--- Page 1 ---
24Basrah, Baghdad and Beyond
the relative priorities for moving Army and Marine
Corps assets, with the Army generally wanting to lift
more than the Marine Corps. Various forms of these
disputes continued for some time, leading one
anonymous "wag" to comment: "[Wiar is simply the
continuation of service politics by other means." In
the end the core dispute was not resolved as much as
sidestepped. In the diplomatic words of Fort Leaven-
worth's detailed look at the Army in Operation Iraqi
Freedom, the deployment data "lacked the flexibility
and responsiveness required by senior leaders,"
which meant the Pentagon decided not to use it.84 In
early 2003, CentCom would use another process to
flow troops to theater. Whatever CentCom or the Pen-
tagon decided, the Marine Corps always had the ad-
vantage of being able to fall back on its habitual
relationship with the Navy and the maritime preposi-
tioning ships, preloaded with heavy equipment, in
order to get to a fight, not to mention the fact that
the Marine air-ground task force was by its very na-
ture designed for deployment even before the first
planner sharpened the first pencil.
Yet another important part of the planning process
was intertwined with the disputes about the timing
of the offensive and the use of the deployment data.
This was perhaps the most important piece of the in-
terlocking puzzle for the Marines, the base plan for
the ground war. Throughout 2002 the plan went
through a number of major and minor changes, ap-
proximately five of the former and some two dozen
of the latter.85 There are a number of complementary
explanations for this. One is relatively simple, so sim-
pie that it seems almost trivial. It falls into the "for
want of a nail" school of historical writing, meaning
that some small details can matter a great deal. It was
Benjamin Franklin who said, "for want of a nail, the
shoe was lost; for want of a shoe, the horse was lost;
for want of a horse, the rider was lost." This expla-
nation has to do with the U.S. military's near-obses-
sion with "bulletized" PowerPoint briefings, which
are easy to prepare on a computer and then transmit
over the internet. The "bullets" in a briefing may sum-
marize months of careful work, or they may stand
alone with nothing to back them up. What often hap-
pened in 2002 was that one PowerPoint briefing led
to another, a planner would come up with a carefully
reasoned course of action and summarize it in a brief.
Then a commander, perhaps two or three echelons
higher, or even in another Service, would ask a ques-
tion or order a change. The result could be a course
of action that looked good on a PowerPoint slide but
had not been thoroughly staffed. That part of the plan
would be "one PowerPoint brief" deep, and would
either collapse of its own weight or have to he res-
cued by planners scrambling to do the staff work to
back up the change.86
The Marines often thought the other Services
pressed for too much detail too early, which they re-
sisted on the grounds that once something was on a
PowerPoint slide it could look more final than it was.
The bottom line is that the SIPRnet was sometimes a
double-edged sword. It usually made concurrent
planning easier, but it also made it easier to circulate
half-formed ideas, which could, and did, lead to extra
work for planners who were already so busy that
they were close to forgetting the names of their chil-
dren.
Another explanation for the nature of the process
is that Secretary Rumsfeld had a particular vision he
wanted to implement. He was nothing if not an ad-
vocate of transformation, and he often made it clear
that the military establishment was moving too slowly
in the direction that he, and many military thinkers,
wanted to go. He certainly did not want to approve
a plan anything like Desert Storm. There was simply
no need for it, especially after the Afghan operation
had demonstrated the potential for the new way of
war, with its innovative and very joint lines of oper-
ation. There was also the use of "smart" munitions
that were both efficient and effective; five bombs
from one aircraft could now achieve the same effects
that all the bombs from five aircraft had tried to
achieve in 1991. Complementing the transformational
argument was the military-political argument identi-
fied with the neoconservative movement, which had
a long-standing policy on Iraq. Bolstered by inside
information from Iraqi exiles around Ahmed Chalabi,
senior Pentagon officials focused on the fact that the
Iraqi Army was a shadow of its former self; it was
about one-third the size it had been when Saddam
invaded Kuwait and would crumble under an Amer-
ican assault. In addition, the Iraqi people were dis-
satisfied with the regime, and the majority of them
would welcome the invaders as liberators. After the
invasion, the United States and its Coalition partners
could soon draw their forces down, and the Iraqi op-
position could step in to run the country. The bottom
line for the Pentagon was that the United States did
Maj Evan A. Huelfer, USA, was cFLcc's lead planner and a great
source for historical data. He and LtCol Smith,MEF's lead plan-
ner, used almost identical wording in discussing this phenomenon.
