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Colonel | Infantry

Walking side by side with death, The devil mocks their every step

The snow drives back the foot that's slow, The dogs of doom are howling more

- Jones, Page, Plant

In the faint pre-dawn twilight, two wiremen trudged into the battalion outpost after a night spent reconnoitering a small village just north of their location.  They eagerly wrapped numb hands around warm cups of coffee hoping to thaw winter’s chill while detailing their trip to curious sentries.  The pair of soldiers, Sergeant Abbott and Private Francois, had found the entire town to be abandoned and it appeared to have been so for what could have been years.  While the two were stringing wire about the area, they also tried locating the distilleries they identified on their old maps sourced from Japanese land surveys years prior.  After searching by the light of a murky moon, the pair found only ruins of where the buildings once were, sulking that they had to finish the job without the reward of looting any beer or liquor.  The soldiers at the outpost were equally disappointed.


Francois and Abbott meandered back to the humble schoolhouse serving as the battalion command post.  They were tired from hiking all night, but they had willingly offered to do the assignment when Lieutenant Rybolt asked for volunteers.  As they topped off their cups and continued fighting the cold with hot sips, a figure entered the building, quickly shutting out the Manchurian winter behind him.

His parka bulked up his long features, though it offered very little insulation, requiring additional layers of worn-out fatigues underneath.  It was, however, a quality windbreaker that prevented the worst of cold winds from piercing through his clothing.  He pulled his hands out of his gloves and let them dangle from the cord around his neck while he vigorously rubbed his palms together and massaged them quickly before removing his helmet.  Even without seeing the officer’s face, it was unmistakably Colonel Reilly.  He was one of the few members of the battalion using a cloth camouflage helmet cover shamelessly stolen from the Marine Corps unit near the area.


At thirty-three years old, Lieutenant Colonel Bill Reilly was typically an aloof officer who maintained a very commanding presence despite his slim build.  Reilly practiced many professional qualities bred of West Pointers and fulfilled the qualities his classmates wrote about him in the Howtizer yearbook: “Full of nervous energy and does his best work under pressure.  Good-natured and carefree, he is perhaps one of the best known and best liked men in the class.  Bill has no worries that anyone has been able to discover.”  His performance thus far in Korea had earned him the same notoriety not just within his 3d Battalion, but also by all those who knew of him in the 31st Infantry Regiment.  He had solidified his role as a character in the regiment since moving to Japan in 1949, though his wife Celeste, in a stunning emerald dress, drew more attention that day. 

He had just seen Sergeant Abbott and Private Francois arrive at the outpost and followed them into the schoolhouse to inquire about where they had been all night.

“We were just laying wire past the outpost, up through that town.”  Jerry shrugged it off as standard operating procedure, looking to Sergeant Abbott for confirmation.


“Why’d you need to go up so far?” Reilly was genuinely curious, but maintained his controlled poise.


“Well, the radios are real bad up here, so we’re gonna need that wire once we move up through there.  That’s where Lieutenant Rybolt wanted us.”


“Alright, well you don’t need to go up that far again.  You’re not to go past the outpost.”  The Colonel turned to leave when he asked hopefully, “Did you two see anything up there?” 


On the march inland from Hamhung, the battalion ran into a few farmers and peasants who were resilient to the dropping temperature and too proud to leave their homes.  These locals spoke excitedly in a dialect that most of the KATUSA troops found difficult to decipher, but they understood that they were not the only ones in the area.  Based on their reports, the Americans new the enemy lurked somewhere, but were still elusive by the first week of November.  Reilly had been itching for a fight since the 7th Division landed on the west coast of North Korea in late October and was becoming increasingly suspicious and edgy.   With nothing more to report, Colonel Reilly dismissed the two wiremen, pulled his gloves back on and departed to join the line companies who were preparing to move west.


Colonel Reilly receiving Silver Star from General Almond.  Photo signed by the General: "In admiration for his combat action and leadership in Korea."

The quiet valley they camped in lay just south of the Fusen Reservoir, home to one of a number of hydroelectric plants in the North Korean Highlands.  The resources made the region one of the most well-developed industrial bases.  The energy source was cheap and offered great potential – especially to China, who had their eyes on it.  Despite the industrial developments, the land was rather barren and colorless, sparsely inhabited, and dreadfully cold.


By the afternoon of November 8th, the rifle companies were moving up ahead while Battalion Headquarters shut down the Command Post and M Company organized its trucks in a column along the road.  Cracking machinegun fire and thump of mortars broke loose up ahead.  Reilly was already present at the front – his long-awaited firefight had erupted.  At the switchboard, Francois thought it might just be a fire demonstration or some kind of exercise until word came from I Company that they had been ambushed and were pinned down.


Both forces were equally surprised to meet each other in the frosty hills.  The advanced party of I Company walked right through the lines of well-entrenched enemy and quickly opened fire upon spotting them.  Their adversaries were dressed in unusual quilted uniforms never seen before, but they certainly were not American or United Nations.  The first enemy casualties were a few cooks who dropped dead immediately as I Company rifles cracked the winter silence.  Neither side knew how they got as far back into the lines as they did.


Soldiers in padded uniforms popped up from their positions and in seconds were exchanging harsh fire with the Americans.  Colonel Reilly ran as far forward as he could to observe the developing situation.  He wanted to know who was holding up the advance of his battalion.  Whoever it was, they were a determined force and not small in number.  They had foxholes hidden all over the hills and Reilly acted on instinct to direct his men against an enemy could barely see.  He heard the familiar thumps of M Company’s mortars to his rear before they careened out of the steely sky into the woods. 

Their firefight raged for three hours until the mysterious enemy began to retreat, dragging their wounded with them through the scrubby forest.  Bodies of the enemy dead littered the ground, and blood trails ran for miles through the woods.  In comparison, the 3d Battalion suffered only three killed and eighteen wounded.  Fresh shoed-hoof prints indicated they were using horse drawn equipment.  The dead bodies left by the retreating enemy were very foreign.  They were not from any unit anyone had seen yet, nor did they look like any North Koreans.  Some speculated they might be Mongolians or even Russian since all of their equipment was of Soviet origin.  The members of 3d Battalion scavenged the battlefield for anything salvageable.  They had been using captured equipment since arriving in Korea, whether it was North Korean, Russian, or even stolen from the Marine Corps.  They were so poorly equipped they used whatever they could, and they still had not received any real winter clothing.


