FREDERICK P. HENDERSON
Brigadier General | Marine Corps
Since they fought the Barbary pirates in North Africa, inspiring the Hymn line ‘to the shores of Tripoli,’ Marines at sea were lauded as having the professional pride of the Marine Corps, with precise close-order drill, snappy appearance, imbued tradition and celebrated duties of storming exotic shores and keeping battleships and cruisers secure. Henderson wanted nothing to do with sea duty. After corresponding with two other officers from his class, he had high hopes applied for assignment to Shanghai, Peking, or Tientsin. Three other officers from their brigade did get their wish for service in China and despite the winds of war blowing amidst the Sino-Japanese War, Henderson and his comrades were jealous. After he was assigned to the U.S.S. San Francisco in mid-June 1940, the prospect of being a China Marine was even more tantalizing and he began to devise ways to escape the dismal confines of a ship. He had not worked so hard to get into the Marines to be locked within its steel hull.
Paul typically appeared intense and concentrating. By the end of the war, stress had creased more lines in his brow, but his laugh lines became evident as well. He was well educated, confident, and tremendously proud to be a Marine. He worked hard to get his commission before the war, but not without difficulty. His first two years of compulsory ROTC at Purdue were not something he was interested in and he was problematic, undisciplined and had no drive to pursue the advanced course. His attitude changed during Christmas vacation of his sophomore year when the banks crashed and his money saved from working in the steel mills disappeared. By January, his family was broke and his father was laid off after thirty years in the mills. His sister and brother scraped together money to help him and soon the benefits of continuing ROTC were appealing. He made 30¢ a day in the program, enough for a one good meal each day, plus 25¢ from a dishwashing job at nights. If he made Dean’s list, the $90.00 tuition was free the following semester. He turned his behavior around, became a good boy and began to enjoy it.
He admired his older brother who was a Marine aviator, but could not follow him into the Corps when Paul graduated college in 1934. The Army could not bring him on to active duty and he applied for graduate school where he was accepted on full scholarship. About the same time, Lofton let him know that the Marines would start commissioning from Army ROTC graduates. The Corps was taking advantage of the Army’s inability to pay for their new officers and were seeking the top graduates. Paul considered the difficult choice to take the education, a tremendous offer, or the commission and pursue the idea of himself in a Marine uniform with a sword. He chose the Corps and became a member of the famous Class of 1935.
During Basic he roomed with Bruno Hochmuth and among a crowd of broke second lieutenants, they gathered in the dim wardrooms on Saturday nights to play cards, talk, drink and get rowdy. They took to calling Bruno “Boatspace,” and after enough of it one night he tried to get back at Paul by starting to call him “Toots,” a comic strip character of the day. The name stuck and for years there were people who did not know Paul had any name other than Toots. Many members of the class went on to become legends.
He behaved well enough to make it into the Marines, but once he was rooted, Paul was quite ardent, not afraid of speaking out and prepared to break rules for the benefit of those under his command and especially the Corps as a whole. Soon, the bright lieutenant was writing ‘though provoking, professional and challenging’ articles for the Gazette. Even before the war, before most had considered the value of these tactics, he was formulating theories about naval gunfire support of amphibious operations.
Even before joining the service, Louis’ life was tumultuous. Army life, at least, provided stability and at most times, was predictable. Louis Sr. worked as a lineman for the railroad, trying to support his wife, Willie, twelve years younger than he, and their two children, Louis and his sister Mildred. When Louis was twelve, Mildred being fourteen, she was already married and died tragically from an accidental gunshot wound. Within two years, both his parents were remarried.
Louis finally found a stable home in the Army in 1935 and within five years was earning a solid $372 dollars per month with the rank of Private First Class. If he made Sergeant, he could nearly double that number, which seemed to be an extraordinary amount to be earning coming out of the depression. The advent of the armored forces provided Louis with the opportunity to excel, and he had earned his stripes before sailing to Ireland and on to North Africa with the 1st Armored Division on May 10, 1942.
U.S.S. SAN FRANCISCO
The previous commander of the San Francisco’s Marine detachment was a Naval Academy graduate who intended to keep the peace aboard ship above all else. Henderson discovered rather quickly that there seemed to be an agreement that his predecessor kept with the ship’s captain, Charles M. Yates, in which the Marines were restricted and given undesirable duties. It was not a happy ship, due mostly to Captain Yates who held a serious grudge against Marines, aviators, and communicators alike. His grudge became so bad while Henderson was on board that Yates wrote directly to the Chief of Naval Operations requesting that all Marine detachments be removed from all Navy ships.
The situation made sea service all that much more undesirable for Paul, but he had not worked and dreamed for his Marine Corps commission to be treated or have his men treated like inferior laborers and orderlies. Soon he was not very popular aboard ship and was likely the reason Yates was so enthusiastic about abolishing Marines from Navy ships. Henderson was popular with his Marines, who no doubt adored the young lieutenant for confronting Yates’ behavior. Not only was the ship captain encouraging lesser duties for the Marines, he was simply a mean and nasty old man. Perhaps it was his age, near sixty, or maybe he just had a passion for hating Marines and enjoyed exercising it. Paul felt he was an old barnacle with too many years attached to the Navy.
None of the Naval officers were happy with each other and they certainly were not pleased with Henderson. It was unheard of for a young lieutenant, non-academy graduate with no previous sea duty to approach the ship captain the way he did.
“Look, sir, your ensigns or bosun’s mates have my Marines stripping paint…carrying stores…” the list of mundane tasks went on. “That’s not allowed!”
What he spoke of was covered in the regulations, but he was still on the Captain’s ship and was forced to bend at times. The First Sergeant often brought in Marines trying to escape duty as Yates’ orderly.
“Corporal, you know I get it from him too. You just aren’t around when he chews me out for what I do! Look, we’re all on this ship and we have to put up with it. Do you want some of the other corporals to take all the crud or will you take your share?”
Once they were confident that Paul also shared in their hardships and misery, they agreed to the duty.
The wardroom mess bill, which was high for food that was lousy to begin with, continued to increase with no improvement in quality. The executive officer attempted to dissuade Henderson by letting him know of the tradition that anyone complaining about the mess would be elected mess treasurer. To his surprise, the lieutenant did not hesitate to accept the offer and quickly modified the menu.
“You’re all overweight, too fat, and we can’t afford it,” Paul declared, noting the full meal of meat, potatoes and vegetables served twice daily. “We can’t afford it – from now on you’re having soup, salad and sandwiches for lunch…that’s it!”
