--- Page 2 ---
Cover: Under fire, noncommissioned offi­
cers of the 3d Battalion, 4th Marines, urge
fellow Marines to cross the damaged Diyala
Bridge on the southeast outskirts of
Baghdad. (©1be Boston HeraldiKuni Takahashi)

--- Page 3 ---
U.S. MARINES IN IRAQ, 2003
BASRAH, BAGHDAD
AND BEYOND
US. Marines in the
Global Waron Terrorism
by
Colonel Nicholas E. Reynolds
U.S. Marine Corps Reserve (Retired)
History Division
United States Marine Corps
Washington, D.C.
2007

--- Page 4 ---
Other Publications in the Series
U.S. Marines in the Global War on Terrorism
U S. Marines in Iraq, 2003: Anthology and Annotated Bibliography
PCN 106 0000 0200
11

--- Page 5 ---
Foreword
The leader of the Chinese communist revolution, Mao Zedong, was once asked
by a journalist what he thought was the lasting impact of the French Revolution. He
allegedly responded that he did not know the answer to this question as it was "too
early to tell." In this same vein, field historian Colonel Nicholas E. Reynolds' book
on the beginning of hostilities in Iraq is one of the first historical works commis­
sioned by the History Division to focus on the role of the u.s. Marine Corps in the
long war against global terrorism.
This particular book is about Marines during the first stage of Operation Iraqi Free­
dom COIF). It spans the period from 11 September 2001 to March and April 2003,
when the Coalition removed Saddam Hussein from power, and concludes in No­
vember 2003 when the Marines left Kuwait to return to their home bases in the
United States. While many then believed that the "kinetic" phase of the fighting in
Iraq was largely over, as we now know, it was only a prelude to a longer but just as
deadly phase of operations where Marines would be redeployed to Iraq in 2004 to
combat insurgents Cboth foreign and domestic) who had filtered back into the coun­
try. However, this phase of the fighting would be very different from the one the
Marines and u.s. Army had fought in the spring of 2003 in the march up to take
Baghdad.
The primary focus of the book is I Marine Expeditionary Force (I MEF)-the run­
up to the war in 2002 and early 2003, especially the development of "the plan," with
its many changes, the exhaustive rehearsals, and other preparations, and then the
conduct of decisive combat operations and the immediate postwar period, mostly
under the control of the U.S. Central Command's Coalition Forces Land Component
Command. The book also touches upon other Marine activities in the Military Coor­
dination and Liaison Command in northern Iraq and with the British in the south.
Nonetheless, the primary focus remains on I Marine Expeditionary Force and the in­
teractions of its constituent elements. Other forthcoming History Division publications
will soon offer detailed narratives on Marines in Operation Enduring Freedom COEF)
in Afghanistan and II MEF operations inside Iraq.
This book is not intended to be the final story on U.S. Marine Corps involvement
in Iraq. To paraphrase Chairman Mao, it is too early for that. But it is not too early
for a first cut at the role of the Marine Corps in the early phrases of the war in Iraq.
These are the first salvoes, intended to bracket the target and start the process of ad­
justing fire. My view is that it is important to get rounds down range early on, at a
time when memories are still relatively fresh and a reasonable number of official
sources have become available. My hope is that this book will prove to be a useful
overview and introduction to the subject, especially for its Marine students who want
to understand the prologue to the continuing war; that it will stimulate further re­
search and healthy debate; and that its readers will perhaps come forward with their
own comments and perspectives to be possibly incorporated in follow-on histories.
The author, Colonel Nicholas E. Reynolds, is an infantry officer who has served
as a field historian and writer with the Division since 1992. He is the author of two
other histories, Just Cause: Marine Operations in Panama, 1988-1990, and A Skill­
ful Show of Strength: u.s. Marines in the Caribbean, 1991-1996. In January 2000 he
became officer-in-charge of the Field History Branch and directed the mobilization
and deployment to Iraq of all of the Division's field historians and one combat artist.
