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B-24 Liberator of 494th Bombardment Group departs Yontan Airfield.

Replacement: B-24s Over Okinawa

By Kenny Kemp
3/31/2016 • World War II Magazine

VOICES OUTSIDE his tent woke Second Lieutenant Omer Kemp. By habit, he reached under the pillow for his .45, stood, and pulled back the tent flap. On the moonlit sloping path, instead of Japanese infiltrators, Americans were walking with parachute harnesses slung over their shoulders.

It was before dawn on August 1, 1945, at Yontan Airfield at Okinawa’s midsection. Until the Americans seized the field four months earlier in the Battle of Okinawa, the Japanese had called the base Kita Airfield. Now Yontan was 7th Army Air Force headquarters and home to many units, including Kemp’s—the 494th Bombardment Group, which flew Consolidated B-24 Liberator heavy bombers. Since late 1944, the 494th had alternated between working for General Douglas MacArthur pounding the Philippines and for Admiral Chester Nimitz softening up the Carolines and Marianas. Now the group was attacking Japan itself on a daily basis, taking the war 500 miles north to the home islands of Honshu and Kyushu and cities like Matsuyama and Nagasaki.

“Hey, Omer,” said someone.

“Hey, Elmer,” said Kemp, recognizing a friend’s voice. “Where to?”

“You think they’d tell me?” Elmer Gladson said.

“Well, good luck anyway,” said Kemp. Gladson, like Kemp a pilot and captain of a replacement crew, nodded and continued down the muddy track. At the foot of the low hill, sarcastically known as “The Ritz” among the officers who lived in tents there, a transport idled. Men were climbing into the truck’s bed and onto facing plywood benches. Kemp let the tent flap fall and again lay on his cot.

Another day, another mission, but not for Omer Kemp. He and his boys—Crew 23A—were replacements, the second round of airmen to join the 494th. Their job was to relieve senior crews going home after finishing 40 missions. Late arrivals like Kemp and Gladson also needed 40 to head stateside. They were just as eager to fly, but command was handing out missions mainly to veteran fliers, who had an additional reason to want to be homeward bound: the more deeply the Allies penetrated Japanese airspace, the fiercer the Japanese defenses. In its first four weeks attacking Honshu and Kyushu, the 494th had lost two bombers a week, compared with two or three a month over the Philippines and the Palaus. And the losses were only going to get worse.

Kemp, 21, was dark-haired and stocky; at Hoover High in San Diego he had played tackle. He joined the 494th in the Palaus on New Year’s Day 1945, ready to do battle, but over the next five months flew only 14 missions. “I’ll probably be over here forever,” he told his folks in a letter. In May, news came that the 494th would be moving to Okinawa. Omer hoped that meant more missions for his crew, but headquarters sent Crew 23A to Hawaii for rest and recuperation, after which they were to report to Okinawa.

Arriving at Yontan in late July, Kemp scanned the mission list. Not only was he not on the roster, but while he had been on R&R his pal Elmer Gladson, who had logged even fewer missions than he, had gotten his spot in the rotation. In his tent, Kemp stared into the darkness. It was the fourth quarter, the score was tied, the Japs were on their heels, the clock was running out. And here he sat, benched.

OMER Kemp was my father. When I was growing up, he often spoke of the war. “But I saw it from 15,000 feet,” he would say. Upon his death, I inherited dozens of boxes filled with his orders, letters, photos, manuals, logbooks, pay stubs, uniforms, and equipment. As I inventoried this trove I kept finding references to this tale—in letters home, in tape recordings Dad made in the 1970s, and in his unit’s history, which includes recollections by men who were present that day. In 2013, Jack Berger—Dad’s bombardier and the last surviving member of Crew 23A—recounted the saga for me personally. It was a defining story for my father, and became one for me.

DAWN CAME. Kemp stood near one of the horseshoe-shaped cement tombs Okinawans had built into a hill overlooking what was now Yontan’s immense triangle of runways. Below, on hardstands, ground crews were pulling props on two dozen Liberators. Pratt & Whitney radials coughed to life, pouring smoke. Kemp easily spotted Gladson’s ship; Superchick stood alongside Kemp’s plane, Rover Boy’s Baby.

