's cowling. At the last possible instant I nosed my Corsair violently down. The Zeke passed over and sheared off half the rudder and left stabilizer . . . .

In this desperate crisis, Gudor dove his plane for the ocean. At a speed of 400 knots it vibrated so badly he was afraid it would disintegrate. In addition, the oil pressure sank to zero and his propeller froze. Finally, at an altitude of 800 feet, he was able to level his plane and bail out. All through the night he floated in his life raft and watched the Japanese convoy burn. About 1700 the next day a "beautiful" Navy seaplane rescued him.

And so it went in a busy December for the Marine Corsair pilots. They covered U.S. shipping and the Army landings on the large island of Mindoro. They encountered miserable, overcrowded conditions at Tacloban Field, with a steady dose of bad weather, low ceilings, and very poor visibility. There were operational accidents, such as a plane failing on takeoff and then crashing into a jeep, an ambulance, and a truck at the base, with fires and deaths resulting.

In spite of these problems, the Corsairs flew a full schedule of missions against enemy installations in Japanese-occupied towns on Leyte.

MAG-12 got good news late in December. A new airstrip had just been finished near Tacloban at Tanauan. The Corsairs were then able to move to less crowded conditions and better landing surfaces there.

VMF-212 was one of those busy squadrons. It had had a glorious earlier history at Guadalcanal. There, one of nine Marine aces, its commanding officer, Lieutenant Colonel Harold W. "Indian Joe" Bauer, had been posthumously awarded a Medal of Honor. Now the squadron's varied missions ranged from Mindoro to the Sulu Sea, from Luzon to the Visayan Sea, from Leyte Gulf to the islands of Cebu and Negros.

With all this MAG-12 action, there was a steady toll of Marine planes shot down, pilots lost, and afterwards rescued. In some cases, there were bizarre experiences. First Lieutenant R. M. Robinson was shot down by fire from a "friendly" PT boat, and then picked up safely by the same boat. Another, Second Lieutenant Walter D. Bean, had a series of memorable episodes after he was wounded and shot down on 11 December. In his official report he later recalled:

. . . I gave up the leaking Mae West [life preserver] and all my clothing; every article seemed to drag me down [in the ocean] and exhaust me further. Not being an exceptional swimmer, the situation became less hopeful. Luck smiled upon me though, for after another 45 minutes of floating and paddling in the raw I spotted a large log bobbing temptingly. Distance and time were exaggerated twofold before I reached and clutched its welcome support.

Semi-conscious that night, carried in random directions by the ocean currents, seeing Japanese destroyers and AAF P-38s, now famished for food and suffering cramps, the pilot stuck it out until he spotted 10 small fishing boats headed for him. After almost an hour, all of the boats except one turned away. After still another 45 minutes, the last little boat approached and circled him cautiously. His closely cropped blond hair, when they were within calling distance, led them to show further caution. Was he German or American, they shouted? Once in the boat, he lost consciousness.

There ensued a kaleidoscope of being carried ashore and then sleeping, eating, a native doctor, and discovering he was on a small island near the big island of Cebu. Bean continued his story with a description of being taken to the nearby village:

[I was] given the best of food and care. The more wealthy citizens of the town gave me clothes, shoes, soap, toothbrush and all the incidentals I needed. I had been the first American to be seen by these natives since the beginning of the war. Everyone wanted to know when the Americans were going to liberate Cebu . . . . The natives had matches and chocolate bars, sent in by MacArthur in 1942 by submarine, which had emblazoned on the covers and wrappers, "I Shall Return."

While there, Bean was royally treated by the Filipino natives for several days, but his overriding goal was to get back to his squadron. Accordingly, he dictated frequent messages which went out through the guerrilla grapevine. Three days after he had been picked up, two natives in a fishing boat contacted a PT boat. Informed of the rescue of a downed pilot and given instructions as to where to pick him up, the PT skipper suspected that it was a Japanese trick and decided not venture into a possible trap.


Two years after its Philippine operations, the Hellcat squadron received the Army's Distinguished Unit Citation, the only Marine aviation unit to be so honored during the war:

The Marine Night Fighter Squadron 541 is cited for extraordinary performance of duty in action against the enemy at Leyte, Philippine Islands, from 3 to 15 December 1944. During a critical period in the fight for the control of the Philippine Islands, the pilots and ground crews of this unit signally distinguished themselves by the intrepidity and unyielding determination with which they overcame exceptionally adverse weather conditions and operational difficulties engendered by lack of facilities and incomplete radar directional coverage.

Their superb airmanship and daring resourcefulness displayed in outstanding night patrol and interception work, which forestalled destruction of airfield facilities, and in the completeness of cover provided for numerous vital convoys and Patrol Torpedo boat patrols, effectively thwarted enemy attempts to prevent consolidation and further expansion of the foothold gained by United States forces in the Philippines.

Achieving a record unparalleled at that time, the unit, composed of but 15 aircraft and 22 pilots, flew 136 sorties totaling 298.6 combat hours, destroyed 18 enemy aircraft in aerial combat without unit loss or damage, and on numerous occasions pitted consummate skill and accuracy against overwhelming numerically superior enemy strength. The extraordinary performance of the air and ground personnel of the Marine Fighter Squadron 541 in overcoming the greatest of aerial hazards and maintenance difficulties reflects the highest credit on themselves and the military service of the United States.