L to R: Captain Earl H. Jordan, Colonel William R. Reilly, Captain Albert Marr at Fusen Reservoir

Intelligence did not have an answer for whom the 3d Battalion engaged on November 8th, but they kept running into the same enemy as they moved through the Fusen Reservoir.  They eventually learned from two prisoners captured during the action on the 8th that the newcomers were Chinese soldiers from two different regiments of the People’s Liberation Army.  They were ghosts that materialized, undetected, and seemed able to simply disappear, completely hiding their numbers when needed.  They had snuck across the Yalu River in October, and avoided detection since then.  It seemed the 3d Battalion, 31st Infantry was the first Army unit in Northeast Korea to make contact with the Chinese.


They pursued the elusive Chinese for the next couple of days, taking long range harassing fire, but nothing as exciting as the fight on the November 8th.  The battalion snaked past the town where Francois and Abbott had laid wire a few nights before, following the railroad to make their way around a mountain tunnel that was blown shut.  On the other side, they entered a small town in a canyon.  It was an isolated, lonely place, devoid of color in the stark winter.  In a few days, the battalion was snowed in and running low on supplies.  Soon, they were without food.

Reilly Saar


Fields and pastures once lush in warmer months became mired from rains, retaining few gaunt trees strewn along their edges, clawing toward a steel sky with stark branches.  Outside of Gros-Réderching, drab tents and vehicles populated the muddy plains and teemed with the activity of the American Army.  The land was softened by twenty days of rain during the month of November, inducing a dreary sogginess that squished when walked upon.  Vehicles were forced to keep on hard roads, on which the Germans thoroughly laid mines and other obstacles. 


The 346th Infantry Regiment was committed to action on the morning of December 11, 1944 with the mission of storming a hill guarding the approach to a quaint French town barely two miles from the German border.  A typical village-rue settled in the patchwork of bocage farmland, Rimling was now in the firm grip of German forces.  Behind houses built wall to wall along the single street lay fortifications of pillboxes, tanks, and the notorious 8.8 cm Flak artillery piece, known simply as the “88.”


Infantrymen lined up side by side at precisely 9:45 in the morning, separated with a few feet between each man and proceeded to move forward with marching fire.  Facing the enemy, every other man took a few steps forward while those now behind them aimed their rifles. They alternated ranks, so previously stationary soldiers would pass through the line of men in front, who had now stopped to aim down their sights and fire if necessary. General Patton loved the tactic, claiming that it instilled confidence in the advancing troops and hindered defensive fire from the enemy.  Though it was an archaic form of assault from the 18th century, it was effective with support from artillery and mortars, and Patton encouraged it regularly.

The day was to be the first of many for those who would make it through the war, but nonetheless the first day where they were truly terrified, not for fear of dying or being wounded, but simply the helpless feeling of being on the receiving end of artillery fire.  They braved incoming shells that heaved shards of metal and swelled the earth to creep forward into the grinding surreality of combat where one’s life expectancy depends on nothing but fortuity and coincidence.  In those initial hours of the attack, young men saw their brethren maimed, wounded, and killed outright and they quickly realized with great reverence that it was going to be a tough war.


The unseasoned infantrymen ducked under nearly every shell that zipped overhead, whether it was friendly or from the relentless 88s in Rimling.  They had not yet learned the subtle nuances of the whines and whistles of different types of shells. Rimling was settled less than three miles from Gros-Réderching, but with little cover in the open fields, progress throughout the day was excruciatingly slow.  The regiment reached an objective on the high ground by the end of the day. 


Exhausted from slogging through the assault, Major Reilly, 3d Battalion executive officer, unslung his weapon and settled down to rub away weariness from his face with grimy hands.  He had witnessed a lot in the past ten hours and tried to reflect on the battalion’s performance. Most of the officers in the entire division had only been through training, but they were adapting quickly.  All ranks of the 87th Division were, on average, of high intelligence.  Many of the soldiers had come from the disbanded Army Specilaized Training Program and had more education than the typical GI in any theater of the war.

Reilly certainly was educated himself, having graduated from West Point in 1939.  He happened to be within the bottom five percent of his class and was frequently punished with guard duty, usually served for arriving late after a night out on the town, which could only be commuted by a higher officer.  The only time he was pardoned from such duty was when the Queen of Sweden was visiting and graced him with the night off.




Reilly smashed crackers into his can of chopped ham and eggs.  The texture was a meager substitute for what lacked in flavor, though he was not one to complain.  The fruit bar included in his morning K-ration would be a good snack later, and he slid it into a pocket on his damp field jacket.  Down the line, men shuffled about and grumbled and there was a chorus of clicking weapons as company commanders gave the order to move out at 0800.  Reilly scraped the rest of his breakfast out of its tin and tossed it aside, licking his spoon clean before finding a home for it in another pocket. 


A constant rain encouraged more fog that settled over the low hills and engulfed Rimling in the distance.  Clouds stifled all warmth trying to radiate from the sun as it worked its way above the horizon.  As the regiment began to move, the Germans let loose fire from their 88s.  The men were beginning to hear the difference between outgoing and incoming shells by the second day, but still flinched as they zipped overhead.  They advanced a mere 400 yards in five hours, but it was not enemy infantry opposing them, it was difficult to progress in the face of artillery and unfavorable weather.  They continued to attack through the next day, nearing their objective but still moving slowly.


On the fourth day, the attack began at dawn and the regiment was ambitious to reach the town to finally claim the objective they had been striving for.  At first it seemed they would be able to stroll right through – they met minimal resistance and casualties were light, but upon reaching the edge of the town, the Germans fought back fiercely.  By then, combat fatigue was also setting in and frustration and irritation were showing through.  Just before 1:00 in the afternoon, the Americans set foot in Rimilng.