As the truck deposited the enlisted men at Superchick’s nose, copilot Ray Sturm waved everyone over to where he, Gladson, and the other two officers stood. The day’s destination was Nagasaki, Sturm said, passing around a reconnaissance photo of a harbor crowded with enemy naval vessels. Antiaircraft defenses at Nagasaki were known to be light and inaccurate and so the mission would likely be a milk run: fly, deliver the goods, return. There would be no need to salvo—jettison bombs off-target because a mission had been aborted—which erased a crew’s credit for that trip. Salvoes were only for emergencies.

Of the Nagasaki mission’s 48 planes, Gladson’s three-bomber flight was “Tail-End Charlie”—last aloft. George Pfeiffer led the way down the runway in The Early Bird. Frank Tomczak followed in Crash Kids. Gladson advanced the throttles and Superchick bumped across the Marston mats and into the air.

At altitude, engineer and crew chief Harry Fisler ordered an armament check. A Liberator had 10 .50-caliber machine guns, and all crewmembers except pilots had gunnery duty. Radioman Norm Ragsdale checked his frequencies and the battery in the light gun, a portable semaphore used for emergency ship-to-ship communication. Once he had test-fired his twin .50s, top gunner Joe Busbey dropped into
the compartment that Ragsdale and Fisler shared behind the cockpit, then scooted aft down a narrow catwalk through the bomb bay to join the gunners in the waist.

In his compartment, forward of the pilots, navigator Chuck Schafer raised his sextant into the Plexiglas astrodome. The lead navigator plotted the entire formation’s course, but Schafer always took his own sightings just in case. Word had come—unencoded, and on a frequency the enemy monitored—that a runway crash on Ie Shima, a small island off Okinawa’s northwest coast, would delay their P-47 Thunderbolt fighter escorts. This was bad news. Unescorted Liberators were sitting ducks.

Leading the flight in The Early Bird, George Pfeiffer was having mechanical trouble. Shortly after take-off, his number-four engine had begun coughing and sputtering, costing him speed. During the first two hours of their flight, his trio of planes gradually fell behind the other half of their element, trailing the formation as a whole. This worried Pfeiffer. In recent weeks, Japanese pilots had started staying high to avoid American bombers’ machine guns. From above they dropped phosphorus incendiaries that burned through B-24s’ canvas control surfaces and aluminum skin, downing many aircraft. Pfeiffer scanned the overcast sky, relieved to see the formation orbiting the rendezvous at Yakushima, the exposed tip of a drowned volcano 160 miles south of Nagasaki. He raised The Early Bird’s nose to gain altitude so he could dive and catch the others over Yakushima, but that balky engine made the climb slow going.

Tomczak, piloting Crash Kids, was flying off Pfeiffer’s left wing. In Superchick, Gladson was hugging Pfeiffer’s right wing, but as the outside ship on the last element—“coffin corner,” crews called it—Superchick was exposed. Gladson told Dale Hoaglan, the tail gunner, and Busbey, the top gunner, to keep a weather eye. When Busbey did not respond, Gladson turned and saw the gunner was not in his turret. He sent Fisler aft to get Busbey into his position.

As Pfeiffer finally began his descent, his number-four engine quit with a bang, causing the aircraft to lurch right. For safety’s sake, Pfeiffer feathered that prop, turning its now-motionless blades into the wind, and continued descending. Following in Superchick, Gladson pushed his yoke forward. The three ships headed down toward the 40 other Liberators circling Yakushima.

“Japs!” copilot Ray Sturm shouted. “Twelve o’clock high!”

Out of the clouds appeared two specks, diving at Superchick. Gladson could not evade; the bomber formation was too tight. None of Superchick’s gunners was firing. A moment later, half the B-24’s windscreen was gone. Sturm saw red and lost consciousness.

To Fisler, in the waist, the attack sounded like friendly fire. He stared down at Busbey, whose neck was gushing blood. The right waist man, Ray Neuendorf, was screaming and clutching an ankle. The ship suddenly went into a steep, nearly vertical dive. To keep from falling, Fisler grabbed one of the metal ribs along the wall of the fuselage.

The dive jerked tail gunner Hoaglan backward out of his turret. Shrapnel had caught him in the left leg and the right shoulder, keeping him from hooking his ’chute to his harness. He lay against the clear plastic bulkhead that separated the tail from the waist. He had Plexiglas splinters stuck in his face and scalp. The passageway was full of brown smoke.