To make matters worse for the Marines, the mess steward was robbing them by buying all their food out of town rather than the commissary where it was more affordable. Once Paul discovered this, he rattled Naval tradition by banning the stewards from eating in the officers’ mess, where he found they were consuming about a dollar’s worth of food rather than the 40 cents they were allotted. It was only the beginning of a career in which he challenged everything he felt he could improve to benefit his beloved Marine Corps. While many embraced his mind, not everyone appreciated his avant-garde approach and may have kept him from reaching a general’s rank until retirement when he was bestowed one star due his combat decorations.
The rank was not important, for he was respected by those who served under his command. Though his demeanor was often intense, Paul was extremely compassionate and worked to provide for the black and Filipino stewards and, as he put it, stop treating them like slaves and servants and treat them like sailors.
After the more genial Callaghan replaced the miserable Captain Yates, the San Francisco became a much happier cruiser. As the ship’s landing party, Paul felt they should put their amphibious duties to nature and practice actual shore landings like real Marines rather than being restrained to the ship day after day. It became something to feel eager about – it was what Marines were bred for. The San Francisco docked in Pearl Harbor for overhaul in fall of 1941 and Paul convinced the captain to let the Marines take two weeks on shore for range qualification.
They returned while the cruiser prepared for dry-docking and a thorough cleaning of her heavily fouled hull. All ammunition on the San Francisco was removed or in storage and her engines were dismantled. The parts were strewn about awaiting replacement pieces from the mainland. Many of the guns had been removed, some had not yet been installed, and the .50 caliber machine guns were being overhauled. All that remained available were small arms, two .30 caliber machine guns, and the glorious Marine Detachment commanded by Captain Henderson.
Without much to defend herself with, the cruiser fortunately survived the attack on Pearl Harbor, though the dock was strafed. When news of the attack on Wake Island reached the victims at Pearl, Paul attempted to get his Marines over there to support the understrength outfit. His detachment was in great shape after their landing practices and weeks at the range. They were perfectly fit to fight where they were needed. He proposed this to Callaghan who gladly encouraged the idea with his typical enthusiasm. He called young Mal Middlesworth into his quarters, the smallest and youngest Marine on the ship, and requested he run a message to CinCPac HQ.
“How far do you think I’ll make it?” It was the first and only order Mal ever questioned, and Henderson paused for a moment.
“You’re right.” Considering how edgy everyone was, the Captain thought he would spare Mal of the duty. “I’ll get the message sent some other way.”
That night, Paul dressed in his sharp white uniform and left the ship for the CinCPac headquarters. His sharp white silhouette should have made him completely conspicuous, but nervous sailors stopped him every hundred feet or so with an order to halt. He felt They were prepared to shoot anything the way they fidgeted with their Springfields. When he made it across without getting shot, he met with Major Pfeiffer who was just as receptive as Callaghan and began to pass it up the chain.
It was beginning to look like Paul would finally be able to escape ship duty and he was eager to fly to Wake. He proposed his idea to the detachment with great excitement and they began packing and issuing ammunition. Word came back that Admiral Kimmel accepted the idea and began to scrounge air transportation while he searched for more information about the situation on Wake. Unfortunately, he would never fully commit to the idea and after a few days Pfeiffer reluctantly told Paul to stand down.
He was pulled off the cruiser briefly to interpret photos of Wake Island for Headquarters. A thorough search of the entire Pacific Fleet yielded no one else with experience in photo interpretation and incredibly, Henderson was granted the responsibility. He spent all day and the next examining before and after photos of the island in a side room at Admiral Pye’s office. It was a brief break ashore, but he was back on the San Francisco once the results of his inspection were satisfactory. Paul continued to try everything he could to escape the cruiser. He even applied for the paratroopers shortly after his assignment in 1940. Instead, he remained onboard for almost two years through neutrality patrols, Pearl Harbor and the early Pacific campaigns.
Frederick P. Henderson, Captain, U.S.M.C.
Photograph taken 25 November 1941
When one of Halsey’s carriers and some cruisers steamed off for their own duties, the San Francisco, without radar, remained with two destroyers in waters off Samoa. In a night of heavy fog so thick that one could not see the bow from the bridge, the two destroyers blindly ran into each other. One had a huge hole in the bow and the pair barely made it to Samoa. The orphaned San Francisco received orders that Paul did not think they would return from. They were to join Task Force 11 for Rabaul to cripple shipping lines. Sailing into waters dominated by the Japanese Navy sounded like suicide.
A solitary Japanese seaplane snooping for Americans threatened to expose the task force. Paul hoped the pilot did not have time to report their position before they shot him down, but soon enough more fliers started coming in. Two waves of medium bombers struck the task force. Henderson had the starboard anti-aircraft battery and thought he hit one or two planes during the battle, though officially the ship was credited with one. He had a perfect seat to see Edward O’Hare shoot down six. The task force steamed southeastward until dark when they slowed to fifteen knots. A few days later, they were entered the Gulf of Papua to support the Salamaua-Lae Raid.
It was their last operation before returning to Pearl Harbor for a rest they desperately needed. The crew was in poor shape and so low on supplies they went on starvation rations of some coffee and one potato per day. They were even out of soap. When they dropped hook at Somoa, the San Francisco had been at sea longer than any other ship in the Navy at the time. In 76 days, they had been from Somoa to Bougainville, Coral Sea, New Guinea and back to Somoa. In mid-May 1942, Henderson finally left the cruiser for the 10th Marines. His sea duty was finally over, but not without benefits. He learned Naval gunnery from the inside and fully appreciated the superior range keeping and range finders. Seeing the guns in action cemented his idea that broke the old myth that a ship could not fight a fort.