Similar ideas about how PowerPoint can have the effect of "dumb-
tog down" debates have been developed by the prominent aca-
demic Edward Tufte. See, for example, his whimsically titled but
quite serious article "PowerPoint Is Evil" in the September 2003
issue of Wired magazine.

--- Page 2 ---
Inside Our Own Loop25
DVIC DD-SD-07-15617
GenTommy R. Franks, Commander in Chief Central
Command, and DonaldR. Rumsfeld, Secretary of De-
fense, brief reporters at the Pentagon. Gen Franks
and Secretary Rumsfeld worked closely in planning
the ground campaign in Iraq.
not need to send 500,000 troops across the line of
departure to do the job.87
Secretary Rumsfeld and General Tommy Franks
worked closely on the development of the plan,
which stenirned in part from the fact that the com-
batant commanders reported to the Secretary of De-
fense (and certainly not to any of the Service chiefs,
as General Franks made very clear in his memoirs,
with its colorful, "aw, shucks, I am just a country boy"
language.) It was also a function of Rumsfeld's hands-
on style and his determination to implement his vi-
sion. In his memoirs, General Franks described
frequent personal meetings, and almost daily tele-
phone contact, between the two men. Franks would
propose a course of action. The secretary would react
to the proposal and ask him to come up with a new
course of action in a few days, at most a week or
two, or to provide additional details. This set a gru-
eling pace. Although General Franks concluded that
the final product was all the more robust on account
of the process, the short-term effect of the secretary's
input was to place additional burdens on the plan-
ning staffs at CentCom and its subordinate commands
like MarCent and I MEF.88
Even without PowerPoint or the secretary's input,
planning the ground war would have not have been
easy. Joint planning on a large scale is just plain hard,
and it is not something that happens often, especially
for Marines. Most Marine deployments and exercises
(with the notable exception of Ulchi Focus Lens in
Korea) were on a much smaller scale, which was fine
with the Marine leaders who believed that the Corps
should focus its efforts on preparing for real-world,
Marine expeditionary brigade-sized commitments
while the expeditionary force performed the Title 10,
U.S. Code functions (of organizing, equipping, and
training the force).89 Not that it was much easier for
Army officers. They were certainly more used to op-
erating on a large scale—the Army was still prepar-
ing its officers to staff and fight at the corps level, as
it had since before World War Il—but as General
McKiernan pointed out, this was the first time in
decades that a CFLCC would plan and fight a com-
bined/joint operation above the corps level.
The starting point for understanding the plan for
the ground war was Desert Storm in early 1991,
when General H. Norman Schwarzkopf had painstak-
ingly assembled a Coalition of over 500,000 troops
in and around Saudi Arabia to expel the Iraq invaders
from Kuwait. No one moved north until all of the
troops were in theater, equipped and ready to attack.
After the air campaign that lasted over a month, more
than 15 United States and allied divisions advanced
into Kuwait and Iraq. The ground war lasted only
some 100 hours before the United States announced
a ceasefire, Kuwait having been liberated. With the
exception of the Kurds in northern Iraq, who came
under the protection of a combined/joint task force
in Operation Provide Comfort in the spring of 1991,
the Iraqis were more or less left to their own devices.
This had devastating consequences for the Shi'ite
rebels, especially those in the South, who had dared
to rise up against Saddam in the confusing days that
followed the ground war.9° It was Saddam's suppres-
sion of the Kurds and the Shia that had led to Oper-
ations Southern Watch and, later, Northern Watch, to
enforce the no-fly zones in the southern and north-
ern thirds of Iraq through 2003 and keep the Iraqi
military in check.