The plane’s dive made the bomb bay catwalk as steep as a ladder. Fisler backed down the steps into the flight deck, where Ragsdale, the radioman, lay unconscious against the back of the copilot’s seat. Sturm was also insensate, his face pocked with bloody bits of shattered Plexiglas. He was bleeding heavily at the shoulders and hip, but not the belly, thanks to a flak vest. Gladson was slumped dead in his seat. Wind whipped through the gap where the pilot’s-side windscreen used to be.

An instant later, Superchick’s number-two engine exploded, rocking the aircraft as it hurtled in its uncontrolled dive. Whatever had blown out the windscreen had bent the instrument panel onto the pilot’s wheel, holding it fast. Fisler reached around Sturm and pulled on the copilot’s yoke. It would not budge; that bent panel was steering them straight into the sea. Hoping he could free the pilot’s yoke, Fisler grabbed the panel by the edge, only to have jagged metal slice his palms to the bone. He howled and wrung his hands, stood on the throttle cluster, again grabbed the bent panel, and heaved. The edge rose a little. With everything he had, Fisler muscled the pilot’s wheel loose.

“Lieutenant!” he shouted, pulling back on the freed yoke and shaking Sturm by the shoulder. “Sturm!”

Jarred awake, Sturm grabbed his yoke and pulled. A screech drew his and Fisler’s eyes to port. The number one-engine cowling was ripping free, but the B-24’s nose was slowly rising. They could see a little sky. “Stop pulling,” shouted Sturm. “We’ll stall!” Fisler let go. Behind them, Ragsdale was coming around. He and Fisler moved Gladson’s body from the pilot’s seat. Fist-sized holes from 20mm rounds stitched diagonally across the fuselage. At Fisler’s engineering station directly behind the captain’s seat, the tall glass fuel gauges were broken. If he had been at his post instead of amidships wrangling Busbey, Fisler would be dead.

The men in the rear of the plane felt the dive miraculously end and the ship return to level. Hoaglan opened the Plexiglas bulkhead door and hobbled forward. Jerry Dentz, the left waist gunner, had opened the hinged waist window to clear the smoke. Hoaglan limped to Busbey and pressed his hand against the top gunner’s pulsing neck wound. Waist gunner Neuendorf raised his right foot; his boot streamed blood.

At Yontan, Kemp stood under Rover Boy’s Baby studying a crack in an engine turbo housing. He made a mental note to mention that to his crew chief. Cumulus clouds were boiling up into the afternoon sky. He debated whether to be on the field when the others returned from Nagasaki or go to his tent. He hated being left out.

ABOARD Superchick, Sturm surveyed the shattered instrument panel. Only the altimeter and airspeed indicators were working. The radio and interphone were out. Sturm asked Fisler to see if the main gear would extend. Fisler yelled into the nose for Schafer to check the nose gear, then looked around and found a first aid kit. He wrapped gauze around his torn hands until they looked like big bloody mittens.

But Schafer was amidships. When the plane went out of control, he figured they were done for, and with Floyd Updegraff, the bombardier, had crawled from the nose to the bomb bay, figuring to bail out. After the ship leveled, the two continued to the waist, where they found Hoaglan and Busbey leaning against a fuselage rib and Neuendorf moaning, clutching his bloody boot. Ragsdale appeared. He told them Gladson was dead. Sturm was hurt, but could still fly. Ragsdale asked if any B-24s in their element had followed them. Pfeiffer’s, Hoaglan said. Ragsdale handed Hoaglan the light gun and told him get to the tail, where Pfeiffer could see the flashes, and signal him the news.

Aboard The Early Bird, Pfeiffer read the Morse from Superchick. The shot-up plane’s number-two engine was no longer on fire, but its number one was slobbering oil. Pfeiffer looked at his own plane’s number four, still shut off. He told his radioman to relay the news about Gladson to Crash Kids and ask Tomczak to escort Superchick to Yontan.

