By the end of the first day's fighting, the 165th had established a firm foothold on Butaritari. The 1st Battalion held the entire area from Red Beach and Red Beach 2 to the west tank barrier, except for a small pocket contained by C Company northwest of the barrier. The 2nd Battalion held the center of the island from Yellow Beach to the west tank barrier and across the island to the ocean. The 3rd Battalion assembled southwest of one of Butaritari's freshwater lakes after its relief by the 1st Battalion and dug in there for the night.

As planned, all three batteries of the 105th Field Artillery were in position on Ukiangong Point and had fired their 105mm howitzers in support of the 2nd Battalion. Total American casualties for the first day were 25 killed and 62 wounded. The Japanese lost 50 dead and 41 wounded.

As the sun went down, the attack was halted by order of General Ralph Smith, who had come ashore at 1800 to establish the 27th Division headquarters in the 165th Regiment's command post. The troops dug in for the night, anticipating a Japanese attack.

For the Americans, the first night on Butaritari was a long one. The Japanese kept up sniper fire, set off firecrackers to draw American fire, and called out in garbled English. Green troops, nervous in their first battle, peppered away indiscriminately at unseen targets, wasting ammunition and drawing Japanese fire.

The worst such incident happened after daybreak when a soldier from A Company, 152nd Engineers, ran along the lagoon shore shouting, 'There's a hundred and fifty Japs in the trees!' Hearing this, many soldiers began shooting wildly into the trees. The engineer then admitted that he had not seen any Japanese but had only heard firing. It took direct orders from officers to make the men cease firing. As the Army history of the Makin operation put it, 'The harassing tactics of the enemy were to this extent effective.'

When the sun rose over Makin on the morning of November 21, 1943, the Americans faced the problems of eliminating the Japanese pocket near the west tank barrier, clearing the approaches to Yellow Beach, where the Japanese were supposed to have occupied two partially sunken vessels near On Chong's Wharf, and securing the rest of Butaritari.

Starting at 0818, while the landing craft stayed clear, airstrikes were made on the hulks. They were also shelled by 75mm sponson guns on the M-3 Lees. Some of the shells overshot the vessels and fell into the lagoon near the landing craft. In late afternoon, a 16-man detail headed out to the hulks in two amtracs to eliminate any Japanese on them. They found no Japanese on the hulks, and the landing craft began unloading on Yellow Beach again.

The 1st Battalion's troops were also clearing the pocket northwest of the west tank barrier. The heaviest fighting took place in a coconut grove in the middle of the island, where a group of Japanese fired on a platoon mopping up a former stronghold. Four Stuart tanks assisted the infantry by spraying the treetops with .30-caliber machine-gun fire and 37mm canister shells. The four tanks had been firing for five minutes when a Navy dive bomber, its pilot mistaking the west tank barrier for the Japanese-held east tank barrier, dropped a 2,000-pound bomb near them.

The tank officer in charge, 1st Lt. Edward J. Gallagher, was killed along with two enlisted men, and several others were injured. When the Stuart crews recovered from the shock and concussion, the Japanese had gone. The action at the west tank barrier was over, and no more trouble with Japanese stragglers in that area was encountered.

The 165th shifted its full attention to securing the remainder of Butaritari Island. The main action began at 1110, when 2nd Battalion's E and G companies, a detail of Marines from the V Corps amphibious reconnaissance company, Detachment Z of the 105th Infantry and 10 Lee tanks moved into eastern Butaritari after attacks by carrier-based planes on Japanese positions were completed.

The troops and tanks advanced slowly but steadily through the vegetation, averaging three yards a minute. A few snipers were encountered, but they did not delay the advance. 'On the second day we did not allow sniper fire to deter us,' 1st Sgt. Thomas E. Valentine of E Company later said. 'We had already found that snipers were used more as a nuisance than an obstacle….We learned that by taking cover and moving rapidly from one concealment to another we could minimize the threat. Moreover, we knew that our reserves would get them if we could not.'

Between noon and 1400, the three companies and their supporting tanks passed through the most heavily defended area on Butaritari, encountering machine guns, barbed wire and emplacements made of coconut palm logs that resisted even direct 75mm gunfire. The American infantry had no room to maneuver on long, narrow Butaritari and had to slug its way forward on a front barely 300 yards wide in places. Jammed into a narrow area, the troops could not call on naval gunfire or even their own field artillery's 105s on Ukiangong Point. The fighting was bunker to bunker, pillbox to pillbox.

Tank and infantry coordination, while still hampered by poor communications and lack of coordinated training, was improving. Infantry would point out enemy positions to the supporting Lee tanks, cover the tanks as they moved in for close-range fire with their sponson-mounted 75mm and turret-mounted 37mm guns, and mop up the positions once the tanks moved forward.

While the tanks supported the infantry during 2nd Battalion's advance, most Japanese emplacements were destroyed by squads of engineers and infantry working together. Riflemen and BAR (Browning Automatic Rifle) men would surround a Japanese bunker and fire at the entrances, keeping the defenders inside pinned down. The engineers would move up with charges of TNT attached to poles, which they would shove inside the bunker and detonate, destroying the bunker. With this slow, steady advance, the 2nd Battalion had pushed 1,000 yards east of Yellow Beach by 1700.

Irked by the 27th Division's 'infuriatingly slow' advance, General Holland Smith went ashore on the afternoon of November 21 to see what was the matter. Knowing about the savage fighting his Marines were encountering on nearby Tarawa Atoll, at one point Smith suggested to Admiral Turner that the 165th's 3rd Battalion be sent to Tarawa to help his Marines. Turner rejected that idea, which added to 'Howlin' Mad' Smith's irritation at the 27th Division's slow progress. He was eager to get to Tarawa, where the real trouble was.