Colonel Reynolds deployed to the theater to serve with the Military History Group
at Coalition Forces Land Component Command. From that base he supervised Ma-
iii

--- Page 6 ---
rine history operations during the combat phase of Operation Iraqi Freedom and
helped to record combined and joint history. Following his deployment, he remained
on active duty to write this text and is now a civilian on the faculty at the Naval War
College in Newport, Rhode Island. He holds a doctorate in history from Oxford Uni­
versity.
Dr. Charles P. Neimeyer
Director of Marine Corps History
iv

--- Page 7 ---
Preface
As pointed out in the foreword, this is not a finished official history, but an oper­
ational history from one field historian's point of view. It is not intended to be a
desktop guide for future operators, but rather a framework for understanding Marine
participation in the Iraq War by describing how Marines coped with the set of chal­
lenges they faced in 2002 and 2003. Some of the implied lessons may turn out to be
universal, such as the ways Marine staff officers worked in the joint arena. But some
of the issues that were pressing in Iraq in March and April 2003 may turn out to be
irrelevant in other times and places, except in the sense that past is prologue, that
we need to understand where we have been if we want to understand where we are.
This was not a bad time to write this kind of history. I had access to an array of
sources that flowed into the then History and Museums Division between the sum­
mer of 2003 and the spring of 2004. The efficiencies of the computer age played an
important role. It has probably never been easier to track down sources and conduct
follow-on interviews or ask participants to expand on the record. Above all, I tried
to rely on primary sources--oral history interviews, command chronologies, per­
sonal journals, and various contemporary documents. Some of the material is based
on personal observation from my time in Kuwait and Iraq in the spring of 2003. I
found one or two published accounts particularly useful, especially those that clearly
laid out how the author knew what he was reporting. A personal favorite is In the
Company of Soldiers by Rick Atkinson, a journalist who is also a respected military
historian. I have written extensive endnotes in the hope that future students of the
war will be able to continue where I leave off. Occasionally, I have purposely omit­
ted a name or a source because of the sensitivity of what someone told me. But that
is rare. While I am not as free with my opinions as a journalist or an academic might
be-I was, after all, writing on government time as a member of a diSCiplined Serv­
ice-I have tried to report both the good and the not so good.
This monograph would not have been possible without the assistance of a lot of
people. I want to begin by acknowledging my brother Marines, and one sister Ma­
rine, in the Field History Branch, who, in 2003, did an amaZing job of collecting the
raw material of history before it was lost. They served in various billets, both Marine
and joint, from the Horn of Africa to northern Iraq, enduring austere and sometimes
dangerous conditions to get the job done. Their examples often inspired me. Lieu­
tenant Colonel David T. Watters, my successor as officer-in-charge, was the first to
volunteer for mobilization in the fall of 2002, when the war clouds were still form­
ing; Major Melissa Kuo, who served with 1st Force Service Support Group; Chief
Warrant Officer William E. Hutson, who drew a difficult assignment in the early days
of the war, wrote to me to thank me for giving him the opportunity to serve instead
of complaining about his luck; Colonel Reed R. Bonadonna, a talented journal writer,
was with Task Force Tarawa during the heavy fighting at An Nasiriyah; Lieutenant
Colonel Michael D. Visconage and Major Carroll N. Harris were at neighboring com­
mands during the war, and we formed a kind of historical wolf pack when we flew
into Iraq in late April to conduct a series of interviews in Ad Diwaniyah. It was a
week I will not soon forget. Major Theodore R. McKeldin III, Lieutenant Colonel
Tommy Ryan, USA, and I visited with the British division a few days later, collecting
data in and around Basrah. Our British colleagues were wonderful hosts, and I can­
not say enough good things about their hospitality and their openness. My hosts at
Coalition Forces Land Component Command in the Military History Group under
Colonel Neil Rogers, USA, were equally generous with their resources, especially
v

--- Page 8 ---
Major Shane Story, USA, who stayed in touch after the war while he was writing the
command's official history.