Weak from blood loss, Ray Sturm could tell he was slipping; he kept repeating himself and forgetting that the engine oil pressure indicators were busted. He asked Fisler to take Gladson’s seat and help him. Fisler joined the copilot, wondering what use he could be with his useless hands. Schafer entered the flight deck. Sturm told him to plot a course for Amami Oshima, the island halfway between Yakushima and Okinawa that was their secondary target. He said he wanted to bomb the navy base there. “It’s on our way home,” Sturm said, looking over his shoulder at Gladson’s body. “I want mission credit for Elmer.” When Hoaglan heard this, he went to the tail to let Crash Kids know. Reading the dits and dahs, Tomczak waggled his wings, affirming that he would join Superchick to bomb the enemy base at Amami Oshima.

The planes were an hour reaching the target. Sturm flipped on Super Chick’s autopilot and leaned back, arms screaming in pain as he wiped eyes bloodied by the dozens of tiny cuts on his forehead. For two minutes, bombardier Updegraff would fly the ship by shifting the football-shaped Norden bombsight on its pivot. The naval base moved slowly into the crosshairs.

Sturm turned to Fisler. “I think we’re losing number three,” he said for the third time.

Fisler checked the engine, which was singing along. “That’s all right, lieutenant,” Fisler said. “You’re doing fine.”

Behind them, Tomczak’s bombardier, Harry Talbott, was keeping a close eye on Superchick’s undercarriage. As soon as bombs fell from the other plane toward Amami Oshima, Talbott toggled his bomb release switch, scoring a direct hit on the enemy base. No salvoing today.

Instead of stewing in his tent, Omer Kemp was stewing on the control tower balcony. Planes were due soon. The tower was crackling with activity and radio chatter, but he felt useless. He could see nothing against the tall, puffy clouds to the north until, at the horizon, two Liberators appeared, their broad, high-winged silhouettes unmistakable. A red flare arced from one, meaning casualties aboard.

WITH home base in sight, Sturm throttled back, descending to approach altitude. Engine number one was sputtering but chugging on. After an eternity, Okinawa filled the windscreen and Superchick was over friendly territory. A few yards and the left wheel touched down. The ship bounced, leveled, and settled, nose dropping. Trucks, one marked with a white cross, were waiting halfway down the runway.

From mid-field, Kemp watched Superchick roar past, number-one engine billowing smoke and number two a twisted mass of blackened metal. A fire engine wailed by. Kemp joined men running to the ship, which had stopped halfway off the Marston mat. Figures were emerging from Superchick’s bomb bay, two of them carrying a third man who had a bloody foot; his face was ghostly. The men holding him were drenched in blood. One was limping. Rescue workers took another body from the ship.

As he rounded Superchick’s left wing, Kemp saw at least 20 large holes piercing the fuselage, nose to tail. The pilot’s-side windscreen was gone, its frame stove in. From the bomb bay, hands were lowering another body onto a stretcher; over the dead man’s face Kemp recognized Elmer Gladson’s A-2 leather jacket. Rescuers carried away the stretcher. Ray Sturm slowly made his way under the bomb bay doors, his uniform blood-soaked. Others helped him onto a stretcher.

An enlisted man ducked under the bomb bay doors. He had bloody gauze wrapping his hands. As the wounded man shuffled toward an ambulance, Superchick bombardier Floyd Updegraff joined Kemp. From the bomb bay walked another enlisted man, his face a mask of dried blood, clutching a light gun.

“What happened up there?” Kemp asked Updegraff.

On August 29, 1945, Omer Kemp flew his final and most dangerous sortie, a “snooper” mission low and slow over Japanese-occupied Shandong Peninsula on the Chinese coast. He was to determine if any Japanese troops did not know that their country had surrendered. If his B-24 drew fire from the peninsula, Kemp was to bomb its source; if not, he was to call it a day and salvo his load. At 500 feet, the Liberator made a massive target, but after three hours and no hostile reception, he gladly banked out over the ocean and emptied his racks of ordnance.

“We killed fish for the Chinese,” he said. “A good way to end the war.”

Omer came home, became a pharmacist, and with my mother raised seven children. He died in 1990. I remember him as stern and demanding, but also smiling more than he frowned. He would say, “Every day is a gift,” a comment I did not grasp fully until I learned the details of this story, which I touched upon in 2013 in my book, Flying with the Flak Pak.

It was raining on August 2, 1945, when the U.S. Army Air Forces buried Elmer Gladson on Okinawa. He now lies near Honolulu, at the National Memorial Cemetery of the Pacific, in Section N, Site 1262—the ultimate replacement.

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