The planners of Desert Storm would have been
comfortable with the CentCom plan that was on the
shelf for war with Iraq, Operations Plan (OPLAN)
1003-98. The premise of the plan was that Iraq had
once again attacked Kuwait, and that CentCom had
come to its defense and counterattacked, its objec-
tive being the removal of Saddam Hussein and his
regime. It was a relatively heavy plan, with five divi-
sions crossing the line of departure with I MEF sup-
plying the command element.91 In late 2001, before
focusing on Afghanistan, CFLCC planners had con-
sidered a limited objective plan, an attack to seize the
oil fields in southern Iraq, which did not take as its
starting point OPLAN 1003. After they were tasked in
early 2002 to come up with a more ambitious plan,
they still did not use 1003 as the starting point but
developed new courses of action. The course of ac-
tion favored by General Mikolashek, the CFLCC com-


--- Page 3 ---
mander at the time, was in line with CentCom's con-
cept of "shock and awe," emphasizing speed and sur-
prise. It was an audacious plan calling for the force
to avoid the lengthy build-up that would announce
United States intentions and, using prepositioned
equipment, launch one division deep into Iraq with
a view to reaching Baghdad within 10 days.92
Coalition Forces Land Component Command took
this plan on the road and through all of the various
personal and impersonal contacts, including the plan-
ning conferences of various sorts,it evolved into
something not more but less audacious that came to
be known by the rather nonmilitary phrase "gener-
ated start." This was a throwback to Desert Storm and
OPLAN 1003 in that it called for a deliberate build-up
of decisive strength before anyone crossed the line of
departure. The build-up would take approximately
ninety days, and the simultaneous attack by two
corps would take up to ninety more days to get to
Baghdad.93 The results of the first I MEF operational
planning team, which ran from 13-19 March at Camp
Pendleton, further illustrate both the plan's general
outlines and I MEF's role in it. The planning team as-
sumed that I MEF would be a supporting effort, with
the Army's V Corps (usually based in Germany) as
the main effort. I MEF would deploy 1st Marine 1)i-
vision, 3d Marine Aircraft Wing, 1st Force Service
Support Group, and a regimental combat team out
of II Marine Expeditionary Force (II MEF) to serve as
"Task Force South." The team came up with a con-
cept that called for the division to attack northwest
from Kuwait to seize the airfield at Jalihah, which
would become a support area, including a forward
arming and refueling point, before proceeding to
seize the airfields in the vicinity of Qalat Sikar and Al
Kut to the northeast, much closer to Baghdad. At this
point they expected CFLCC to order a significant
pause to allow the Army to flow additional forces and
supplies before continuing the attack toward Bagh-
dad. The pause was an idea that never sat well with
the Marines. In the meantime, Task Force South
would resume responsibility for southern Iraq, ad-
dressing any threats the division had bypassed and in
general securing support areas and lines of commu-
nication.94
This did not play well in Washington. Considering
26Basrah, Baghdad and Beyond
Photo courtesy of VMFA(AW)-121
A Lockheed KC-130 from Aerial Refueler Transport Squadron 352 refuels two McDonnell Douglas F/A -1 8s from
Marine All-Weather FighterAttack Squadron 121 as they soar high over Kuwait during one of the many 3d Ma-
rine Aircraft Wing deployments to the Middle East in support of Operation Southern Watch.


--- Page 4 ---
the possible scenarios that could lead to war with
Iraq, few at the Pentagon were willing to accept a
plan that took 90 days to launch. The word came
down that Secretary of Defense Rumsfeld was un­
happy with the ponderous nature of the "generated
start," which would not only be logistics intensive but
would also sacrifice any hopes of surprising the
enemy. The result was that CentCom felt pressure to
develop ever lighter, more creative scenarios. 95
The warfighters moved the plan in the direction
that Rumsfeld indicated. By early summer, the pen­
dulum had swung so far to the "light" that there was
a plan under consideration for something like two
brigades, perhaps one Army and one Marine, to cross
the line of departure soon after a casus belli had oc­
curred. To be sure, this would be a "running start";
this small force would be reinforced by heavier forces
from the Army and Marine Corps as soon as they
could get to the fight. The running start seemed to
mean starting early but finishing late, since the force
would once again have to wait for reinforcements be­
fore moving north for the decisive battle of Baghdad.
Marine planners pointed out that there was no need
for two corps headquarters to control the running
start, and argued that I MEF could provide command
Inside Our Own Loop 27
and control for the initial phase of the operation. It
would be better suited for the task, because, unlike
V Corps, it not only had organic subordinate com­
mands, but it was also experienced in running and
controlling air operations, which V Corps was not. At
least initially, the Army was reluctant to accept this ar­
gument. 96
The pendulum started to arc back toward the mid­
dle in the second half of 2002, toward the ultimate,
or "hybrid," version of the plan, a mix of elements
from the "generated start" and the "running start."