The regiment moved out again the next day, December 15th, though it was becoming difficult to keep track of as the days blended together.  Victory was short lived on the move.  There was always one more town.  The next village, Guiderkirch, was a grenade toss from the German border and the Whermacht did not want an American boot to step into the fatherland.  The 346th met heavy resistance by mortar and MG fire, but by the close of the day had captured Guiderkirch, several other humble little towns, and fought through to cross the German border.  The men were tired, hungry, and worn out.  Major Reilly assumed command of 3d Battalion after the commanding officer was wounded and evacuated after launching an attack into Obergailbach.  Their sister regiment, the 345th Infantry, relieved them on the other side of the border and the 346th went into reserve.


This initiation into combat began a week of battling German forces through wooded pockets and clearing undistinguished towns until crossing into Germany.  By December 14, the 346th Infantry had crossed the border and reached the Seigfried Line under increasing artillery fire from the notorious 88s.  The German resistance stiffened once they were defending their homeland. 


Though they were making great progress in their advance, the division received orders to stop their clearing operations and rush over 350 miles into Belgium to counter the German offensive in the Ardennes.  Rumor throughout the ranks was that the Germans had broken through American lines, but the order still puzzled everyone.  The infantrymen traveled in open trucks where they became stiff and frozen after a few hours of sitting on the hard bench seats.  They arrived at Reims on the morning of December 26th after a twelve-hour sprint through the dark forests on the outskirts of Bertix.  They had two days to embrace showers, resupply, reorganize and prepare for the Ardennes.   The next morning, the 346th Infantry acted on orders to ‘hit the road until they ran into Germans’ and gain control of the roads leading to Vesqueville and St. Hubert.


Reilly Belgium

Limbs of proud fir trees drooped under a thick blanket of pillowy snow that seemed to mute the landscape.  Scampering woodland creatures left shallow prints in the white carpet that hardly disturbed the smooth surface.  The only noise that filtered through the morning fog came from the sounds of 3d Battalion trudging through two feet of snow past the Château de Banalbois.  In the midst of the thick forests of the Ardennes, the lovely estate built at the turn of the century was not too far south from the train station at Hatrival.  The construction of the château had created a beautiful clearing in the woods along the railroad tracks.  The area had once been a private home and hunting lodge before being inhabited by monks.  It remained sleepy and quiet as Major Reilly passed by with his battalion.


Twelve soldiers from K Company were at the point of the battalion, not knowing when or where they might stumble into their foe.  There was no information from intelligence or reconnaissance after the long motor march and the lack of information left many officers irritated.  Accompanied by the K Company commander and Everett Hale, Weapons Company commander, Major Reilly moved forward alongside the lead platoon.  Three officers up front was typically undesirable, especially with the lack of reconnaissance.  It was, however, a reflection of Reilly’s intrepid character as a battalion commander, an admirable quality that the enlisted men noticed.  Moving cautiously across the white terrain, Reilly beckoned down the line to Glen Cougill, the battalion S-2, and requested that he find a way to bring heavy weapons forward from the rear of the column where they were struggling to maneuver their jeeps and trailers over destroyed bridges spanning a stream.


Behind the column was a deep wake where powder had been squished beneath their boots, cutting gouges in the serene landscape.  It was nearly silent except for the muffled conversations of childhood winters and warm homes, but mostly wondering if there would be girls or booze in the next town they would have the privilege of liberating.  The Belgian winter felt familiar to Reilly, much like snowy days in Vermont, and it was almost cheerful. 


They covered twelve miles of road by mid-afternoon.  Between the treetops, the sky was dimming when the sharp snap of a bullet broke the calm air.  Another struck the trunk of a nearby tree, followed by another and another.  Men began ducking and dropping.  Two machine guns just before the first houses of Hatrival tore through the forest, shattering the hearty wood and flinging splinters about.  Reilly and Hale took cover in a ditch along the road.  In moments, the battalion was pinned down and officers and non-commissioned officers alike had no means of communication. 


Flecks of dirt and bark peppered the surface of the snow and hot shell casings jumped from smoking receivers to sink into little pockets melted into the snow.  The onset of darkness and thick cover of snow provided the only cover for the battalion.  There was brief discussion, if any, before Major Reilly dashed across the front to instruct his company commanders who were strung out over 200 yards of terrain.  Clutching his helmet on his head, he sprinted across the line between spurts from the enemy machinegun, ducking at each crack from a rifle.  When he felt he was too exposed, he crawled through the snow hoping to stay below the Germans’ line of fire.  Between his exertion and adrenaline, he managed to grow warm.  His knees and elbows soon soaked through, only to freeze later in the raw weather.  Reilly passed through each position before nightfall cloaked the forest and the only light came from the moon’s ambient reflection off the snow.  Shadows and silhouettes became hard to perceive even with a nearly full moon.  Amidst the confusion, the 3d Battalion managed to escape the trap they stumbled into hours earlier.   Experiencing similar disorientation, the Germans pulled back toward Hatrival.  Though K Company suffered casualties after walking into the crossfire first, the battalion managed to escape their first action at the Bulge with minimal casualties under Major Reilly’s leadership.



The next week, 3d Battalion was assigned the task of taking Tillet, a vital position for  German reinforcements and supplies.  A few miles east of Moircy and two miles north of Gérimont, the town lay on an open hilltop with only a few trees and hedgerows surrounding it.  The battalion approached Tillet on the afternoon of January 6th to find the Germans clinging desperately to the burning town. 


Over four days, the men attacked alongside the 345th Infantry with no results.  At night, the German sent patrols into American lines and caused a great deal of casualties.  On the fourth day, I Company and a platoon from L Company punched their way in and took the town.


The 87th Division drove the rest of the German resistance out of the area and hurried to Luxembourg where they occupied positions of relative rest.  The 3d Battalion captured and held Wasserbillig for eight days amidst the defensive exercises and demonstrations.  As their time to rest dwindled, Major Reilly was appointed regimental S-3 and thoughts of combat operations became priority again.  At the end of the month, the regiment made a night motor march back to the Bulge area to conclude their Ardennes campaign and attack into Germany. 