For a fleeting two weeks, Paul worked as operations officer in 3d Battalon, 10th Marines before filling a billet for the same role in the 2d Division. The D-3 section was a prestigious staff position of the division, well sought after and happened to be the very job he wrote about in the Gazette as a first lieutenant. Even then, before the war, he was pushing the value of Naval gunnery and was eager to prove the value of the Navy’s guns against shore batteries and establishments. It was a fine assignment, but Paul really wanted to command a battalion. He was promised the first one to open, but before that happened, he moved up to Division. It began a cycle that lasted for the war – Henderson was always about to get a battalion. At least he was off sea duty. He quickly realized the gunfire system the Marine Corps was using was completely inappropriate for the modern war. Everything was based on World War I learnings from the 75mm guns and then converting to naval calibers of 8-, 12- or 16-inch. Paul saw the difference in Culebra when he was there on the San Francisco. A calculated amount of 75mm was simply not the equivalent of what naval rounds provided. Once Henderson got to Division, he began drafting a proposition to the Commandant to re-examine the entire naval gunfire system. He spent much of the summer of 1942 working on the document that would shake up plenty of old Marine officers in Quantico. The staff kicked it around until it went nowhere, so Paul bypassed the typical chain of command and got it through by persuading Ed Forney who was not too enthused. It took personal letters to really get things done.
About the time he joined Division, Paul learned of his brother’s death at Midway. He was leading his squadron when his left wing burst into flames during a glide bombing attack against the Japanese carrier Hiryu. The last time they saw each other was over a few beers at a club in Pearl Harbor before departing for the Pacific. The airfield on Guadalcanal was named in his honor at the outset of the campaign in August.
In January, the 2d Division joined the Guadalcanal campaign and attacked Point Cruz off of the Kokumba. Henderson placed the shore fire control parties on the line to send 5-inch gunfire on Japanese positions across the Bonegi River. The Army regiment there tried to take them twice, but it took a few thousand pounds of iron at 2,000 feet per second to wreck them and open it up.
The nature of stress behind the lines differed from the very tangible dangers of the front. Development of intricate plans for operations demanded concentration and calculation. Once struck to official orders, the possible consequences of his decisions began to weigh on Paul’s mind. The daily grind on Guadalcanal soon etched thin lines across his forehead, which Paul felt was always tensely furrowed and required conscious thought to relax. The long days of little sleep pulled at his eyes, and his hair began to thin and recede faster than one would expect of a man of his age. The amount of work the staff undertook lay partly to the neglect of the most senior leaders who seemed content to let the D-3 section run the Division.
After landing with the advanced echelon, the Division Command Post set up a tent headquarters on the east bank of the Matanikau. The small clearing was nestled in a coconut grove just off the beach. As a major, and young for the position of assistant D-3, Henderson quickly found he was surrounded by an ineffectual staff. Lieutenant Colonel Coffman, the D-3, seemed unwilling to adapt and was applying strictly what he learned in schools. He would grandly draw enormous plans on maps with no bearing to the terrain or enemy and argue endlessly over the merit of his work. When his decisions began to affect the line troops, the regimental commanders bypassed Coffman to get what they needed. He became so paranoid that he began to believe Glider Jackson of the 6th Marines was actually trying to kill him. Coffman resorted to constantly wearing his pistol and when Paul and Jesse Cook retired to their tent at night, noticed that the Colonel slept with it hanging near his bed. He frequently mentioned shooting Glider the next time he came by, which was humorous while they thought it was just a performance. When he was ready to ride off in his jeep one day to get Glider first, Paul and Jesse realized he was absolutely serious. They took Coffman to the division surgeon and he was off the island in a day. It was January 21st when Jesse Cook filled the role of D-3. A lieutenant colonel and veteran of Nicaragua with Edson, he knew how to do the job and this pleased Henderson.
Each day, Paul ran three copies of operations orders to the line regiments by jeep, which he delivered to the S-3 or the colonel. He found that only Glider Jackson was difficult to work with, but was sympathetic considering their shared contempt toward DeCarre and Stockes. Across from the little pyramidal tent Paul and Jesse shared was the big generals’ tent. General DeCarre and his chief of staff, Colonel Stockes, camped out in shorts under that tent all day. They even had a refrigerator stocked with juice to mix with gin during the day and beer for sipping in the evening. They kept it to themselves. Both had distinguished careers before the war, DeCarre first in Haiti and both in France and Nicaragua, where Stockes proved to be a most capable officer. It appeared to Paul that by 1943, their zeal had faded and they did not have the slightest interest in the war that was going on around them. The two hardly spoke to the staff sections and never visited the regiments or commanders. They stayed on the safe side of the Matanikau. From Paul’s perspective, Jesse Cook was running the division and he should have made general for it, but was too humble and never received recognition. Throughout the sweltering days on the island, he frequently glanced over with disdain to see the two clowns sipping their cocktails and waiting for the day they would be decorated for the hard work of those beneath them.
Part of Paul’s job that he enjoyed was, ironically, getting off the island and onto a ship to ride along the coast to shoot Japanese fortifications. He realized the letter he sent to the Commandant in May must have been gradually accepted because people were coming around to his idea of proper gunfire. When he was shooting 5-inch against the beaches, he knew he was right.
The main Japanese headquarters reported to be in a French mission up Doma Cove was also used to ferry supplies to Savo at night. Paul got the destroyer he was on ten thousand yards off the beach, studied the land, and began firing. Though he rarely enjoyed his time as a sea-going Marine, he constantly recalled his knowledge of how the Navy used their guns and how to send rounds in properly. The guns gradually started shooting and moving in. They did this a couple of times before Paul wanted to get a closer look at the damage to the concrete buildings. He got in a jeep with a photographer from G-2 to take pictures.
The 5-inch guns absolutely destroyed the place. The thatched huts, which the gunners ignored, were blown away. Coconut trees that were not ripped to shreds were knocked over and the mission church was in ruins, riddled with holes and pockmarks. In front of the church were a pair of statues of Mary and Joseph.
“Gee, the chaplain would like a picture of this,” Paul suggested to the photographer. “He’d probably send this to the Pope as a miracle, you know?”
The statue of Joseph was obliterated and only identifiable as the second figure of the pair, but Mary was untouched. Coconut trees to either side of her were blasted away, but she had not one mark. Aside from the statue of Mary, Henderson proved his point and had photos of the results of the gunfire exercise distributed to Headquarters, FMF Pac, 1st Marine Division and anyone he could think of in the States.
He continued taking destroyers close to the shores of Guadalcanal. Paul had to persuade the skippers who were shy and reluctant that it was okay to take a hit and he assured them they would not sink from it. The coastal guns had nothing on the superiority of naval guns. He took a couple destroyers to Point Cruz, Kokumbona and Empress Augusta Bay. Some of the skippers were proud of their work and recorded it in their logs, only to get in trouble when CinCPac found out. They felt it was a great risk to the ships and the Navy still believed the coastal batteries could take down a destroyer, but they were far removed from the action. Paul knew what worked and the Navy was beginning to love it.