After returning to Washington, D.C., I read every one of our historians' personal
journals, as well as many of the documents and oral histories they collected, great
sources for putting some flesh on the dry bones of official records. For the same rea­
son, I looked at a lot of great combat art created by Staff Sergeant Michael D. Fay
who is not only one hell of a field Marine, but also the only other member of the
branch who was over 50 when the war broke out. It was good to have at least one
other Marine in the group who could remember what it was like to be in the Corps
in 1975. All of the field historians' materials ultimately found their way into the unit's
finding aid, ably compiled by Lieutenant Colonel Nathan S. Lowrey to provide a
guide to the vast amounts of data that we collected. Colonel Jeffrey Acosta, who
served at Marine Corps Forces Central Command headquarters in Bahrain during the
war, added many useful documents he collected, as well as a short history of the
command in the operation. Colonel Jon T. Hoffman, Major Christopher]. Warnke,
and Captain Christopher M. Kennedy did the same after their trips to Iraq in the late
spring and summer of 2003.
I also want to express my appreciation to all of the Marines who received our
field historians in March and April 2003. The 3d Marine Aircraft Wing and the 1st
Force Service Support Group went out of their way to make us feel welcome. So too
did virtually all of the Marines who sat for interviews, before and after the war. They
interrupted busy schedules to meet, in some cases for many hours. One commander
even sat for a video teleconference interview a few hours before his Marine expedi­
tionary unit mounted out for the Middle East. Another commander met with me for
half a day in Quantico, Virginia, during his pack out to return to I Marine Expedi­
tionary Force and ultimately to Iraq. Talk about dedication to the historical record!
The staff of the History and Museums Division was uniformly helpful, from the di­
rector, Colonel]ohn W. Ripley, and the deputy director, Colonel Hoffman, to the Ma­
rine on the quarterdeck. I want to express my thanks to all and to single out a few
people for special thanks. The chief historian of the Marine Corps, Charles D. Mel­
son, was there for us whenever we needed him. During the writing stage, he shared
the remarkable trove of data that he collected, and he was good enough to read the
manuscript in draft. The Field History Branch partnered with the Oral History and
Archives Sections to conduct and access some 1,300 interviews. Dr. Gary D. Solis,
friend and colleague, was instrumental in the process, as were Dr. Fred Allison and
Frederick]. Graboske and his staff, Christine Laba and Robert Piehel. Danny]. Craw­
ford, head of the Reference Branch, remains one of the linchpins of the Division. An­
nette Amerman, also of Reference, did great work correcting and editing the troop
list. I would be remiss if I omitted Charles Grow, the curator of the art collection, al­
ways imaginative, helpful, and cheerful; graphic designer William S. Hill, who pro­
duced wonderful maps; librarian Evelyn A. Englander, always willing to chase down
one more source for a writer; Charles R. Smith, Major Valerie A. Jackson, Greg
Macheak, and Wanda]. Renfrow, who edited and illustrated the book; and Mrs. Carol
Beaupre, the director's executive assistant, ever responsive to calls for help of many
kinds.
Mr. Jay Hines, the Central Command historian, was good enough to read and com­
ment on the text, as was my neighbor at the Navy War College, Colonel William].
Hartig, late of the I Marine Expeditionary Force staff. The manuscript finally got into
decent shape thanks to the world-class word-processing skills of Ms. Tina Offerjost
of Stafford, Virginia, not to mention the editing skills of Ms. Jill Hughes.
Last but far from least is my wife, Becky, fondly known as "the Boss" to the
branch, who not only agreed to let me interrupt my civilian career one more time and
go to war for a few months but was also as loving and supportive as any man could
vi

--- Page 9 ---
want while I was away. I promised her that this would be my last big adventure. I
will try to keep that promise. But I will always cherish the camaraderie of the field
historians, an unusual band of brothers, and keep a uniform on hand, just in case.