From St. Vith, they moved through a sector of the 82d Airborne intending to cross the Our River.  Muffled gunfire sounded in the distance with intermittent blasts from artillery or mortars.  In the light of the next morning, they found what all the firing had been about.  Two columns of German bodies lay in the snow where they fell, some in piles of a dozen or more.  Speculation was they had gotten lost in the snowstorm and walked right into the 82d Airborne positions.

Intending to take advantage of the ambushed German unit, Reilly ordered Lieutenant Melvin L. Coombs to transport a task force into the hills behind enemy lines.  From there, they would wait patiently and assault the town below the next day.  The Major accompanied the first group in his jeep, driven by Kenneth D. Bender.  While they searched for a location to spend the night in seclusion, Coombs departed to collect more soldiers for the task force.  He was absent for some time when the group in waiting began to speculate if he was lost, killed or captured.  (He happened to be delayed when he ran into fifteen Germans along the road on his return trip.  His arrival startled them and he ordered the lot into the back of his truck and delivered them to the prisoner of war stockade).  The small lot of men from the regimental intelligence staff waited anxiously as the low sun pierced between the surrounding tree trunks and then behind the horizon. 


The sky darkened and it began to snow more viciously.  By the thin light of the moon, a unit of Germans slipped out of the shadows and quietly took the surrender of Reilly and his group.  They collected the Americans’ weapons and marched the task force off the hill at gunpoint.  Only Corporal Bender slipped away as they disappeared into the woods.

Reilly PW


The transit camp they arrived at was located in the shadow of the medieval Limburg castle.  He was supposed to be transferred to an officers’ camp soon, but had no intention of staying around long enough for that and began plotting his escape.  He was interrogated, documented, and assigned identification number 096927.  His thoughts were filled of his poor wife, Celeste, who now had her husband and father, a Brigadier General captured at the fall of the Bataan, both in enemy hands on opposite sides of the world.


He found a suitable point in the barbed wire perimeter one night and dove under the entanglement.  He was nearly out when some guards apprehended him and dragged him back into the confines of the camp.  Irritated with the progress he made, they kicked him around and struck him twice in the back with the butts of their rifles before locking him away in the castle.


The room was tiny, cold and damp.  The climate and furnishings made his sore back worse and after five or six days in solitary confinement, Reilly was terribly stiff and sore.  The camp commandant who assigned the punishment explained that the guards were only so rough on Bill because his significant progress toward escape was a poor reflection on the guards’ efficiency and alertness.  They were likely to be criticized for doing their jobs poorly and took out their frustrations on Bill.  Accepting this explanation but still in pain, he continued to request to see a doctor for two weeks until his ask was accepted.  By then he had only a few bruises and dull aches and the German doctor was sure he had nothing to worry about.


He subsequently moved with the other officers of the camp to Oflag XIII-B in Lager Hammelburg where conditions were hardly better than their previous camp.  For years it was home to only Serbian officers until Americans joined from Battle of the Bulge and other camps evacuated in the east as the Russians closed in.


Meals were limited to a fraction of a loaf of bread, watery coffee, weak soup that included some potato or simply baked potatoes.  The Geneva Convention tended to have adverse effect on the prisoners, as the camp commander, Major General Gobbel, adhered strictly to the rules of the convention and restricted the officers’ form working.  Unlike their enlisted counterparts, they were unable to harvest wood from the nearby forests and instead relied on each other’s body heat to stay warm in overpacked cabins.  Meat, too, was regulated by these terms, but when a dead horse from the Russian front was delivered, it was weighed with all bones, hooves, maggots and innards.  The improper calculation left each man with hardly more than a thin strip of meat.


Wishing to return to American lines and escape the appalling camp, Bill began to consider his way out of the Oflag.  After several unsuccessful attempts, he thought he might be able to simply walk out at the end of March when the dreary routine of camp life stirred at the sight of an American task force attempting to liberate the camp.  Having blitzed across country to make it to the Oflag and still fueled by the wanton thrill of the late war campaigns, they mistakenly began shelling the Serbian side of the camp.  The commandant, General Gunther von Goeckel, was known to be an intelligent man among the Americans and quickly surrendered at the sight of the armored task force obliterating their Eastern allies.  He sent Colonel Waters (who happened to be the objective of the task force) to act as intermediary for the surrender.


He did not make it far when a German guard who was unaware of the organized plan abruptly shot Waters.  The task force immediately swarmed into the camp and began loading prisoners onto their vehicles.  The volume of liberated officers far exceeded what the mission allotted for and between the resistance they previously encountered on the way and the poor condition of American prisoners, and the Task Force led by Captain Baum pulled only 200 of the 1400 or so officers held there.

The mission had progressively degraded, culminating in a total failure when the task force turned to leave and faced a number of German units from the area that had converged on them after hearing of the units dwindling size.  Facing a large firefight, most of the prisoners returned to the camp with no hope of escape through the circling Germans.  The majority of Task Force Baum was rounded up as prisoners themselves.


Among the upset and chaos during the day, Reilly saw his opportunity to escape and decided this time that he would not simply dive under the wire, but approach with a more creative and careful plan.  At dusk, he was assigned latrine duty and he readily accepted the task as a means of his escape.  The toilets were subjected to months of the results of dysentery and any time spent in them was undesirable.  The Major managed to remain in the nasty latrine until near complete darkness.  Beneath a thin moon, he snuck away to join the other recent escapees moving west to freedom.




In late April, Bill had made his way across Europe and transported to Camp Lucky Strike.  He had yet to receive proper care for his back and promptly saw another doctor about the infrequent but persistent discomfort.  His prescription after a brief inspection was asprin, heat, exercise and rest.  Despite assurance from all medical professionals, his back never truly healed and became a burden in his older years.


Major Reilly receiving Bronze Star Medal for December 30, 1944 action.

Reilly Fusen


Orders came in that their rations were being cut in half, which became a huge joke among the men since they had no rations to cut.  Apparently, it was to balance a deficit due to overdrawing two years prior during Thanksgiving of 1948.


