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The Japanese Mitsubishi A6M2 Zero fighter swept in low over the sweltering jungle of Guadalcanal, as if to land on the nearly completed, crushed-coral runway at Lunga Point. Once the air base was completed, the Japanese planned to fly long-range bombers from it to cut off Australia from the east.

But as the Zero buzzed the field, the pilot was startled to see enemy troops on the runway–10,000 U.S. Marines had landed the day before, August 7, 1942, and now held the field. He hastily climbed away, leaving this little clearing in the jungle to become the objective of the pivotal campaign of the war in the Pacific.

Believing the amphibious assault to be a temporary, diversionary raid (and seeing that they were outnumbered 3-to-1), Japanese ground forces on Guadalcanal initially withdrew into the jungle, expecting air attacks to drive the Americans off. Over the next two days, land-based Japanese navy planes, including Mitsubishi G4M bombers (Allied code name ‘Betty’) and Zero (‘Zeke’) fighters, downed 20 percent of the U.S. Navy fighters sent against them but lost nearly half their own. The loss of four cruisers and a destroyer in the sea battle of Savo on the night of August 9, combined with the continuing threat of daylight air attack, caused the U.S. Navy to withdraw. The Marines were left on ‘the Canal’ with what they referred to as the only unsinkable aircraft carrier in the Solomon Islands–the Guadalcanal airfield. They used captured construction equipment to finish the 2,600-foot runway, adding an extra 1,200 feet for good measure.

Although bereft of taxiways, revetments, drainage and radar, the airfield– christened Henderson Field after Marine Major Lofton Henderson, who died leading a dive-bomber attack in the June 4 Battle of Midway–boasted Japanese hangars, machine shops and radio installations, a pagodalike control tower complete with a warning siren for air raids, and even an ice plant. But not until August 20 did Guadalcanal–code-named ‘Cactus’–take delivery of 12 Douglas SBD Dauntless dive bombers and their escort of 19 Grumman F4F-4 Wildcat fighters, the advance squadrons of Marine Air Group (MAG) 23. ‘I was close to tears and I was not alone,’ said Maj. Gen. Archer Vandergrift, the Marine ground commander, ‘when the first SBD taxied up and this handsome and dashing aviator jumped to the ground. ‘Thank God you have come,’ I told him.’

Within 12 hours the fledgling ‘Cactus Air Force’ helped finish off a Japanese infantry assault. The next day, the American fliers gave an enemy bomber raid from Rabaul, New Britain, a rude welcome. In his first combat engagement, Captain John Lucien Smith, commanding Marine Fighter Squadron (VMF) 223, and four F4Fs met the fighter escort, 13 Zeros of the crack Tainan Kokutai (naval air group) led by Lieutenant Shiro Kawai, head-on. All four Wildcats survived, though two were badly damaged and one cracked up attempting a dead-stick landing. No Zeros were destroyed, but Smith thought the skirmish ‘did a great deal of good’ by giving the Marines a better idea of the Zero’s capabilities while giving them confidence in the performance and durability of their own Wildcats. Later that week, Captain Marion Carl, who had downed a Zero at Midway, got two Bettys and another Zero. Carl and Smith were to become friendly rivals.

The balance of power on Guadalcanal seesawed with the waxing and waning of fighter strength at Henderson. By the end of August the Cactus Air Force included 14 Bell P-400 Airacobra fighter-bombers (export versions of the company’s P-39) of the 67th Fighter Squadron, U.S. Army Air Forces (USAAF), and 19 F4Fs of VMF-224, under Major Robert E. Galer.

(In less than two weeks Galer would knock down four enemy planes, go down in the water and swim ashore. His gallantry would eventually garner him 13 kills and the Medal of Honor.)

By the afternoon of September 10, however, only three P-400s remained, with 22 SBDs and 11 F4Fs. (Among the missing was Marion Carl.) Two dozen Navy Wildcats hurriedly flew in to reinforce them; the Airacobras proved barely enough to help repulse an attack on Bloody Ridge, just south of the airfield.

During the course of the Bloody Ridge battle, Henderson received 60 planes, including 18 more F4Fs,12 SBDs and six Grumman TBF Avenger torpedo bombers, but the Japanese reinforced Rabaul with 60 fighters and 72 medium bombers.

By mid-October, 224 Japanese planes had fallen to the Cactus Air Force, including 111 1/2 to VMF-223 and 19 to Smith, who, as the highest-scoring American airman to date, was awarded the Navy Cross and the Medal of Honor. His erstwhile opponent as top gun, Carl, had actually made it back to Henderson after spending five days with the natives, only to find that Smith had pulled ahead of him in victories. (‘Dammit, General,’ he urged Brig. Gen. Roy S. Geiger, the Marine air commander, ‘ground him for five days!’) Carl finished with 18 1/2 kills and a Navy Cross.