Nicholas E. Reynolds
Colonel, u.s. Marine Corps Reserve (Retired)
vii

--- Page 11 ---
Table of Contents
Foreword .iii
Preface v
Table of Contents ix
Chapter 1 Prelude to War l
Chapter 2 Inside Our Own Loop: Joint Planning for War in Iraq 15
Chapter 3 Preparing I MEF for War: The Most Important Fight is the First Fight .41
Chapter 4 The Opening Gambit: "Tally-Ho!" .57
Chapter 5 The Bridges of An Nasiriyah 65
Chapter 6 Toward the Enemy Center of Gravity: Ad Diwaniyah,
AI Kut, and the Pause 79
Chapter 7 Baghdad: Going Down Fast, Going Down FinaL 89
Chapter 8 No Smell of Saltwater: North to Tikrit, South to Ad Diwaniyah 107
Chapter 9 The Other War in the North: Marines in Kurdistan and Mosul. 113
Chapter 10 A Marriage of Convenience: Cooperation Between I MEF
and the British Division 121
Chapter 11 Postlude to Combat: Marines and Occupation of Iraq, 2003 131
Notes 145
AppendixA Data Collection and Lessons Learned Process 161
Appendix B Command List 165
Appendix C Unit List 169
Appendix D Selected Glossary of Terms and Abbreviations 177
Appendix E Chronology of Events 181
Appendix F Presidential Unit Citation 185
Index 187
ix

--- Page 13 ---
Chapter 1
Prelude to War
Before 11 September 2001, the Marines at U.S.
Central Command (CentCom) were housed in a tan
building that looked something like a double-wide
trailer on cinder blocks. It stood almost literally in the
shadow of the imposing, and very permanent-look­
ing, CentCom headquarters" at the north end of
MacDill Air Force Base near the shores of Tampa Bay
in Florida. Up until then it was forgivable for visitors
to think that the Marine Forces, Central Command,
known as MarCent Tampa, was an afterthought, one
of CentCom's many appendixes. That was not quite
the case, although the situation was as complicated as
an infernal machine designed by Rube Goldberg.
MarCent Tampa was a liaison element run by a
chief of staff, Colonel John A Tempone, who was
stationed at MacDill and charged with representing
the Marine Corps before CentCom. Colonel Tempone
did not command any fighting forces, and there was
no commanding general on the books, although
there was an informal arrangement whereby the sen­
ior Marine on the CentCom staff could step into that
role. When there was a formal requirement for Ma­
rine forces, or for a Marine general officer, the Com­
manding General, Marine Forces Pacific (MarForPac),
who had two corps-sized Marine expeditionary forces
at his disposal, would engage; curiously, MarCent
Tampa was an outpost of that command, whose
headquarters was thousands of miles away in Hawaii
at Camp H.M. Smith on the island of Oahu. One of
the few things MacDill and Smith had in common
was palm trees. With forces spread from California to
Korea and Okinawa, MarForPac was, by name and
location, part of Pacific Command, well placed for
engagement in Indonesia, Korea, or the Philippines,
while CentCom was responsible for the Middle East,
on the other side of the world. It was the joint com­
mand that had fought the Gulf War of 1990-1991
against Iraq and maintained steady pressure on Iraq
throughout the 1990s and into 2001, mostly by or­
chestrating an international Coalition of forces to en­
force the no-fly zones in the northern and southern
thirds of the country, which were known as Opera­
tions Northern Watch and Southern Watch.l
CentCom was now very much in the limelight
again. The day after the attacks on New York and
Washington on 11 September, Secretary of Defense
Donald H. Rumsfeld directed CentCom to prepare
"credible military options" to neutralize the terrorist
threat to the United States. This spanned contingency
plans against a variety of potential targets, including
Iraq and Afghanistan. President George W. Bush's ad­
ministration initially believed these two countries had
played a role in supporting or sponsoring the attacks.
However, it soon became clear that it was
Afghanistan, not Iraq that harbored the terrorist or­
ganization that had planned the attacks By 21 Sep­
tember the CentCom commander, General Tommy R.