Dwight D. Eisenhower
Chief of Staff

A day later Bean departed with one native in a sail boat for Leyte Island, a trip of about 50 nautical miles. The trip went smoothly, and they arrived on Leyte. Bean concluded his tale:

After spending the night with an Army artillery unit, I concluded my journey, first on an LSM [Landing Ship, Medium] and, finally, the last leg in an Army colonel's motor launch. It was almost nightfall on 20 December that I arrived in VMF-218's camp area at Tacloban, weary, nervous, and quite run down from loss of weight.

By the end of December MAG 12 suffered nine pilots killed and 34 planes lost, but it had racked up a remarkable record against the Japanese, despite some severely limiting factors. As a component of the Fifth Army Air Force, missions were assigned in a cumbersome procedure which required requests to go all the way up to Sixth Army. The official Marine Corps history of World War II lists other limitations:

At no time during the Leyte operation did MAG-12 ever receive an assignment commensurate with its capabilities of giving close air support to ground troops. The [Marine] Joint Assault Signal Companies, equipped with air-ground signal communication facilities, were not used for direct air-ground control. Pilots were briefed on their missions prior to takeoff and targets assigned on the day preceding the air strike. Once the flight be came airborne, no further control was exercised from the ground.

Despite these shortcomings, the group had flown 264 missions; destroyed more than 40 enemy planes; sunk seven destroyers, nine cargo ships, and three troop transports; and damaged at least 11 more ships in less than a month. No wonder the Japanese had come to call the Corsairs "Whistling Death."

Meanwhile, the Hellcats of VMF(N)-541 were equally occupied during December with dawn and dusk patrols which brought them their share of 'kills.' At times, these patrols were dispatched during daylight hours at the direct request of the Fifth Air Force, even though the Marines' intensive training and actual practice on Peleliu had been for night time operations. The Hellcats chalked up 11 kills in one day (12 December) during the fierce battles over Ormoc Bay. When flying protective cover, they never allowed an enemy hit on an American ship under their care.

One impressive individual record was made by Technical Sergeant John W. Andre. He had previously served two years as an airplane mechanic, earned his wings as a Naval Aviation Pilot (NAP), and was one of the Marine enlisted pilots flying in the Pacific in December 1944.

On 22 December, having shot down two planes in the preceding two weeks, he was on patrol near the north end of Leyte. When he saw two Japanese planes, he dropped down to take a look. The two enemy planes saw him and quickly headed north. He immediately followed them for about 70 or 80 miles staying around 2,000 feet behind them. It was now getting dark, however, and he soon lost sight of them.

Colonel Clayton C. Jerome

Colonel Clayton C. Jerome

Originally chief of staff of the 1st Marine Aircraft Wing under Major General Ralph J. Mitchell in the Solomons, Jerome moved up to take charge, as a colonel, of Marine aviation operations in the Philippines. For his superior leadership during the Luzon campaign, the Army awarded him a Legion of Merit (to add to two previous ones).

Later, as commander of the 1st Marine Aircraft Wing in Korea, the Air Force awarded him his fourth Legion of Merit, as well as a Distinguished Service Medal. His last billet was Commanding General, Aircraft, Fleet Marine Force, Pacific.

Retired as a lieutenant general in 1958, Jerome died in 1978.

His earlier career had prepared him well for such a notable record. He was born in 1901, graduated from the U.S. Naval Academy, and was commissioned in 1922. He saw prewar duty in China and eight different Latin American countries before his two tours in the Pacific.

An Army general who knew him well noted his "forceful personality, quiet dignity and appearance, thorough professional knowledge, and unusual sense of cooperation.

By now Andre was over Luzon, and he saw a few lights below that looked like they were on a runway. Suddenly, one of the Japanese planes appeared again. The pilot had his wing lights on and was circling to land. Andre later described what happened next:

Just as I was pulling in position to get a burst at him, I saw the second plane coming in from about a mile away so I got behind the second Jap. I opened up on the second Zero just as he was making his turn approaching the field. He crashed and exploded on the field. I kept on and got the first Zero just 50 or 60 feet off the ground.

He nosed over and exploded, and I kept on down the runway strafing. The Japs were throwing a lot of tracer up from small stuff. I pulled over and came back strafing the other side of the runway. There was one big explosion and two small ones. I think they were probably a gas truck and two planes.

Andre wasn't through. At the end of the strip he did a wingover and came back down the other side. Small fires started and there was another big explosion. All in all he made six strafing runs on the field. On the last one his motor cut out for a minute and that convinced him to get out of there and head for home.

By the end of December 1944, the Army considered that Leyte was effectively in its control, and the campaign to recapture the Philippines shifted into a second phase. At this time, VMF(N)-541 was released to return on 11 January 1945 to Peleliu. Its record spoke for itself: Despite an over crowded airfield as a base, bad weather flying conditions, unac customed Fifth Air Force control methods, in just over a month it had chalked up 924 combat hours, 22 planes shot down, and 5 more destroyed on the ground. Two years later the squadron received the Army's Distinguished Unit Citation, the only Marine aviation unit to be so honored during the war.

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Commemorative Series produced by the Marine Corps History and Museums Division