After the month of February proved that most of the organized Japanese resistance on Guadalcanal had collapsed, the 2d Division departed for and eight-month stay on New Zealand. Henderson only remained with the Division for three of those months, transferring to I Marine Amphibious Corps instead.
The gunfire plan for Bougainville devolved into such a disaster that Paul nearly took a swing at the colonel who concocted it. After the success of the Solomons operation, people were beginning to appreciate the ideas of Henderson’s tactical proposals for ship to shore gunfire. Unfortunately, this lieutenant colonel was not one of them and ignorantly tore apart Henderson’s proposal.
"Who the hell ever heard of running ships three or four thousand yards off to the beach? Lie to and shoot…"
"Well, Colonel,” Paul tried to interject. “Just wait a minute and I can explain this!"
"Who ever heard of having four cruisers?" He carried on insulting the plan.
He was unable to convince the officer and Paul began to think he might just be stupid. Once the colonel began to lecture about 75mm equivalents, Paul concluded ‘he did not know the faintest goddammed thing about what the hell was going on in naval gunfire.’ He continued to argue, knowing the fate of the operation could depend on the success of the shore gunnery, but became progressively more frustrated with the stubborn colonel. Dunc Waller attempted to back him up, but when Paul became insubordinate, Waller quickly had to talk him out of taking a swing at the colonel. Waller grabbed Paul forcefully by the arm who furiously rolled up their papers and left the senior officer to draw his own disastrous plans. Those plans saw the loss of many boats going into the beach.
After the operation, Paul was squared to get one of six new 155 battalions until a dispatch came out of Marine Corps Headquarters soiled his wishes. With the reformation of I MAC into III Amphibious Corps came a new detail of assignments for Corps Artillery. It stated that Brigadier General del Valle was to be commander with John Bemis as his Chief of Staff and Lieutenant Colonel F. P. Henderson as C-3, another stint as operations officer. He cursed and chased down anyone above him who would listen.
“Come on now, when am I going to get my battalion? You keep saying I’m going to get it and every time I think it’s going to happen, something like this happens!”
GUAM & PELELIU
By Guam, the Navy fully accepted the idea of walking ships up to the seacoast to soften up positions, but there were some individuals who were still timid. The Marines were adapting as well. When they went ashore, III Amphibious Corps headquartered at Agat. Overcast and rainy days alternated with fair, pleasant, but hot days and even those frequently saw afternoons of rain that streamed off the flies of two side by side tents. One housed the gunfire officer, Major Gilliam and the air officer, Colonel Croft. In the adjacent tent was Henderson along with the C-2. The great minds of artillery, gunfire, air and intelligence were coming together to form the prototype of the fire support coordination center. As operations officer, Paul devised the plans and directed all operations for the Corps Artillery.
Admiral Conolly was one who quickly adopted the gunfire techniques, so much that he earned the nickname “Close-in Conolly.” He did it in the Marshalls and at Guam where he took his own command ship within 10,000 yards of the coast. Soon old General Geiger was converted, too. After Bougainville and Tarawa, Henderson’s desire to convert gunfire tactics was finally gaining momentum.
The assault phase of Peleliu went poorly when the planners decided to keep the ships far off shore to shell the island. Rather than choosing crucial targets to pulverize, they attempted to soften the island at large. Without pinpointing the specific artillery positions and other troop placements, the Japanese opposition was vicious and the hard coral atoll was brutal for fighting. At the end of the first day, the Marines held on to the beachhead and little else. After the third day, with the airfield under control and spotters in the air, naval gunfire began to rain down.
Still, there remained a number of caves on Peleliu that were impossible to get accurate gunfire into. In eloquent Marine vocabulary, ‘they were real bitches.’ Paul insisted on going ashore and treating the 155mm like a rifle. He posed the question: Why stand back and hit only a percentage of shots when you can move closer for accuracy? He wanted to move the cannons up to one or two thousand yards from the cave mouths.
“What if they shoot back?” asked the concerned battery officers.
“So what?” he challenged. “It’s a war, you know. Who in the hell says you’re not supposed to lose one? We lose riflemen!”
Still skeptical, they hesitantly built a gun pit, sandbagged it right in front of the caves, and with pride, Paul watched as they obliterated the occupied caves. The enemy returned fire with a weak retort of small mortars.
Marine Lt. Col. Frederick P. Henderson, Purdue, '44, Decorated with Bronze Star by Maj. Gen. Roy S. Geiger
On Okinawa, Henderson’s battalion slipped away as he continued his role in operations, but the Army granted him an artillery group, aptly named the Henderson Group. Under direction of XXIV Artillery, Paul had under his command both Marine 8th and 9th 155mm Gun Battalions plus the 749th Field Artillery of Army 8-inch howitzers. They were quickly organized in the field and though they had no training as a unit, each battalion was experienced in service under their parent units. Because of a limited number of targets of opportunity, the mission of the Henderson Group quickly transitioned to counter-battery on guns located by sound ranging or flash banging. The three battalions fired successful missions against Japanese batteries, mortar pits, small gun batteries, and fuel and storage dumps; they took credit for a number of camouflaged emplacements found through careful scrutiny of aerial photos; the Group used concrete piercing fuzes to close caves hiding guns or potentially hiding guns. Their successes continued to build through the month of April when XXIV Corps launched a general attack against the Japanese. At the end of the month, in worsening weather, the Army was struggling to break through during an attack, Paul suggested another daring maneuver.
"If you let me set up the 155s right up on the line, just back of the front lines there, I'll blow that goddamned stuff out of there and you can get through."
"What if you lose a gun?"
Like the skippers afraid of damaging their ship, a artillery officer on land was just as protective of his equipment. As far as Paul was concerned, it was expendable. More so than all of the lives wasted through the Pacific campaigns.
"I'll take that chance. That's my worry. If you want to get going, I can sit back here and shoot at them. I've been shooting at them for days, but we've never hit them. I'll put a gun up there, and I'll take the whole goddamned mess out of there in one morning!"
A bit shocked at the proposition of pulling guns in so close for direct fire, the Army finally agreed to set up a gun two to three thousand yards away and sure enough, blew the place apart. After that it became common practice on Okinawa to use 155s for direct fire. Close range fire assured a hit and with the artillery ammunition rationed as it was, Paul was more comfortable if he could fire less in the morning and score hits knowing he still have shells to use in the afternoon if needed. He kept the Henderson Group until May 6th, ten days before he left the Pacific theater for Quantico.