Franks, USA, had briefed the President on a plan to
take the war to that organization, the Moslem funda­
mentalist Al Qaeda, and to the equally fundamental­
ist Taliban government of Afghanistan. It would not
be an exaggeration to say that Al Qaeda, run by the
Saudi millionaire Osama bin Laden, had purchased a
share of the government, and that he could more or
less do as he pleased in the remote, mountainous
country wedged in between Pakistan and the other
"stans," the small successor states to the Soviet Union
north of Afghanistan. 2
General Franks' plan to destroy the Taliban and to
eradicate Al Qaeda relied heavily on indigenous op­
position forces within Afghanistan, especially those
known as the Northern Alliance, with heavy support
from U.S. airpower, special operations forces, and
other government agencies. A broad range of Coali­
tion partners, especially North Atlantic Treaty Organ­
ization (NATO) allies, offered various kinds of
support. The operation ultimately known as Enduring
Freedom would consist of several simultaneous lines
of operation ranging from reconnaissance and infor­
mation operations to unconventional warfare and
deep air attacks on enemy lines of communication.
American forces would not be heavily committed on
the ground. It was, like Goldilocks' porridge, neither
too much nor too little, but "just right," an imagina­
tive mix of traditional and "transformational" ap­
proaches. No one on the United States side wanted
to follow the Russian example, set during years of
bloody and ultimately futile fighting, mostly by con­
ventional forces against guerrilla bands that ended in
Russian defeat in 1989. Nor did they want to follow
earlier American examples of simply firing a few mis­
siles at an elusive enemy.3

--- Page 14 ---
2 Basrah, Baghdad and Beyond
DVIC DN-SD-03-11500
On 11 September 2001, five members ofAl Qaeda hijacked American Airlines Flight 77 shortly after it took off
from Dulles International Airport outside Washington, D.C. After following a circuitous route which took them
away and then back toward Washington, they flew the aircraft into the side of the Pentagon. The impact de­
stroyedfour ofthefive "rings"in a section ofthe bUilding, killing 64 on board the plane and 125 on the ground.
Exactly what the Marine Corps could or would
contribute to a fight in a land-locked country was not
clear at first, but the MarForPac staff in Hawaii began
to focus far more on CentCom than it normally did,
eventually splitting itself more or less in two, with
one group for the Pacific and another for the Middle
East. The first challenge was to gain and maintain
"situational awareness," jargon in this war for know­
ing what was going on, and then to develop and
weigh potential courses of action. For example, could
any of the battalion-sized special operations capable
Marine expeditionary units, which were loaded on
ships, spread throughout the world, and combat
ready, be brought to bear? Two suggestions came
from then-Lieutenant General Michael W. Hagee,
who was serving as the commander of I Marine Ex­
peditionary Force (I MEF). He passed the word up
the chain-of-command to CentCom that the Marine
Corps could contribute special operations capable
expeditionary units to a fight in Afghanistan and that
it could stand up a task force for a mission known as
"consequence management. "4.
"A draft of "The Informal History of MarCent" states: "as opera­
tions developed, ComUSMarCent was tasked by the Secretary of
Defense, and the chairman [of the] Joint Chiefs of Staff and Com­
mander, Central Command to-(1) establish ... C/JTF-CM[and] (2)
support Coalition ... [forces] with two Marine MEUs under the
command of a Marine General Officer ... [while] deploying Mar­
Cent headquarters to Bahrain" (USMarCent, "The Informal History
of MarCent," copy in Reynolds Working Papers, MCHC, Quantico,
VA)
This was certainly in line with the thinking of the
Commandant of the Marine Corps, General James L.