Seven of the pilots who had arrived with Smith and Carl in August went out as aces; six were killed and six wounded. Of the Dauntless squadron, only the commander, Lt. Col. Richard C. Mangrum, was able to walk away when he was evacuated on October 12; all his men had been killed, wounded, or hospitalized.

‘These guys had stopped [the Japanese] cold,’ said Captain Joseph J. Foss, who would become Cactus’ premier ace, ‘and now it was our turn.’ Foss–‘Smokey Joe’ for his cigar habit–was executive officer of Major Leonard K. ‘Duke’ Davis’ VMF-121, which moved up to relieve VMF-223 on October 9.

‘We were fired upon by Japanese troops as we landed,’ recalled Lieutenant Jefferson J. DeBlanc of VMF- 112, some of whose pilots arrived a month later in transport planes. ‘We were always under fire on takeoffs and landings.’

Pilots were quartered in mud-floored tents in the frequently flooded coconut grove called ‘Mosquito Grove,’ between the airstrip and the beach. The latrine was a trench, with a log for a seat; the bathtub was the Lunga River. There were only two meals a day–dehydrated potatoes, Spam, cold hash and captured Japanese rice–and cigarettes. Malaria, dysentery, dengue fever, beriberi and myriad lesser known tropical diseases stalked the garrison. No man could get out of duty with less than a 102-degree fever, but by October more than 2,000 had been hospitalized.

Working conditions were also daunting. Fuel had to be hand-pumped out of 55-gallon drums (and strained through chamois, since native porters sometimes cooled their feet in it) into 12-quart buckets before being poured into airplanes. There were plenty of bombs but no bomb hoists; the SBDs’ 500-pounders had to be hand- loaded. The Wildcats’ turbochargers, not to be engaged below 10,000 feet but wired open anyway, wore out the engines in 25 to 50 flying hours.

‘Almost daily,’ wrote the 67th Squadron historian, ‘and almost always at the same time–noon, ‘Tojo Time’–the bombers came.’ Advance notice arrived from coastwatchers up the archipelago or, once incoming Japanese bombers learned to detour out of their sight, via Henderson’s new long-range SCR (signal corps radio) 270 radar. The Wildcats, the Dauntlesses and the P-400s scrambled to take off two at a time–through a blinding pall of dust or, if it had rained, through wheel-sucking mud–on a treacherous runway pocked with half-filled bomb and shell craters and rutted by the solid rubber tail wheels of carrier aircraft. Almost invariably one or two planes failed to take off.

The ‘ground pounders,’ the SBDs and P-400s, scuttled off over the treetops to work over enemy ground positions–or at least to keep out of the way of the impending airstrike. The Wildcat pilots had their work cut out for them just raising their landing gear (which took 29 turns of a hand crank), struggling to form up, trimming their aircraft and testing their guns. (Early Wildcat guns had a tendency to jam during hard maneuvers; furthermore, if the oil necessary to prevent rust on the guns in the humid sea-level air was not removed before takeoff, it froze at altitude, jamming the actions.) Most important, the pilots had to reach the Japanese bombers’ altitude before the Zekes fell on them.

In his first combat mission, attempting to intercept bombers at 24,000 feet, Lieutenant James Percy of VMF-112 suffered a partial turbocharger failure 10,000 feet short of the enemy formation. ‘I continued to climb very slowly on low blower, but it was obvious I wasn’t going to reach [the enemy’s] altitude in time to intercept,’ Percy recalled. ‘As the bombers passed about 3,000 feet over me, I noticed their bomb bay doors were open. As I grasped what that meant, their bombs started falling toward me. All I could do was duck my head and pray. Bombs passed all around me, but I was not hit.’ (Percy’s luck held; in June 1943 he survived a 2,000-foot fall with a shot-up parachute into the waters off the Russell Islands.)

Down below, a black flag would go up at the ‘Pagoda’–air raid imminent–and the triple-A (anti-aircraft artillery) would open up. Around the runway, slit trenches and bomb shelters rapidly filled (a sign over one shelter entrance read, ‘Beneath these portals pass the fastest men in the world’) as the first bombs began to fall at one end of the field, and the explosions ‘walked’ across to the other side.

Diving, whether to attack or to escape, was the one maneuver at which the Wildcat bested the Zero. ‘The Zeros had superior maneuverability,’ said 2nd Lt. Roger A. ‘Jughead’ Haberman, a division leader in Foss’ flight who ultimately scored seven victories. ‘In two-and-a-half turns against a Wildcat they could have you boresighted. But our planes were heavier than theirs, so if you got into trouble, you could dive earthward away from them.’