He spent five years in the Pacific, participated in eight major campaigns where he was tasked with duties of great responsibility, and commended and decorated for three of those operations. He was consistently bold and venturesome, traits he attributed to the Marines as a whole, but clearly embodied in his own character. He understood that war was dangerous and if the infantry was at the front getting killed, the artillery had no reason to hide safely behind the lines. When others wished they could do something, Paul just did it, and it anyone claimed it was standard operating procedure, he threw it out the window and followed through with his idea if he believed in it. He had great influence over the development of Naval gunfire during the course of the war and by the end, the Navy loved shooting at the beaches. It was their most important role.
It was morning when Henderson received the message to be at headquarters, without delay, within 48 hours for four months’ duty with the United Nations in Palestine. He was aware of the war going between the Arabs and Israelis but had not given it much attention. Why he was chosen to go there remained a question throughout his life. He took the message to Hope Kirk.
“Oh, shit…Okay, you'd better shove off, go home and get packed; you've got to get a plane out of here the day after tomorrow or something."
Before anything else were inoculations. At the time any duty in the Middle East required more shots than Henderson had seen yet and was promptly ill for the rest of the day. He packed his footlocker and headed to Washington where he met Bruno Hochmuth who was in officer detail down there.
"You'll never get another set of orders like these, you rat!” He was a bit jealous when he looked at Paul’s orders. “You'd better not abuse them!"
His travel orders practically gave him authority to go anywhere in the world at his discretion. He could take the long way to Palestine or the long way back and see anywhere from India, Singapore, the Philippines, or Japan and simply have the Marine Corps bill the State Department. It was tantalizing freedom, but Henderson had no time to waste and boarded a chartered plane that took him and other replacements for the mission to the Azores, Rome, Cairo, and into Damascus, where they traveled by bus to Beirut and then by U.N. planes to the United Nations headquarters in Haifa. The group of thirty or forty officers was quickly briefed and given their assignments. Henderson was told to report to General William E. Riley.
He had never met Riley before he entered the office to meet his new boss for the next several months. Riley commanded the United Nations Truce Supervision Organization in Palestine and was the senior United States’ observer under Folke Bernadotte who was recently assassinated during Paul’s flight over, resulting in some turmoil after his loss. Riley was a man of the old Corps, forged at Belleau Wood and Chateau Thierry and tempered throughout many of the same Pacific campaigns that Henderson participated in. Riley had a reputation for being “a mean son of a bitch” who was difficult to deal with and he frequently “chewed everybody’s ass unmercifully.” The day Paul reported in, he found the general to be rather pleasant.
"You're going to be the 3," he stated before a brief pause. "I want to ask you, can you work and take orders from a black man?"
"Yeah, I don't know why not."
"Remember, Dr. Bunche is a Negro and there's some people that just don't want to take orders from a Negro. We've had some around here; that's been one of our problems. I don't want anyone in this headquarters who won't work loyally and hard for a Negro."
"General, of course, I'm working for you.” Paul remembered his early days on the San Francisco.
"Well, you're going to work for him direct. He'll send for you direct."
"Okay. I don't know any reason why I couldn't work for him. If you can, I guess I can."
"Okay!” Riley accepted his confirmation and took Paul into the operations office to begin introductions. Major Miller was there among some Belgians and French; some U.N. secretariat types and a Brazilian, Swiss, and Canadian secretary.
After a mere three days of desk work, Paul felt he needed to take a tour outside the office and managed to get assigned a jeep with a Marine driver. He and the corporal toured Israel in the thick of the fighting, armed only with their blue armbands and blue U.N. flag whipping from the mount on the front fender. The corporal was a short-timer and not at all pleased to be subjected to playful shots from Israeli machine guns and Arab snipers, but for them, it was a game just to see if you would duck.
After bombing around the countryside, Paul found the units were really messy with no communication between Haifa and field units with little organization in command and staff. He certainly was not going to be part of a sloppy unit and immediately began to clean it up, beginning with the daily journal, which the archivist, ironically, did not maintain. Information came in and went out, but there were no files, so Paul proposed logging what happened each day and collecting information from both sides via the Senior U.N. Military Observer. It was the beginning of a serious overhaul in the organization.
The first week after his trip out, Henderson experienced the side of Riley that terrified others. Between himself and the Deputy Chief of Staff, the two had a rule that they had to release all dispatches personally. Paul felt this was unnecessary and as G-3, this was well within his responsibility and it only complicated the process to pass through the two superiors, especially when they sent them back with grammatical corrections that Paul thought, frankly, were chicken shit. One dispatch that came back to him finally pushed him to the precipice of his tolerance. Riley had all his staff scared, but Henderson decided he was not going to live that life and confidently walked into the general's office.
“As soon as the General is free, I want to see him,” he told the secretary. He was available and she promptly ushered him in.
“General, I want to get transferred out into the field. I want to get out of this job.”
Riley was surprised. “What are you going to do that for, Henderson?”
“General, it’s very obvious to me that you don’t have any confidence in me and you don’t think I’m doing my job very well. I’m not happy with it and I assume you’re not happy with me. I think the best thing for me is to get out of the 3 and go into the field.”
“What the hell makes you think that?”
“General, you won’t let me release anything on my own belief that it’s okay and it should go out. When I do try to send things, you nit-pick them and send them back. You’ve chewed my ass out almost every day since I’ve been here and I don’t think you have confidence in me as a staff officer…or that you can give me instructions on what you want done and let me go ahead and do it and do a good job without always coming back to you and saying ‘General, is this alright? Is that alright?’ I’m not accustomed to work that way and I don’t intend to work that way.”
“Oh well now sit down!” Riley took a minute to assure Paul he was doing a fine job and he would not have given him the assignment without the multitude of letters of recommendation. “I put you there because it’s so screwed up and I want it unscrewed!”
The confrontation set a turning point in their relationship. Riley no longer demanded control and let Henderson run his own show. He stopped addressing him as “Henderson” and used his middle name “Paul” more cordially. They got along wonderfully and Paul would remember him as one of the nicest guys he ever worked for. He even encouraged others who had trouble with the General to simply confront him with their problems. Unlike Riley, Dr. Bunche was immediately charming and was also competent in his position. When he reviewed Henderson’s dispatches, he did in a nice way, unlike Riley, though he spotted everything.