Jones, Jr., who wanted it known that the Marine
Corps was willing and able to commit a Marine ex­
peditionary brigade to the new contingency. General
Jones was a proponent of the view that a brigade
(which could be made up of two expeditionary units)
was the kind of organization that worked well in joint
and Coalition operations; a brigade of any kind was
a relatively familiar concept to a planner from an­
other Service.5"
The first suggestion set in motion a chain of events
that led to the creation, under MarCent's operational
control, of the Combined Joint Task Force Conse­
quence Management (C/JTF-CM), which came to be
based at Camp Doha, Kuwait. Commanded and
staffed largely by Marines from I Marine Expedi­
tionary Force augmented by Reserve Marines from I
MEF Augmentation Command Element (I MACE),
C/JTF-CM's unusual mission was to assist local gov­
ernments in coping with the effects of a nuclear, bi-
"Gen James L. Jones contrasted the utility of a Marine expedi­
tionary brigade with that of a Marine expeditionary force-forward,
which he saw as less useful in the joint/combined arena. The
brigade has a checkered history. It was coming back into favor in
the early part of the 21st century. Gen Anthony C. Zinni also
noted the continuing struggle between the "MEFers,"who believe
that the Marine Corps should focus its energies at the force level,
and the "MEBers," who believe the same of the brigade. (Gen An­
thony C. Zinni intvw, 7Jan04 [MCHC, Quantico, VAl, hereafter Zinni
intvw)


--- Page 15 ---
ological, or chemical (NBC) attack by, for example,
Al Qaeda or Iraq. Its table of organization was
equally unusual, eventually coming to include con­
tingents from a number of allied nations, especially
NnC units from Germany, Slovakia, and the Czech
Republic. Although it was never called to manage the
consequences of an NBC attack during the 18 months
of its formal existence, from October 2001 to May
2003, it could have made an enormous difference
had Kuwait or another Arab ally been attacked and
was a notable experiment. 6
Thousands of miles away from Kuwait,
Afghanistan, or Hawaii, the small MarCent office
building in Tampa began to hum with operational in­
tensity-the increasingly more organized and pur­
poseful chaos that characterizes a successful wartime
staff. The deputy commander of MarForPac, Brigadier
General John G. Castellaw, came to spend time on
scene, helping with the interface between that com­
mand and CentCom. Other augmentees of various
sorts, including recently retired officers and the cate­
gories of reservists known as individual mobilization
augmentees and individual ready reservists, flowed
in."
Only half in jest, some began to refer to MacDill as
"Tampastan." The workday there was now as long as
the workday for Americans in or near Afghanistan,
but it was more complicated in some ways, and there
were still the peacetime responsibilities of home and
family after hours. It was not dangerous like combat,
but it was very stressful, and a few CentCom officers
suffered heart attacks or other forms of burnout. For
Marines there was the additional twist of a compli­
cated "battle rhythm" that spanned numerous time
zones. They often had to repeat the same evolution
many times over. For example, if an event happened
in the Middle East during the day, which was night­
time in Tampa, MarCent officers faced it when they
came to work in the morning, which was still night-
·Some picked up the rhythm more quickly than others. This was
true of the retired officers, some with CentCom experience, and
the individual mobilization augmentees (IMAs), who were trained
for specific wartime jobs, but tended to be less true of the indi­
vidual ready reservists, who came from a large pool of less active
reservists. Although MarForPac had an IMA detachment, quickly
mobilized to augment its staff to take on the increased responsi­
bilities of two fronts, the small liaison element at MarCent did not.
The Marine Corps' Enduring Freedom Combat Assessment Team
suggested that the lesson learned here was, if you do not have
your own IMAs you have shaped to your needs, the Marine Corps'
personnel system is unlikely to give you what you want in times
of crisis, and you should not be surprised when that happens.
(U.S. Marine Corps, Operation Enduring Freedom Combat Assess­
ment Team Summary Report [Quantico, VA: MCCDC, 2003], p. 73,
hereafter MCCDC, OEFSummary Report)
Prelude to War 3
Photo courtesy of U.S. Central Command
An artilleryman by training, Gen Tommy R. Franks,
USA, commanded the u.s. Third Army before being
selectedfor promotion to general and assignment as
Commander in Chief, United States Central Com­
mand. Franks succeeded Marine Gen Anthony C.