In Foss’ first combat on October 13, he was jumped by a Zeke flown by Petty Officer 1st Class Kozaburo Yasui of the Tainan Kokutai. Foss later recalled: ‘That bird came by like a freight train and gave me a good sprinkling, but I knew I had him. I pulled up and gave him a short burst, and down he went.’ But while Foss was credited with the kill, Yasui in fact survived (he would bring his own score up to 11 before he was killed over Guam on June 19, 1944)–and his two wingmen, Petty Officer 2nd Class Nobutaka Yanami and Seaman 1st Class Tadashi Yoneda, bounced Foss. Their bullets hit his oil cooler, and his engine seized. ‘The only thing I could do to get out–I was right over the field–was to just wheel over and dive straight down,’ Foss recalled. He plunged from 22,000 feet right down to the deck. ‘I’d read that a Zero couldn’t follow such a dive; its wings would come off trying to pull out. Well, whoever wrote that was a fiction writer because those boys just kept on my tail, pumping lead!’ Anti-aircraft gunners cleared the Zekes from his tail, and Foss coasted in to a dead-stick crash landing.

The Americans knew the Japanese had the edge in experience. Most Yanks were straight out of flying school, with less than 300 hours in training aircraft. ‘Some of the pilots,’ wrote Percy, ‘barely had enough time in the F4Fs to get safely airborne.’ Many Zero aces, veterans of the Sino-Japanese War, counted 800 hours of flying time even before the United States entered the war.

The Japanese bombers were the Americans’ real targets. Bettys, with their 20mm tail cannon, were typically attacked from above and to the side, leaving the Wildcat with enough energy to zoom-climb back up for another pass. Missing on one attempt, Foss dove right through a Betty formation. ‘A thousand feet below,’ Foss recalled, ‘I suddenly turned back up and headed toward the belly of the last plane on the left wing of the V echelon. Directly under the bomber, nose pointed straight up, I waited until my plane had lost almost all of its speed and I was on the verge of stalling before pulling the trigger.’ Not just for its streamlined hull did the Japanese call the Betty the ‘Flying Cigar’; its fuel tanks hit, this one exploded right on top of Foss–his fifth kill.

DeBlanc’s first victory was a G4M just 50 feet above the water, making a torpedo run against U.S. ships. ‘I flew through the [anti-aircraft] barrage from the fleet and locked onto the tail of a Betty and opened fire, killing the rear gunner and watching my tracers strike the engines,’ DeBlanc said. Target-fixated, he nearly collided with the flaming bomber, but he recovered to nail two more–three kills in one mission. (At the end of January, in a wild dogfight over Vella Gulf, DeBlanc shot down three Japanese floatplanes and two Zekes before being shot down himself. He bailed out, was rescued by a coastwatcher and eventually was flown back to the Canal. Credited with nine kills, he was awarded the Medal of Honor.)

The Navy fighters’ radio frequency, meant for communication over the uninterrupted expanses of the sea, was susceptible to interference from intervening land masses. Henderson’s Japanese tranceiver could only transmit to the fighters out to about 20 miles but could receive their radios from 100 miles. The controllers in the Pagoda often could only sit helplessly and listen as the battle played out, unable to help direct the action.

‘The ground crews would count [the survivors] as they landed,’ said the 67th’s historian. ‘The ambulance would stand, engine running, ready for those who crashed, landed dead stick, or hit the bomb craters in the runway. Then the work of patching and repairing the battered fighters would start again.’

Probably the Americans’ greatest advantage was simply their proximity to the base. Pilots had a very good chance of making it back to Henderson Field– if they could survive being shot down.

After downing three other Zeros during a dogfight on October 25,1st Lt. Jack E. Conger of VMF-212 went into the drink after he rammed a fourth Zero–since he had no ammunition left. The Japanese pilot also parachuted and insisted the Marine rescue boat pick up Conger first. Conger had to convince the Marines not to shoot the chivalrous enemy pilot and was the first to reach down to pull him aboard. Taking umbrage at the dishonorable prospect of capture, the Japanese pilot, 19-year-old Petty Officer 2nd Class Shiro Ishikawa of the 2nd Kokutai, thrust his 8mm Nambu pistol out of the water into Conger’s face and pulled the trigger. The wet ammo misfired and then misfired again when Ishikawa tried to shoot himself. Having had enough, Conger (who would finish with 10 1/2 kills) brained his recent aerial adversary with a five-gallon gas can and hauled him into the boat.