When his four-month tour was due to end in January, Paul found either Bunche or Riley had requested to extend his stay in anticipation of armistice negotiations. He was a valuable member of the staff with a lot of information they needed. Even if it was in the files, it was more quickly accessible in Henderson’s head. The armistice negotiations proved to be most interesting. It became difficult to find a neutral meeting ground for the Arabs and Israelis who kept shooting down suggestions. Neither would go into the other's territory and they even turned down meeting on an American cruiser, but Bunche managed to convince them to meet at the U.N. Assembly Meeting in Paris in December 1948.
Around the turn of the year, a dispatch from Bunche arrived. He had succeeded and ordered a team from Headquarters to prepare a few days ahead of their arrival. This sparked a great commotion to prepare the drafting of an armistice agreement. Riley and Henderson were the only military on the team, the rest all political, and they had only a few days before they needed to head to Rhodes. Henderson began scrounging.
“Do you have any books on how to write an armistice?” he asked the top political guy.
“Don’t you have any diplomatic texts or anything with a sample armistice?”
“Does anybody here know? Can anybody tell me?” exasperated, Paul called the American Consul in Haifa.
“Do you have anything up there in your diplomatic library?”
"DRAMATIS PERSONAE - Principals involved in treaty negotiations included Dr. Bunche (left center, with cigarette ); BGen Riley (right of Dr. Bunche); M. Vigier ( left of Dr. Bunche ); and senior French and Belgian observers. [Henderson] (left) and an unidentified Marine are directly behind Dr. Bunche . Egyptian and Israeli delegates; Col Yadin , IDF; and BGen Riley's aide are right of microphone. (Gazette)
“Well, will you check the embassy or any other embassy to see if anybody’s got anything on how to write an armistice?”
Nothing. What’s in an armistice? What do you cover? How do you say it? Paul could find nothing and quickly realized how much there was to learn about drafting a peace agreement and was astonished that there were no resources available. He sent a message to the commander of Task Force 167 – he didn’t have anything and Paul asked him to check with Sixth Fleet. Nothing. It seemed no one in the Middle East knew anything about an armistice. He searched for the World War I armistice assuming it must be readily available or in a diplomatic textbook, but there was nothing between all of the U.S. diplomats, U.N. diplomats, sixth fleet or quarter deck diplomats.
Finally, a field manual on Rules of Land Warfare, provided by the Marine second lieutenant who commanded the Marine detachment in Haifa. He provided the book along with his entire five-foot shelf of manuals. The Rules of Land Warfare contained about two or three paragraphs on armistices. It was the most information Henderson found in the entire Middle Eastern theater.
Paul asked Riley if they could take along Major Hemphill, a member of the staff for a couple of months and a recent graduate of law school. He had been a fighter pilot in the war, but now Paul needed him for his knowledge of legal verbiage. It was settled and the delegation departed for Rhodes where they took over the Hotel Des Roses, a large resort along the beach on the edge of the island. The United Nations delegates occupied the middle with one wing reserved for the Egyptians and the opposite for the Israelis. Bunche arrived the next day and promptly called a meeting of the top people including Riley and Henderson.
He briefed the delegates with confidence that both the adversaries were coming with good intentions and some flexibility. Bunche felt that the armistice should be prepared beforehand as an example of what the United Nations considered to be a fair agreement rather than starting from nothing at the first meeting.
“What do you think of that, Bill?”
“I think that’s fine, great idea, Dr. Bunche.”
“What do you think, Vigier?”
“Oh, that’s fine!”
“Great,” he addressed Bill directly, “let’s get a draft ready that we can present when they come in a couple of days.”
Back in the room they shared, Paul sighed at Hemphill. “Stand by for a ram because we’re going to have to write an armistice. I know Riley and Vigier aren’t going to write it. I bet that phone rings within half an hour.”
Ten minutes passed and it rang. It was Bill.
“Paul,” he address him cordially, “you heard what Dr. Bunche said about writing an armistice.”
“Well, Vigier and I’ve been talking and we think it would be good if you could work up a draft for us that we can take to Dr. Bunche.”
“Aye, aye, sir!” he ended the call. “Bob, let’s go. This isn’t going to be something we can whip off today…we’d better get the secretarial side in on it.”
Their typing support arrived for the night and tapped out ‘Article I.’ The immensity of the task loomed over Paul and Bob once again. “What goes in the first article?” they wondered. “Do you just start: You guys stop shooting? Or do you need ‘whereas’s’ and ‘high contracting parties?’” Then there was Article II.
They spent a considerable about of time posing questions, wondering what the contents of a fair armistice were, poking maps, while the typist sat patiently with ‘Article I’ the only lone words on her stationary. They finally agreed to just start writing and forget about the abstractions and theories. They did not stop until two or three with only a short rest before resuming in the early morning and continuing all day. They closed the second day with a document they felt was fair complete with a map to illustrate.
Henderson and Hemphill were proud of their work. It was a masterpiece. Riley and Vigier admitted it was splendid as long as the two writers considered their suggestions, and after another draft it was off to Bunche. Swelling with pride, the two presented their armistice, which they felt was a wise, infallible piece of work, and potentially impossible to disagree with. Knowing better, Bunche was adamant about referring to it as a ‘good start’ knowing that no one would agree to it on the first try, but it was enough to set boundaries and begin a conversation rather than have an open brawl at the table. They completed the draft and Bunche presented at the first plenary session, explaining that the draft was something the United Nations felt was a worthwhile starting point to examine and reconvene on.
It turned out both sides hated it and both cried to Bunche privately claiming it was pro-Arab or pro-Israeli and that it was completely unfair. Paul was crushed when the doctor told him they did not like his beautiful armistice. It went on for six weeks, every day, article by article, sentence by sentence. The sessions were held in public, but most of the real productive discussion was held privately with Bunche or between the military leaders with Riley. Occasionally, Paul was pulled in if he was the right mind to speak with. Bunche often relied on Paul and Bob to find the best wording that the two sides could agree to.
They finally got to the end in early February. After so many drafts, Paul and Bob found that the wording was completely different than their first draft, but the substance was the same. They were still immensely proud of their work, especially because of the entire offerings from the diplomatic profession, they pulled a Marine lieutenant colonel and an Air Force major. Ironically, their work found its way into diplomatic textbooks about how to write a perfect armistice.