Zinni to this position on 6July 2000.
time in Hawaii. They would then have to recap the
facts, and their discussions, for MarForPac a few
hours later, near the end of their workday but at the
beginning of MarForPac's. On many issues, they also
had to engage I MEF, which was a constituent part of
MarForPac. Built around 1st Marine Division, 3d Ma­
rine Aircraft Wing, and 1st Force Service Support
Group, it was the Marine air-ground task force that
was most likely to send Marines to fight in the Mid­
dle East. Being located at Camp Pendleton near San
Diego, California, it was in yet another time zone.
There was another small staff at work on contin­
gency plans for Marine operations against the enemy
in Afghanistan, the MarCent coordination element,
commanded by the redoubtable Colonel John B.
Kiser and based at the Naval Support Activity,
Bahrain, a compact facility where the Commander,
U.S. Naval Forces, Central Command (NavCent) flew
his flag. To bolster the handful of officers at the co­
ordination element, the Marine Corps created the
designation "Commanding General, MarCent-For­
ward" for an officer who was already in theater for
the multinational CentCom exercise in Egypt known
as "Bright Star," and who was able to assume some
of the responsibilities of a Service component com­
mander." That officer was Brigadier General James
""BGen Uames N.J Mattis, originally deSignated ComMarCent (For­
ward) ... assumed significant responsibilities as the Marine Service
component commander forward in the A[rea of] O[perations] for
ensuring the proper employment, administration, and sustainment
of Marine Corps Operating Forces in theater." (MCCDC, OEFSum­
mary Report, p. 63)


--- Page 16 ---
DVIC DM-SD-07-o6012
4 Basrah, Baghdad and Beyond
N. Mattis, the commanding general of the 1st Marine
Expeditionary Brigade, the smaller Marine air-ground
task force embedded in I MEF, who was tasked
briefly with commanding C/]TF-CM but soon shifted
his focus to Bahrain and Afghanistan.7
A historian could follow the course of who was in
Operations Enduring Freedom and Iraqi Freedom by
answering the question, where is General Mattis?
Born in Richmond, Washington, and educated at Cen­
tral Washington State College, Mattis was commis­
sioned on 1 January 1972. In 2001 he was a trim
51-years-old. Especially when wearing his reading
glasses, he looked like a military intellectual, which
would not have been far from the mark. But he was
also a field Marine par excellence. Even in a Corps of
energetic men and women with a bias for action, to
say nothing of their Single-minded devotion to their
profession, he stood almost in a class by himself.
General Mattis' official biography was characteristi­
cally brief; it did not contain any personal data, only
a list of the military schools he had attended and the
A native of Washington state, MajGen James N. Mat­
tis commanded the 1stMarine Expeditionary Brigade
and Task Force 58 dUring Operation EndUring Free­
dom in Afghanistan before assuming command of
the 1stMarine Division. As commander ofTask Force
58, he became the first Marine to command a naval
task force in combat.
commands he had held, along with the obligatory of­
ficial photograph, without the glasses. He had been
a lifelong student of war, known for his voracious
but discriminating appetite for the printed word. He
believed "we face NOTHING [emphasis in original]
new under the sun." It followed that to understand a
problem; the approach he recommended was to
study its history. For example, during Desert
Shield/Desert Storm, when he had commanded an
infantry battalion, he had read Bruce Catton's Grant
Takes Command, studying the need for commanders
to get along, as well as books by Erwin Rommel and
Bernard Law Montgomery, presumably to learn about
desert warfare. s On one occasion, General Mattis de­
scribed himself as a student of "Sun Zinni," a tongue­
in-cheek reference to another "one of them field
Marines that reads," the iconoclastic General Anthony
C. Zinni, who had retired in 2000 after serving as the
commander-in-chief at CentCom and had always
stressed the need to understand the cultural dimen­
sion of war. General Mattis could relate well to en­
listed Marines and to senior Pentagon officials,
equally comfortable in the roles of salty platoon com­
mander and, less salty, policy maker. Some have de­
scribed General Mattis as more demanding than most
commanders and slow to warm to officers who were
not on his team, but also as willing to "go to hell and
back" for his Marines.9 He liked to say that the secret
of success was "brilliance in the basics." There can be
no question that that is what he demanded of his
Marines, but there was nothing basic about his abil­
ity to think outside the box.