Nighttime brought a new set of annoyances: Tokyo Rose propaganda on the radio; nuisance bombers (‘Louie the Louse’ and ‘Washing Machine Charlie,’ named for the chugging sound of his unsynchronized propellers), mixing the occasional bomb with whistling bottles dropped just to rattle nerves; and troop convoys (the ‘Cactus Express,’ later redubbed ‘Tokyo Express’) coming down the Solomons’ central channel (‘the Slot’) to offload troops at Cape Esperance under cover of naval bombardment.

‘Throughout most of my first night on Guadalcanal,’ recalled Foss,’shells streamed above our tents in both directions as Japanese ships in the channel targeted our artillerymen on the island, who returned the fire. The veterans…assured us that the night’s shelling was ‘light.” By the end of his first week, Foss believed them. On October 13, Japanese 105mm and 150mm artillery pieces, dubbed ‘Pistol Pete’ and ‘Millimeter Mike’ by the Marines, began lobbing random shells from the surrounding hills, beyond the range of the Marines’ 105mm and 5-inch fieldpieces. A heavily escorted Japanese bomber raid arrived over Henderson at noon, cratering the airfield and setting 5,000 gallons of aviation fuel ablaze. That night, in what was to be known ever after as ‘the Bombardment,’ the Japanese battleships Haruna and Kongo dropped more than 900 14-inch shells onto Henderson.

Come dawn, Henderson was a scene of staggering destruction, the steel-matted main runway a twisted ruin and the Pagoda damaged. (Geiger ordered the Pagoda demolished to deny the Japanese a target in the future). More than three-quarters of the SBDs and all of the TBFs were destroyed. Forty-one Americans were dead.

But the Americans had a surprise up their sleeves–an auxiliary airstrip, Fighter One, carved out of the coconut grove southeast of the main field. From there, the Cactus Air Force launched strikes against incoming air raids and the Tokyo Express. On the night of October 14, however, heavy cruisers Chokai and Kinugasa paid a follow-up visit, pelting Henderson with 752 8-inch rounds.

The morning of October 15 found Japanese transports calmly offloading at Tassafaronga, just 10 miles from Lunga.

But the Japanese were to rediscover a truth that has blessed and bedeviled air forces since the dawn of military aviation–runways, though easily cratered, are easily repaired. Henderson put every available plane in the air to bomb and strafe the ships as well as the troops and supplies already ashore. Flying General Geiger’s personal Consolidated PBY-5A Catalina amphibian, Blue Goose, Major Jack R. Cram torpedoed one of the transports, Sasago Maru, for which he would receive the Navy Cross.

The accompanying destroyers riddled the PBY, and three Zeros of the Tainan Kokutai chased it back to Lunga. Haberman, attempting to put his smoking F4F down, pulled off from his approach to Fighter One and shot the last Zeke off Cram’s tail (killing Petty Officer 2nd Class Chuji Sakurai). During the action, three transport ships were set afire and beached; one was sunk by more Boeing B-17s sent up from Espritu Santo.

Again, before dawn on October 16, the cruisers Myoko and Maya came down the Slot to hammer Henderson, this time firing 1,500 8-inch shells. By dawn Geiger put his total losses at 23 Dauntlesses, six Wildcats, eight Avengers and four Airacobras. Even including those planes that the ground crews cobbled up from cannibalized parts, the Cactus Air Force had only 34 planes left, including just nine Wildcats.

Just as nine Aichi D4Y1 ‘Val’ dive bombers plunged down to finish off the Cactus Air Force, Lt. Col. Harold W. ‘Indian Joe’ Bauer arrived from New Hebrides with 19 Wildcats and seven Dauntlesses. His fuel tanks almost empty, Bauer nevertheless shot down four Vals.

Both sides needed time to recover from the shock. Because Fighter One was too frequently flooded, another strip, called Fighter Two, was smoothed out across the Lunga River. Geiger, 57, who at one point had personally taken an SBD up to drop a 1,000-pound bomb on Japanese troops, finally was transferred out with combat fatigue.

Meanwhile, Japanese cruisers and destroyers landed more troops on the island, and on November 13 the battleships Hiei and Kirishima came down the Slot to smash Henderson once and for all. Alerted to their approach, American cruisers and destroyers ambushed them. Dawn found Hiei, hit 85 times, almost dead in the water just 10 miles north of Savo Island and less than 40 miles from Henderson. It was payback time.

All day Hiei lay prostrate while SBDs and TBFs punched bombs and torpedoes into her. The Wildcat fighter escort, finding no Zeros, went down to strafe as well. That night the Japanese scuttled Hiei. An American report noted, ‘It should be recorded that the first battleship to be sunk by Americans in the Second World War was sunk because of a handful of Marine and Navy aircraft.’