The amount of intelligence Henderson had gathered, seen and retained during his Palestinian tour was astounding. When he returned to Headquarters, he almost felt like crying after nobody sought interest in debriefing him. Henderson suggested speaking with someone in ONI, so he had a meeting arranged the next day before returning to Pendleton. The meeting quickly devolved into another frustrating encounter as bad as when Paul almost decked the colonel in the Pacific.
As soon as he started speaking to the panel, one of the men interrupted to correct him. Astonished as how wrong his comment was, Henderson paused, fuming.
“I don’t understand how you can say that. Were you there recently?” he challenged.
“Well how in the hell do you know?”
“We’ve got information from sources.”
“Well your sources are wrong. I was in Gaza, Damascus, Nablus, or the Golan Heights last week or last month. I saw it. I talked to the Arab brigadier.”
The lot of them began arguing among themselves. Henderson learned his challenger acquired his so-called sources during an annual trip to visit embassies and talking to attaches, who Paul learned during his tour knew nothing about the war or what was going on.
“It appears that you’re not interested in what I have and there’s no point in me wasting your time and you wasting my time,” he suppressed his rage and walked out. Paul concluded this sort of attitude and behavior was exactly why the United States experienced trouble in many foreign places – intelligent people with narrow vision and immediate answers to shut down all questions.
Years of hard-charging and brow furrowing had permanently creased Paul’s face and forehead. His intense stare only broke when he smiled, so big that his cheeks pinched around his eyes like soft leather. Henderson was not done getting himself in trouble. By the time he was a colonel, he was working as G-3 for General Shepherd who had just been appointed commandant. When the war in Korea broke out, Paul was rushed to FMF Pac and in the first days on staff worked from early morning until near midnight trying to handle the mobilization of the Brigade and ultimately the rest of the Division. Through the withdrawal from Chosin and after, Paul flew from Pearl to the Far East and the West Coast frequently to consult with troops.
In addition to Korea problems, they also worked out a withdrawal plan for French forces out of Haphong. It took over a week of work around the clock, concluding in April 1951 when Henderson went to Indochina with Admiral Doyle to check the beaches, roads to the beaches, examine routes for gunships, accuracy of all their maps and data and inspect the French forces. The plan wasn’t used for another three years. They also worked on plans to invade Hainan, an island off the south coast of China, and later a study of the Pacific area as a whole to determine the best location for Marine bases. The 3 section finished these plans just before Henderson left for Korea in 1952.
“Paul, I want you to come back and be with me at Headquarters, but what I’m going to arrange to do is have you stay here and be General Hart’s 3 until he is squared away. Then you’ll come back and go to the National War College and back to Headquarters.”
“General, that’s very flattering. I’d like to come to Headquarters and work for you, but I don’t want to go to the National War College. I don’t think it’s a very good place.”
“Why?” Shepherd was puzzled.
“General, I already know everything it would teach me. I wouldn’t learn anything from the National War College. I have been in combat with Division, Corps and FMF G-3. I’ve already done and read everything they’ll teach me. I don’t want to go to any school. I would much rather go to Korea and be a regimental commander. That is what I would like to do,” he said firmly. He knew some would perceive his stance on schools as a conceited one, but he stood by his convictions. “I got cheated in World War II. I never got my battalion and if I have to the National War College and to Headquarters, I’ll never get a regiment. I want a regiment.”
Shepherd was taken by Paul’s bold stance, but in February, 1952, he arranged for Henderson to go to Korea and he was finally granted a proper command. He took over the 11th Marines at the end of March in the Imjin sector.
After sitting in the same gun pits all winter, Paul was convinced his regiment was not in great shape. He also understood the value of making the outfit’s space livable and exercising professional skills. To the potential dismay of comfortable young enlisted men, he instituted a vigorous program to revive the regiment, but they came to appreciate the hard work they invested in their own welfare. He made every battalion and battery fortify their positions as heavily as bulldozing, sandbagging, revetting and building overhead cover. If it was sloppy, Paul had them tear it down and do it again. Then he had each battery build alternate positions so one battery a day could rotate into the new location. On top of that, one gun was to move out into a roving position, all to keep the Chinese guessing and not have every position taped and ready to barrage. The single guns performed all the registries so nothing ever came directly out of battalion positions. It kept the batteries active and surveyors busy.
It turned out that he knew his S-3 and one of the battalion commanders from previous assignments, and though he thought highly of them both, he quickly became unsatisfied with their performance. The S-3 was just not doing a good job and the battalion commander had a crummy battalion that shot well, but was sloppy in every other aspect. Rather than relieve him, which he dreaded but knew would be necessary, Paul swapped the two. It was an incredible difference and the two excelled at their new assignments.
Every morning after breakfast, Henderson left the command post to speak with his XO and S-3 and toured the line all day long. He toured the battalions and met with the forward observers to see what was going on. It gave him the satisfaction that his regiment was running as he wished and kept all personnel prepared for anything.
Whenever they were in the field, Paul forbade his officers from taking cots, mattresses or tents. He himself only ever took a sleeping bag. Leaving such comforts was a statement against his perception of privileged officers, but it got the troops to understand that he was not one to give orders. He was not going to be one of those commanders sipping gin and juice in shorts while his men suffered the discomfort of combat. He joined in the regular mess lines, ate out of his mess kit, and slept on the ground to share in their hardships. He quickly found he was well taken care of – more so than if he had assigned two men to take care of his comforts. Witnessing all this every day, his orders were received with the right spirit.
He found that the infantry had evolved from not fully appreciating fire support to becoming very dependent on it. Every noise in the bushes, shadows in front of the wire, and every minor threat called for artillery. Sometimes they would not even fire their own crew or individual weapons and just go straight for the phone to call in support. Paul was concerned that if the Chinese ever really swarmed the wire, that he would not be able to support all the calls for a real threat. He began to meet with regimental commanders to encourage them to rely on their own weapons first before going straight for fire support. They began to let things develop before an observer made the call.
Only once Henderson had a problem with Division. During night fires supporting outposts, the wind often carried the noise of shooting to the Division command post. If it blew away from the CP they were not too curious, but when the commotion reached them, they became interested and the chief of staff, Brunelli, called Paul.
“Hey, Toots, what the hell you shooting at?”
“I don’t know, Bunny.” Paul had little interest in explaining. It was just artillery fire in the middle of a war.
“Well, I hear a lot of shooting going on.”
“Yeah, it sounds to me like it’s 1st Battalion.” He paused to listen. “Yea, I can hear them shooting.”