The wire team was infamous for procuring fresh ox meat to share within a small circle in the 3d Battalion.  Before moving into the Fusen, Colonel Reilly regularly joined the enlisted men each night to fry steaks cut from the hindquarters of the oxen.  He would walk from his command post carrying his mess kit up to where Jerry Francois sat with a handful of other privates and sergeants.  He was truly a humble officer who enjoyed the company of his enlisted men and the satisfying meal was a fine bonus that would be foolish to pass up.  Just before the move to the Fusen, however, Reilly made the mistake of passing by the company cooks who had noticed that he was skipping their meals.

“What’re you doin’ there Colonel?”  One of the cooks put Reilly on the spot.  They knew where he was going.  “We got nothin’ to eat down in the mess hall!”


The Colonel knew how disappointed his resourceful men would be if the cooks became wise to the stash of frozen ox meat in the weapons carrier.  “The hell with the troops!  Let ‘em get their own!”


“No, it ain’t gonna work that way,” chided the cook.


“Alright,” he considered how hungry everyone was, but was still reluctant to hand over the spoils.  “Give us a couple hours and we’ll get everyone something to eat.”


The wire team went out and shot a pig, the only creature they could find.  They brought it to the mess hall and asked the cooks to boil and scrape it.  They were not too invested in the operation when the medical officer came over and refused to let the men eat the pig, noting that his could have trichinosis.  So they disposed of the animal and demanded the wire team share their red meat instead.  They had roughly 1000 pounds stashed in the weapons carrier.  Colonel Reilly, at the center of facilitating the exchange, only managed to keep 10 pounds for the teams’ personal stash.  He did not have supper with Jerry and the other men after the mess hall began serving steaks.


Around the same time they heard their rations were getting cut, General Almond also issued an order not to kill the local Korean’s animals anymore.  Francois went out the same day and bagged another 700-pound ox for the battalion.



The Chinese pulled out of the Fusen Reservoir after finding the power plant abandoned and incomplete and facing stubborn resistance from the 31st Infantry.  In the week following November 8th, they made an impression on the battalion, but most importantly, they learned.  Unlike the Americans in Korea, the Chinese had no aerial reconnaissance or any other means of studying their enemies, and relied on experience to understand who they were fighting, what weapons they used, their equipment, and tactics.  They gathered the intelligence they needed and slipped back into the mountains.


The 31st Infantry, on the other hand, came to regard the Chinese with some contempt following their inconsistent fighting style.  Bill Reilly and the regimental commander in particular, Allen MacClean, had a great distaste for their new enemy.



L to R: Major Berry K. Anderson, Colonel William R. Reilly, Major Lester K. Olsen in front of Mount Fuji

The Chinese pulled out of the Fusen Reservoir after finding the power plant abandoned and incomplete and facing stubborn resistance from the 31st Infantry.  In the week following November 8th, they made an impression on the battalion, but most importantly, they learned.  Unlike the Americans in Korea, the Chinese had no aerial reconnaissance or any other means of studying their enemies, and relied on experience to understand who they were fighting, what weapons they used, their equipment, and tactics.  They gathered the intelligence they needed and slipped back into the mountains.


The 31st Infantry, on the other hand, came to regard the Chinese with some contempt following their inconsistent fighting style.  Bill Reilly and the regimental commander in particular, Allen MacClean, had a great distaste for their new enemy.




After the Chinese left, 3d Battalion received orders to move out of the Fusen.  The battalion tailed the Marines during the convoy south, mingling closely enough where Jerry was able to steal twenty-nine cases of 5-in-1 rations off a Marine truck.


“You know you’re stealing government property,” Reilly scolded him.


“No, sir, we’re just stealing from the Marine Corps!”  Francois replied quickly, always the clever GI and proud to procure more food for the men in need.


“Well, in that case,” Reilly was reluctant but lenient.  “Turn it over to the mess hall!”  Despite his rank, it seemed he was still just ‘one of the boys.’


The battalion arrived in Hamhung to find the 3d Division operating out of the area.  The 7th Division men were quite jealous to see them sporting adequate cold-weather gear.  At least, more so than the layers of summer fatigues and field jackets they had been wearing since arriving in September.  Shortly after dismounting in Hamhung, they received orders to move back north all the way to the Yalu – and they were surviving on two days without sleep and only two meals in between.  At least one was a hearty Thanksgiving dinner served when they arrived in the area.  Considering their condition, the men thought the assignment was a sign that the war was over and they were simply an occupation force. 


There was no chance command would send such a depleted unit into combat.

Reilly Chosin


For the entirety of November 27th, columns of Reilly’s 3d Battalion snaked from Hamhung to the east side of the Chosin Reservoir in a miserable convoy that faded out of sight between sharp mountain slopes.  Dusty snow churned up by the convoy quickly yellowed as it mixed with the dirt of the grungy landscape.  They reached a bivouac position by dark and, though it was a weak defensive position near the inlet of the reservoir, they set up for the night.  It would be a short stay if they moved out toward the Yalu at first light as planned and the Marines vacating the positions reported little or no enemy activity in the area.  Close to the shore of the inlet, the Colonel and his staff occupied a sturdy mud house encircled by a courtyard to serve as the battalion command post. 


Darkness crept in around 4:30 in the afternoon and after the sun slipped behind the horizon, the temperature quickly plunged as low as -35˚ Fahrenheit.  Without ample time, the ability to properly dig in to the frozen earth, and lacking a great deal of their sleeping bags and other equipment, Bill allowed the men to build small warming fires to stand by while on watch throughout the night.  Since the Marines they took over from had reported no activity for miles around the perimeter, it seemed safe to stray from typical blackout conditions.

Colonel Reilly distributed his companies along the ridges near his command post to form a perimeter that functioned as the east side security for the night.  Initially, he ordered his men to move out further, but seeing how weary they were after two full days and a night of marching, he cancelled the order and kept them close.  Many were falling asleep standing up and he knew they needed some rest if they were to continue marching in the morning.


Reilly found it difficult to establish outposts and run local reconnaissance patrols in the darkness with no idea what the terrain was like.  It was very much like his first day in the Ardennes chasing Germans.  Thinking back to that winter, it seemed that Reilly was destined for war in the cold and snow, but this tundra of Korea much less welcoming than the forests of Bastogne or even the flavorless coast of Alaska.