On November 14, a cruiser force under Vice Adm. Gunichi Mikawa tried to achieve what the battleships had failed to do, shelling Henderson Field once more while an 11-ship troop convoy under Rear Adm. Raizo Tanaka headed for Guadalcanal. Both Japanese forces soon found themselves under attack by every available Cactus Air Force plane and the entire air group off the American carrier USS Enterprise, which had flown in to reinforce Henderson. In the ensuing fight, Indian Joe Bauer, by now an 11 victory ace, went into the water; he was seen swimming but disappeared before he could be rescued. (Bauer was posthumously awarded the Medal of Honor.) Mikawa lost the heavy cruiser Kinugasa to Enterprise’s dive bombers, which also succeeded in damaging the heavy cruiser Maya. Seven transports went down; the others, beached, were destroyed the next day. Only 40 percent of the 10,000 Japanese troops made it onto Guadalcanal, with just five tons of supplies.

It was a turning point. After mid-November the Japanese, although they continued trying to destroy Henderson, gave up trying to recapture it. Instead, they secretly built their own airfield, at Munda on New Georgia, stretching a wire net over the construction to conceal the runway and leaving the tops of palm trees on it as camouflage.

Foss, with a Distinguished Flying Cross and severe malaria to show for his stint on Guadalcanal, had been rotated rearward but returned to Henderson on New Year’s Day 1943. Placed in command of VMF-121, he soon shot down three of the new, square-winged A6M3 Type 32 Zekes to raise his score to 26–tied with American World War I ace Eddie Rickenbacker. The bet was that Foss would be first to break Rickenbacker’s record.

Foss’ chance came on January 25, when Japan sent a last-ditch aerial armada down the Slot–30 army bombers and fighters, recently moved to Rabaul from Malaya to assist the depleted naval units. Against them Foss had only his eight-plane Wildcat flight–the ‘Flying Circus’–and four Lockheed P-38F Lightning fighters of the 339th Fighter Squadron.

The bombers stayed out of range until their Nakajima Ki-43 fighter escorts could deal with the Americans. But the Ki-43 pilots feared a trap. ‘By refusing to run away when the odds were clearly and overwhelmingly against us, we instilled [in the Japanese] the deep suspicion that we had many more planes in the air,’ said Foss. The P-38s were more than capable of handling the few Ki-43s that ran the gantlet, two of which were shot down by Lieutenants Ray W. Bezner and Besby F. Holmes.

With the Wildcats still blocking the way–and accounting for two more Japanese fighters–the bombers soon gave up and went home. For turning back that air raid without firing a shot–and for giving Henderson’s safety higher priority than his personal score–Foss received the Medal of Honor; a few days later he transferred out for good. His 26 kills would make him the highest scoring Marine fighter pilot of the war except for Major Gregory ‘Pappy’ Boyington (who technically scored six of his 28 kills over China as one of the ‘Flying Tigers’). Foss retired a brigadier general, later serving as governor of his native South Dakota.

The Japanese military saved face by evacuating their remaining ground forces in early February, literally under the Americans’ noses. The campaign for Guadalcanal was over; Henderson’s role in history, however, was not. It was from Fighter Two that 16 P-38s of the 339th Squadron took off on April 18, 1943, to intercept and shoot down a Betty bomber carrying the mastermind of Pearl Harbor, Admiral Isoroku Yamamoto, as it approached Bougainville. But one of the returning Lightnings landed at a new forward airstrip in the Russell Islands. The war was leaving Henderson behind.

Through January 1943 the Cactus Air Force had lost 148 aircraft shot down and 94 airmen killed or missing. In addition, between August and November 1942, 43 planes were destroyed on Henderson Field, and 86 were lost operationally. During that same period, the U.S. Navy carriers supporting the Guadalcanal campaign lost a total of 49 planes in combat, 72 destroyed on their ships and 184 operational losses. Estimates of total Japanese losses ranged as high as 900 aircraft and more than 2,400 aircrew members. The latter statistic reflected the beginning of a talent drain that would ultimately prove fatal to the Japanese land and naval air forces.

‘None realized more the importance of the field that they had so obligingly begun, and so precipitantly abandoned, than the Japanese,’ wrote one historian. ‘For they never regained their strategic airfield, and for the lack of it they lost Guadalcanal, the Solomons, and ultimately New Guinea, the Bismarck Archipelago and their bases to the north. Probably never in history have a few acres of cleared ground cost so much in ships, men and treasure as…Henderson Field.’

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