Despite his chagrin, Smith toured the Butaritari landing beaches and other areas on the island. After finishing his tour, Smith radioed Turner: 'Enemy losses heavy, own slight. Consider situation in hand.' At the end of the fighting on November 21, the 27th Division had lost 18 killed and 15 wounded. Ahead lay the east tank barrier.

Shortly after the day's fighting ended, Colonel McDonough's 2nd Battalion, which had done most of the fighting in the advance from Yellow Beach, was ordered into reserve by General Ralph Smith. Lieutenant Colonel Joseph Hart's 3rd Battalion would relieve the 2nd at daybreak and attack eastward.

At 0600 on November 22, the 3rd Battalion moved along Butaritari's highway toward the area held by 2nd Battalion, while artillery on Ukiangong Point shelled the east tank barrier, firing almost 900 rounds by 0800. By then the 3rd Battalion had taken over the positions vacated by the 2nd Battalion's troops. When the artillery barrage lifted, the tanks and infantry moved toward the barrier. By 0945, 3rd Battalion had reached the east tank barrier, and the artillery resumed firing while the troops waited for the shelling to lift.

While the 3rd Battalion continued its attack, Colonel Hart sent a special detachment of two reinforced rifle platoons, a section of light machine guns and a heavy
machine-gun platoon in six amtracs to a point on Butaritari's north shore to cut off the Japanese retreat. The detachment arrived around noon, landed without opposition and set up a defensive line across the island. As they came ashore, the troops encountered 10 natives who told them that the remaining Japanese were fleeing across eastern Butaritari toward nearby Kuma Island.

The Japanese move played right into Ralph Smith's hands. A detachment from the 105th Infantry crossed Makin lagoon in 10 amtracs and landed without opposition near the village of Keuea, a mile from Kuma's southwestern tip. The soldiers were greeted by friendly natives 'with such gusto,' historian Samuel Eliot Morison observed, 'that the troops gave them a joy ride; a fleet of LVTs filled with laughing Gilbertese offered comic relief to a tedious operation.' More important, the Japanese on Butaritari were cut off.

Meanwhile, the 3rd Battalion's tanks and infantry moved through the east tank barrier. Although stronger than the west tank barrier, this obstacle had been abandoned during the night. Only a few dead Japanese, killed by the bombardment, were found. After passing through the barrier, 3rd Battalion's troops pushed eastward without pause. The 3rd Battalion reached the barricade at 1330 without encountering opposition. The Japanese had slipped eastward before the blocking detachment had arrived.

After a short rest, the 3rd Battalion moved 1,200 yards forward before stopping at 1645 to dig in for the night. The day's activities had been easy, except for the heat and tangled growth with which the troops had to cope; Japanese resistance beyond the tank barrier had been minimal. By nightfall, the 3rd Battalion was dug in across Butaritari in a line 300 yards long. The men dug shallow foxholes or built barricades of coconut logs in front of their positions. Few officers or men believed there was much danger from the remaining Japanese.

Shortly after dark, however, the Japanese attacked the 3rd Battalion's perimeter. 'Many of us had the idea there were no Japs left,' an officer later said. 'When the firing began, I didn't believe it was the real thing.'

There was no organized attack such as the 27th Division would encounter eight months later at Saipan. This was a series of uncoordinated small-unit attacks. The night was broken by firefights, infiltrations and individual attacks on the American positions. Under the cover of darkness, the Japanese tried every trick in the book. In one instance, a group of Japanese followed some natives passing through American lines, imitating baby cries as they came. A GI machine-gunner recognized the ruse and opened fire, killing 10 Japanese.

The Japanese threw firecrackers and began a tom-tom-like beating to unnerve the Americans; taunts and threats were shouted, and individual soldiers were called by name. A few Japanese under the influence of sake yelled or sang.

The Americans fought off each attack, most of which fell on a few machine-gun and heavy-weapons positions along the front. A few Japanese tried to escape over the reef from Butaritari to Kuma Island but were cut down as they tried to cross.

When daylight came on November 23, 1943, 51 Japanese dead were found in front of the American guns, representing the bulk of the remaining Japanese garrison on Butaritari. All that remained was to secure the rest of the island.

The American attack resumed at 0715, with the 3rd Battalion's I Company leading the advance and riding on the five Stuart and 16 Lee tanks spearheading the drive, and with Companies K and L on each flank. By 1030, the 3rd Battalion's advance elements had reached the eastern tip of Butaritari, and organized resistance was declared ended. Only a few Japanese, mostly labor troops and airmen, were encountered and quickly silenced.

An hour later, General Ralph Smith radioed Admiral Turner: 'Makin taken.' In the battle to seize Makin, the 27th Division lost 66 soldiers killed and 152 wounded. Japanese casualties were 550 men killed and 105 prisoners of war, all but one of whom all but one were labor troops.

When the fighting was over, the 1st and 2nd battalions of the 165th Infantry boarded transports, leaving the 3rd Battalion and other supporting units on Makin to protect Colonel Clessen H. Tenney's garrison force, which arrived the next day. The remaining troops, along with survivors from the escort carrier Liscombe Bay, which had been sunk off Makin, were aboard the transports and ready to sail at noon on November 24. After a delay caused by reports of Japanese aircraft in the vicinity, the convoy shoved off for the shores of Oahu. The capture of Makin was history.

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This article was written by William B. Allmon and originally appeared in the November 1999 issue of World War II magazine. For more great articles subscribe to World War II magazine today!

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