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He considered Korean climate to be hostile and inhabitable only by a few stubborn Korean people.  Only the heartiest vegetation clung to the frozen ground – a few scattered trees and bits of scrub.  Beyond the frozen inlet to the east, the Taebaek Mountains blotted out the stars on the horizon.  Bitter winds of the Manchurian winter howled between these jagged peaks and ridges that carved through the bleak landscape, chilling the already frozen atmosphere.

The battalion was unusually quiet that night.  The silence broken only by the eerie howling wind left everyone feeling something unsettling and the silence filled with tension.  A pale moon masked by clouds illuminated the chalky hills with dull, ambient light.  Behind the gentle curtain of snow and completely hidden in the shadows, hordes of Chinese strapped with grenades and ammunition padded silently over the hills in thin tennis shoes and quilted uniforms.


Around 1:00 that morning, K Company was startled to hear a cacophony of horns and whistles accompanied by a violent hailstorm of grenades and gunfire.  With a steady crescendo, they realized they were being overrun, opening the lines for the Chinese to attack the exposed 3d Battalion CP.  The other companies in the battalion, as well as the artillery and anti-aircraft units, were suffering the same fate. 




Jerry awoke in his sleeping bag in the back of a weapons truck to see balls of fire streaking through the canvas canopy above his head.  He leapt out in his underwear, furious.  He must have looked like a madman to the few GIs gathered by the fire.


“Who the hell is shootin’ over here?” 


“There’s Chinese all over the place!” They replied without much concern.


“Well, don’t worry about it, the line companies will clean them up.”


Jerry skipped back to his truck with freezing toes and reached in to grab his clothes.  He glanced up to see two figures running toward him and fumbled for his M1 when he realized they were Chinese soldiers.  He dropped them not thirty feet away, breathing heavily in the cold air in only a t-shirt and undershorts.  He hustled to put his clothes on and shoved his feet into his boots before finding his way to a company command post over the hill.  Several men were taking cover from machinegun fire behind a wall outside the mud hut.  Behind the house was a jeep marked for M Company – so it must be the M Company command post.  He recognized one kid from the Pioneer & Ammunition platoon and another buddy in the middle of the yard, near the outdoor latrine.  It was his assistant radio operator, Joseph M. Harper.  He had been brutally shot and was just sitting there, dying.  There was nothing Jerry could do.

The perimeter crumbled and the line companies were forced to withdraw.  Infantry and artillerymen mixed together, fighting off Chinese face-to-face – hand-to-hand.  All units except M Company, the handful of men remaining with Jerry, retreated to the B Battery perimeter with the 57th Field Artillery and continued to hold off the attack.


Headquarters Company commander Captain Herbert L. Bryant had gathered about a dozen men and dashed the few hundred yards between his company CP and Reilly’s battalion CP.  Nobody was on security detail to challenge them, and they met no other comrades outside.  The area was swarming with Chinese and the group began defending the area, fighting off Chinese from only a few feet from where they were firing on the edge of the courtyard.  Many had come from the south, the same direction Bryant came from out of his CP.  In the mayhem, they had not had time to look for survivors, and assumed the occupants inside had all evacuated or been killed in the fray.


A few more yards to the east, Jerry Francois was still blasting through clips trying to hold onto the M Company command post.  He was one of seven still defending the house from behind cover of the small wall when the Chinese began showering them with grenades.  It looked like there were hundreds of trails in the air from the fuses.  They must have been throwing them by the box.  Jerry looked up to see one tumbling straight toward him and he instinctively held his hand up as if to catch it before it exploded.  He was knocked to the ground and the white world around him faded into blackness.



Blaring bugles startled Lieutenant Oliver Robinson awake at the 3d Battalion command post.  He hastily organized a perimeter around the courtyard as Chinese were swarming toward the house.  Reilly and his staff were startled by the unexpected attack.  Groups of Chinese hurled grenades and violently plastered the hut with sub-machinegun fire.  They attempted to break in the doorways and climb in through the windows.  Reilly sat motionless, shivering in the dark, clenching his jaw and gripping his pistol with numb hands.  Having no chance to venture outside the shelter of the house because of the overwhelming barrages of Chinese, he was unaware of the group from HQ Company just outside the courtyard.


Bill tried to move about to keep good circulation, but he was exhausted and cold to the bone. He kept his aim diligently fixed on the window he was facing.  If any Chinese tried to clamber through the, he plugged them with a couple of rounds from his .45 and watched them pitch onto the several bodies on the floor beneath the window.  He could hardly feel the motion of his frozen fingers squeezing the trigger. 


The small house was riddled with bullet holes and a number of grenades had rolled in, peppering the walls and the occupants. Two officers, Major Clifton Z. Couch and Captain Melville E. Adams, lay sprawled on the ground, steam rising from their bodies after they had both been shot in the chest by sniper fire defending the open doorway.


There was a distorted silence just before a mortar crashed into the roof and detonated, instantly killing Lieutenant Olin A. Johnson, the Air Force liaison officer.  The shell battered Reilly with fragments and left his ears ringing.  He clenched his eyes and forced a yawn to rebalance the pressure in his head.  While he was reorienting himself, he looked over to see Lieutenant James A. Anderson struggling to take his revolver from his holster.  


“Bill,” he was nearly shouting over the din outside.  “Bill, I can’t reach my gun!”


In the dim moonlight that passed through the hole in the ceiling, Reilly saw that Anderson’s right arm had been blown off.  He was in too much shock to realize his arm was no longer attached and was becoming increasingly frustrated that he could not draw his pistol.  He continued to mutter as he reached toward his holster with a tattered stump of an arm.  Reilly crawled over, pulled the pistol out, and placed it in Anderson’s remaining hand, but the Lieutenant was bleeding to death.  He slipped away and had no chance to use the weapon. 


Most of Colonel Reilly’s staff were now dead or dying and he was running short on ammunition.  He had no clear idea what was happening outside, but the Chinese were still surging through.  A new wave of explosions swelled outside and grew closer, and Bill realized they were hurling grenades everywhere.  They were bursting and popping from every direction.  One streaked through a window and exploded next to the Colonel’s head. Bits of shrapnel embedded above his right eye, in his hands, and shoulders and he staggered and slumped against the wall.  Snow sifted through the shattered roof, dusting his body in a thin sheet of glistening powder.