Within days of his arrival in Bahrain on 27 Octo­
ber, General Mattis was shaping plans for amphibious
raids into Afghanistan, in effect following up on Gen­
eral Hagee and General]ones' readiness to use a Ma­
rine expeditionary unit or, better yet, a Marine
expeditionary brigade in that country. Mattis reported
to Vice Admiral Charles W. Moore, USN, the com­
mander of NavCent, which included the Marines then
afloat in theater. Admiral Moore was charged with re­
sponsibilities ranging from deployment and sustain­
ment to warfighting, which meant he was able to
send forces into combat. Moore has been described
as an unusually aggressive officer, interested in find­
ing ways to take the fight to the enemy; he and Gen­
eral Mattis had no trouble understanding each other.
A fellow innovator, Admiral Moore took the unusual
step of designating Mattis as the sale commander for
the ad hoc Task Force 58, which made him "the first
Marine to command a naval task force in wartime."IO
General Mattis was now serving both as ComMar­
Cent-Forward and as commander of a task force


--- Page 17 ---
Prelude to War5
DVICDM-SD-OG-03033
A Marine from the 15th Marine Expeditionary Unit (Special Operations Capable) carries a full combat load,
including an FNMI 7.62mm M240 machine gun, while moving into a security position after seizing Forward
Operating Base Rhino in support of Operation Enduring Freedom in Afghanistan.
preparing for combat. In accordance with his request,
it would be designated Task Force "Chaos" after the
effect he wanted to have on the enemy, and he him-
self would use the call sign "Chaos" for the next two
years.1
Under the control of NavCent were the two am-
phibious ready groups (ARGs) in theater. Each car-
ried a Marine expeditionary unit, special operations
capable, built around a battalion landing team of in-
fantry, a helicopter squadron, and a combat service
support element. The two units were the 15th Ma-
rine Expeditionary Unit (Special Operations Capable)
(15th MEU(SOC)), in the ARG built around the USS
Pelelieu (LHA 5), and the 26th MEU(SOC), in the ARG
built around the USS Bataan (LHD 5). Together they
formed Task Force 58. Admiral Moore made it clear
he did not want Task Force 58 to have a large staff,
like some Marine expeditionary brigades that had lit-
erally hundreds of Marines and sailors on their
books. This was fine with Mattis, who liked to work
with a very small staff of trusted individuals. The up-
shot was that the staff stayed small, never exceeding
40 officers and men. It focused on broad-brush plan-
ning, while the Marine expeditionary units relied on
their own staffs for the detailed planning and con-
duct of operations. A sensible corollary was the de-
cision not to "composite" the two expeditionary
units, that is, to meld them into one force under one
staff, but to keep them intact and to create a sup-
ported/supportingrelationshipbetweenthem
whereby one expeditionary unit would take the lead
for a time, and then the other. In the words of the
Task Force 58's command chronology: "While one
MEU executed a mission, the second MEU...[clould
conduct detailed planning for the follow-on mis-
sion."12
By 3 November, General Mauls had briefed Ad-
miral Moore on his concept of operations. The ad-
miral provided additional guidance,tellingthe
Marines he wanted them to defeat Taliban and Al
Qaeda forces. Moore thought the Marines would
make a difference, that a "squad of Marines running
through Kandahar would turn the tide."3 But soon
the mission changed from conducting raids to seiz-
*The combat assessment team surmised that this"staff lite"
arrangement worked because it included the two traditional Ma-
rine expeditionary unit staffs; "staff lite" by itself might not have
been as successful. (MCCDC, OEFSunnnary Report, p. 64)


--- Page 18 ---
6Basrah, Baghdad and Beyond
ing a forward operating base in order to attack linesallies had driven the Taliban's ragtag forces from
of communication and generally support Coalitionmost of the country's larger cities, including the cap-
operations.14ital, Kabul, and Task Force 58wasready to launch.
By the middle of November, the Coalition's AfghanOn 25 November, traveling some 400 nautical miles