“What are they shooting at?” As if Paul suddenly knew the answer since Bunny last posed the question.
“I don’t know…”
“God damn!” He was frustrated. “Why don’t you know?”
“I’m not supposed to know. I’m regimental commander and that’s the battalion commander shooting in support of his infantry regiment. As long as he can do it, he doesn’t tell me what he’s doing. If he can’t handle it, then he calls on me to help.”
“Gee, I think we ought to find out more.”
To appease him, Henderson would call down to the fire direction center and get an expected answer of activity in the bushes, an outpost got a probe, a Chinese battery started shooting and they needed counter battery, or whatever it was that the infantry felt they needed. Always what he expected. Henderson always called back to Brunelli until he was finally tired of being micro managed every night.
“Bunny, goddammit, I’m not going to tell you anymore! If you want to know anything about this call my FDC and ask the watch officer. Don’t bother me. I’ve got other things to worry about than which one of my battalions is shooting at what. And…” he continued, “We don’t have any SOP that every time he shoots, he has to call me up and tell me ‘Daddy, I just shot the battalion three volleys!’ As long as he does a good job, I trust him.”
Another confrontation with authority earned him the independence he deserved.
Since there was little change or development in tactics and technique since the end of World War II, Paul focused his Korean tour on keeping his unit professional and swelling with the pride of the Marine Corps. While artillerymen and the Corps were digesting all of the advances learned in the last war, Henderson applied his own learnings with stern professionalism. Among the battalions of the regiment was the attached 1st Korean Marine Corps Battalion.
After only six months, about half a typical tour in Korea, he was sent to Fort Sill as Senior Marine Officer on staff at the school. It was an assignment he felt was intended to put him into exile after his orders were shuffled around to keep him out of Headquarters. They did not realize what a favor they were doing for Paul. He had time to read at what he felt was the best library in the entire Army. The old master sergeant who ran it when Paul was there in the 1930s was still working there as a civilian. For almost three years, Paul spent his time reading. He also opened his doors to the lonesome second lieutenants coming out of basic. He began organizing parties for the Marines which quickly became known for being the best parties on base. He found ways to get the wives involved. In all it became a very happy assignment.
The school commandant, Brigadier General Watlington, swore the Marine Corps was sending their best to the school. Henderson had different opinions about the caliber of the officers sent as instructors, but they were outstanding against the average Army personnel. The Marines somehow always managed to distinguish themselves. He made an impression on Watlington, who was typically uncooperative and bad tempered, got along fine with Henderson. By his second year at the school, the general was scolding the Corps for not granting Henderson the rank of general yet. He became so complimentary that Henderson almost thought he was kidding him. On Paul’s fitness report, Watlington wrote that he should be promoted brigadier general right away and if the Marine Corps did not do it right away ‘it was pretty stupid’ and he ‘would be willing to serve under his command at any time.’
“General, I very deeply appreciate what you’ve written here, but you really don’t have to say that,” Paul was almost sheepish looking at the report. “It won’t make a damn bit of difference to the Marine Corps. I’ll make general when I’m due, in another four or five years, and they’re not about to ever dip down and pick me ahead of time…we don’t do that.”
“I know Henderson, but goddammit, I wanted to tell them what I thought of you!”
“Well, General, this says you’d be willing to serve under my command. That’s really awful, awful nice of you to say.”
“Well, goddammit, I mean it! I wouldn’t mind being under your command.”
“Thank you, General. I don’t mind being under your command either.”
It was a real compliment and Watlington meant it.
His last assignments before retirement revolved around operations, as had been the theme of his career, but also bouts of research. Paul was among a group of hot-shots selected for research and development of the Corps. Given the perception that he was a wise guy and frequently telling everyone they were wrong, it was somewhat of a spiteful assignment, but one he took great advantage of. It was exactly the work he wanted with plenty of time to read and think. He tried starting a program on unmanned drone helicopters – a concept far ahead of his time, but that is just where his mind always was. He became the Joint Chiefs authority on guerilla warfare, which he felt would be the real problem the world would face for the rest of the century. Not tactical nuclear war, but unconventional action where problems were of policy rather than military. Much of what he worked did not sound appealing, and the Marine Corps had no interest in it, but in the years after his retirement it seemed, as usual, he was correct.
In July 1959, Paul decided it was time to retire. There were times in his 24 years that he may have been better to keep his mouth shut or held his temper, but to have made any decision differently would not have guaranteed anything better. He absolutely loved the Marine Corps and leaving was melancholy, but Paul had his reasons and his opinion, that was not history.
Colonel Frederick P. Henderson, Regimental Commander of the 11th Marines, First Marine Division in Korea.
Defense Dept. Photo (Marine Corps) A-164365 by Sgt. W. J. ZurHeide
Frank, Benis M., and Frederick P. Henderson. “Oral History Transcript: Brigadier General Frederick P. Henderson U.S.Marine Corps (Retired).” 1976.
“Marine Mal Middlesworth Is Exactly Where He Wanted to Be on December 7, 1941: USS San Francisco CA-38.” Attack At Pearl Harbor, 1941, 1997,
Frank, Benis M. “Brigadier General Henderson Remembered.” Fortitudine, 2001, pp. 18–19.
Henderson, Frederick P. “How to Write an Armistice.” Marine Corps Gazette, vol. 68, no. 4, Apr. 1984, pp. 62–68.
Reprint of Cincpac Reports of Actions and Campaigns, February 1942 to February 1943, United States Pacific Fleet, 1945, pp. 10–12.
Ship's History of the U.S.S. San Francisco (CA-38), United States Navy, 1945, pp. 3–4.
Report on Bougainville Operation, Headquarters, I Marine Amphibious Corps, 1944.
Report on Guam Operations, Headquarters, III Marine Amphibious Corps, 1944.
Operations Report (Corps Arty) Guam, Headquarters, III Corps Artillery, III Marine Amphibious Corps, 1944.
Operation Report, Palaus Operation, Headquarters, III Marine Amphibious Corps, 1944.
Action Report, Ryukyus Operation Phases I & II (Okinawa), Headquarters, III Marine Amphibious Corps, 1945.
III Corps Arty, III Phib Corps Action Report 1 April - 30 June 1945, Headquarters, III Corps Artillery, III Marine Amphibious Corps, 1945, pp. 162–184.
Frederick P. Henderson, First Lieutenant, U.S.M.C.
Photograph taken 1 April 1940