It was approaching sunrise when Colonel Reilly regained consciousness.  He was awfully stiff, sore, and his head throbbed.  He crawled past the dead members of his staff, out the door into the bitter morning, and slumped against the exterior wall of the CP building.  The glow of dawn revealed the destruction within the perimeter.  Bodies of dead Americans and Chinese lay strewn across the battlefield frozen in grotesque poses.  Survivors of the night battle meandered between them searching for buddies.  He heard indistinguishable voices nearby, but quickly slipped back into a cold and concussion induced sleep.


The majority of the Chinese soldiers eventually withdrew out of the perimeter around dawn.  Those who passed through Reilly’s command post pillaged the bodies of the men inside and around the courtyard, taking weapons and anything of value – gloves, boots, and other valuable belongings.  They bayoneted the groaning wounded and kicked past corpses to shuffle outside and return to the hills.  They picked over Reilly, who lay bloody and lifeless, and rummaged through his pockets.  He was spared only because he appeared to be dead.



Near the M Company CP, Jerry Francois regained consciousness and peeled himself off of the frozen ground.  He squinted to see a soldier carrying a B.A.R. walking toward him between the two nearby buildings.  He recognized him as Sergeant Abbott and he was glad to see he was still among the living. 


“I’m looking for the Colonel,” the Sergeant announced.  He pointed the muzzle of his B.A.R. toward a body propped against the Battalion CP building.  “Who the hell is that laying over there?”


Jerry saw the gleam of silver oak leaves on the man’s shoulders.  “It’s the Colonel!” 


“He still alive?”


“I think so,” Jerry rose to his feet.  “There’s steam coming off him.  I think he’s breathing.”


He dashed toward the battalion CP, relieved that his beloved commander appeared to be alive, but stopped short when a machinegun burst kicked up snow and ice at his feet and he ducked behind the building.  There was a draw somewhere on a nearby hill that a gunner was hiding in.


“Try again and draw his fire,” Abbott yelled.  “I don’t see him yet!”


After three more attempts, Jerry thought his luck was running thin when Abbott drew a bead on the gunner and killed him with a throaty burst from the B.A.R.  Jerry walked over to Reilly and lifted him to feet, helping him walk around and get his blood flowing again.  He left with Abbott to search other buildings nearby while Reilly tried to keep warm, occasionally resting and still dazed from the concussion grenade.  As we rested against the house, the Colonel watched Private Don Mayville stringing wire to the CP after the switchboard had been damaged during the night.  The two looked at each other helplessly.  The vision of the Colonel in such poor shape upset Don and he wondered who was running the show.




No one was aware of what occurred at the command post throughout the early morning battle.  Most feared the worst for Reilly and his staff, assuming they had all been killed or captured after the Chinese overran the CP around 3:00 in the morning.  Lieutenant Henry Traywick, 3d Battalion motor officer, organized a counterattack to reclaim the battalion CP later in the morning.  With a bit of effort and heavy covering fire, they reached the two dilapidated buildings (Reilly’s battalion CP and Bryant’s company CP), killing any straggling Chinese as they fled.  They were surprised to find Reilly alive.


Despite his haggard condition, Colonel Reilly was in good spirits, hobbling around and already reorganizing his men in preparation for the coming night.  His face was drawn and he looked like a worn, old man years beyond thirty-three, grimacing through chapped lips.  His parka was soiled and bloodstained and on checking his pockets, he realized the Chinese had stolen photos mailed from his parents among a few other personal things.


Around the perimeter, those who were able gathered the frozen bodies of Chinese and stacked them around their positions and around shallow foxholes within the perimeter.  Some were in ghastly poses, difficult to stack on top of others, and left about to thaw out when spring finally came.  It was a grisly scene with more dead than Bill had ever seen before, not even in the Ardennes.


Arriving with Traywick’s party were MacClean and Robinson.  Another officer in the lot had a foot blown off and was using an M1 rifle as a crutch.  Allen MacClean was a hard-nosed leader and kept the unit well disciplined.  It would not have been surprising if he reprimanded the men for not having shaved yet that morning despite the circumstances.  The few officers gathered together for a conference that lasted only two or three minutes.  They suspected that 1st or 2d Battalion of the 31st had gotten lost on the way to the reservoir.  MacClean took off across the inlet towards Faith’s 32d Infantry and Reilly gathered the company commanders and platoon leaders for a briefing. He ordered all men to pick up any Chinese weapons, especially automatic weapons, and use them to defend the CP throughout the next night.

“We’re cut off from the Marines in the south and the 32d Infantry to our north.”  Reilly brief his remaining company officers and NCOs.  “Both of these units are also under heavy attack, but we have air strikes ordered for the morning.  We’ll take back lost ground tonight and try to make contact with the 32d.”


He barely finished issuing orders when a mortar crashed into the midst of the group.  He staggered back to the battalion CP along with Traywick and Robinson and they opened a bottle of the Chaplain’s wine.  They were passing the bottle around when another GI dragged Jerry into the building.  The officers had not noticed he had been knocked out by the mortar blast and had just regained consciousness, waking alone in the courtyard with frostbitten fingers when he was pulled to the CP.  The bottle of wine reached Traywick and he corked it.


“What’s the matter with Francois?” Reilly gestured toward the door where Jerry sat against the frame, staying quiet.


“He’s bleedin’ from his ears and mouth,” Traywick shrugged.  “He’s got a concussion.”


“Well he’s American blood isn’t he?”  Reilly was almost exasperated and gestured at the bottle of wine.  “Give him some of that!”



Colonel Reilly was not content to sit around and despite his wounds, he gathered his strength and moved out of the house to see who was firing artillery pieces from L Company’s positions.  He grabbed some artillerymen and told them to move the guns to where they could use them.  He was nervous that the infantryman were going to end up firing straight into the perimeter.  He went into the neighboring command post where Lieutenant Rybolt was at the damaged switchboard.


A quad-.50 started thundering nearby and some stray rounds ripped into the communications hut and slammed into Colonel Reilly’s thigh and foot.  He felt like he was hit with a sledgehammer.  The second round had clipped off a few toes.  Lieutenant Rybolt was hit in the head and killed.  Outside, a panicked Major Storms tried to direct someone to shoot the operator who was spinning wildly in circles and sprayed lead all around.  Someone finally shot him and the booming quad-.50 ceased.


It took considerable persuasion to convince the Colonel he needed to go to the aid station.  His wounds from the .50-caliber made it about impossible to walk around properly and he reluctantly submitted to being carried off to the aid station where he kept himself propped up on a stretcher.  He stubbornly insisted on continuing to command his unit and passed the day planning, observing his battalion cleaning up, reorganizing, and accounting for dead and missing.  His flesh wounds, concussions, and aching back were causing him considerable discomfort and made thinking very difficult.


Captain Adams, also at the aid station and just as chipper as Reilly, was keeping a pistol under his pillow.  “The Chinese will never take me!” Adams announced with pride, though it was unclear if he meant he would kill them or himself.  Major Couch lay silently nearby – he never recovered consciousness and died quietly during the day.  As darkness neared, the battalion prepared for another night battle.




The second night at the inlet was much quiet than the first.  The AAA battalion’s quad-.50s dissipated the small Chinese assault before darkness.  Reilly was in considerably worse shape the next day and his leg wound was becoming infected.  Major Wesley J. Curtis, S-3 of 1st Battalion, 32d Infantry arrived in the perimeter and found him at the aid station, hoping to find some new information.  Unfortunately, Reilly could hardly talk and was quite dazed.  A double dose of morphine eased his pain, but clouded his mind.

General Barr flew in by helicopter during the afternoon with orders to evacuate Reilly and Colonel Embree from the 57th Field Artillery.  They were both seriously wounded, and neither man was in any condition to command their respective units.  Colonel Reilly remained tenacious with the General, obstinately arguing that his wounds were not impeding him.  He did all of this from his seat on the stretcher – one foot swollen and wrapped in what rags were available; trousers stained dark and stiff with blood from his leg wound; and the rest of his body splattered with small shrapnel wounds where the blood had frozen into something like gel in cold air.  The multiple concussions from close shells may have been the worst, putting him close to a spinning delirium.  Still, he fought remain with his battalion.

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Three evac helicopters on the ice on the outskirts of the 3d Battalion perimeter.

“I’m not leaving,” Reilly said adamantly.  “I’m staying with my men.”


“I didn’t want to do this, Bill, but Ned told me personally to get you out…right now!”


With creeping guilt, Bill began to accept that he was not going to do much from where he sat, and regretted just thinking of leaving when his battalion was desperate.  “Okay,” he sighed with defeat.  “But I won’t leave until that helicopter is full of wounded.”


Neither Reilly nor Embree, who was also evacuated, could function very well and both men required assistance to board the helicopter.  With only a couple additional wounded soldiers, the little chopper was stuffed and Bill nearly hanging out of the cockpit when they took off from the inlet and floated away from the Chosin Reservoir.




From a soft hospital bed in Japan, Bill wrote to his parents on a Sunday with details of the battle not already included in the local papers.  He found it difficult to write cheerfully and avoided being completely honest for the benefit of his family during the Christmas season.  He reminded them that he would have some difficulty shopping this year while he was sedentary on his back convalescing from his multiple wounds, the worst of which was the gunshot wound to his right thigh.  It had become infected during the period he insisted on walking on it before having it properly dressed.  The letter focused on the hard fighting of the battalion and despite their losses, they “took out ten Chinks for every one of their own.”  There were enough enemy dead that they “stacked like wheat where they fell around their positions.”  He closed the letter promising a phone call once he was on his feet again and before returning to Korea.


A personal letter from General Almond did little to encourage Bill, who was as suspicious about the Corps commander’s decisions as even the bitterest soldiers would be, but as a gentleman of the old school, the Colonel nevertheless respected the chain of command.  Almond had enclosed a photo from earlier that November taken on a desolate winding road around the Fusen area.  Bill stood in the foreground receiving a decoration from the General who blocked the view of a weathered looking Colonel MacLean.  The regimental commander was last seen stumbling across the ice at the reservoir and presumably captured by the Chinese.


It eventually became clear who was really to blame within the Far East Command was responsible for the trap they were blindly directed into, but the Colonel held himself wholly responsible for the fate of his men.  Though his memory of the moment was blurred from the effects of several doses of morphine and multiple concussions, he vividly remembered the ragged group of soldiers milling about the dirty, bloody snow has hung out of the doorway of the evac helicopter.  Those that he left behind considered him to be among the fortunate few taken out of the perimeter before their fateful breakout and would all agree that he deserved it after his gallant leadership since they arrived in Korea. 


As time passed and the hospital stewards went about their routines, Bill could not tear himself away from the terrible feeling of abandoning his unit.  In the years following the war, Jerry stated that Bill would rather have died with his men.  The Colonel never forgive himself for leaving his battalion, especially when he learned about the tragic breakout that followed.  Though he knew would surely have died from his wounds, been killed outright or captured, it was an alternative that he found ideal for the honor of staying and leading his men.


“It was the kind of officer and man he was,” recalled Jerry.  “I don’t know of a man in the 3d Battalion that wouldn’t follow Colonel Reilly anyplace he went.  He was a highly respected battalion commander, he was a down to earth infantryman, he was a considerate man, and he had nerves of steel.”

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(1) Appleman, Roy E. "The First Night." East of Chosin: Entrapment and Breakout in Korea, 1950. College Station: Texas A&M UP, 1987. 83. Print.

(2) 1st Lt. Rasula, George. Before the Deployment: In Japan. 1950. The New York Military Affairs Symposium. Web. <>.

(3) Francois, Gerard. Jerry Francois Memoirs. Charmaine Francois-Griffith, n.d. CD.

(4) Reilly, Bruce, and King Reilly. "William R. Reilly." E-mail interview. 2016 

(5) An Historical and Pictorial Record of the 87th Infantry Division in World War II, 1942-1945. Golden Acorn. Baton Rouge, LA: Army & Navy Pub., 1946. Print.

Photo Credit:

Bruce Reilly

George Rasula Collection

Signal Corps

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