One of the problems with the running start turned
out to be that it was very difficult to come up with an
optimal time to attack, considering the trade-offs be­
tween strength and surprise. When would the mix be
right, early enough for surprise but "late" enough to
allow CFLCC to build up the strength that it needed
to do the job? Over the summer, some of the planners
considered deploying a stronger initial force, perhaps
two Army brigades and two Marine regimental com­
bat teams that could attack 30 days after the force
flow started. An attractive feature of the stronger
force was that with it CFLCC could attack simultane­
ously in two directions, with the Army attacking to
the northwest, toward the city of An Nasiriyah, and
East Coast Marines in a West Coast Plan
,,\VJhat became Task Force Tarawa started as
W Task Force South. The concept for a ta k
force to follow in trace of a divi ion, to be charged
with neutralizing any threats that division had by­
passed and then securing I MEF' line of commu­
nication, was certainly on the table by March 2002.
At a time when the Pentagon wanted to keep the
force light and Headquarters Marine Corp was
thinking in terms of "global ourcing," that is,
pulling assets from all over the orld to meet the
potential need for Marines in CentCom, it made
sense for "the Commandant' G-3" at headquarter
to look to II MEF in Camp Lejeune, orth Carolina,
to supply something like a brigade- ized force to
float to theater on the amphibious ta k force that
was based on the East Coast. The location and ca­
paCity of amphibious shipping helped to determine
where the forces would come from and how big
they would be. Since there was another amphibi­
ou task force on the West Coa t, the Marine Corps
could use the task forces to get two eparate ele­
ment to the fight quickly and securely. The East
Coast Marines could mount out of Morehead City,
orth Carolina, on to their own amphibiou task
force without adding to the long list of unit for
deployment from the West Coa t, and the two
forces could travel by different routes. Another rea­
son to look to Camp Lejeune was that the only
other remaining brigade- ized force was in Oki­
nawa. That force needed to stay there in case it
was needed in Korea. At this point the planners
were looking at a brigade- ized unit thal would not
fight as a Marine air-ground task force. It might de­
ploy without the expeditionary brigade command
element. If that happened, all of its parts could be
parceled out after arrival in theater. Whether to in­
clude a command element with the East Coast con­
tingent was a matter mo tly for the I MEF
commander to decide. Thi would happen only
after General Conway took the helm in the fall of
2002.*
*LtCol George W. mith, Jr., intvw, 8Jun04 (MCHC, QuantiCO,
VA); Col ichoJas E. Reynolds, "OIF Field Hi tOIYJournal," 2003,
ently for IJuI04, reporting the comments of Col Ronald J. John­
son, Headquarters Marine Corp (PPO) current operations offi­
cer and Task Force Tarawa operations officer.

--- Page 5 ---
28Basrah, Baghdad and Beyond
the Marines attacking to the northeast, toward Bas-
rah, Iraq's second city, and the nearby southern oil
fields.97 The Marines had mixed feelings about Bas-
rah, especially the suggestion that they seize and run
Basrah International Airport, no doubt an important
symbolic target but one that could become a "force
sump," because to run the airport they would have to
protect it from portable antiaircraft rockets, and that
would mean controlling the city, which could take a
regimental combat team a long time.98 By late July,
the Army had accepted the proposition that I MEF
would control the initial phase of the war, roughly
the first 75 days, and that the 3d Infantry Division
would be under I MEF control at least for that pe-
riod. There was further discussion of a lengthy (30-
45 days) pause in the middle of the campaign to
build up supplies for the final assault, a proposition
that had not become any more attractive to the
Marines. Finally, there was discussion about another
large city, Baghdad, but there would not be anything
like a final decision about how to tackle the capital
until much later.99"
September saw a declaration by General Franks
that President Bush wanted CentCom to be prepared
for war within 60 to 90 days and that CFLCC needed
to be prepared to execute across the continuum of
force, with either a heavy or a light plan. During the
same month, I MEF began to work with British Royal
Marine planners on their potential role in an offen-
sive; initial plans called for one Royal Marine com-
mando (the rough equivalent of a Marine Corps
battalion) to fight under I MEF. The Royal Marines
appeared ideally suited for an amphibious assault
against targets on the Al Faw Peninsula in southeast-
ern Iraq.10°
The American Marines took an immediate liking
to their British counterparts, as individuals and as
warriors, and welcomed them as reinforcements. This
was eventually to lead Colonel Christopher J. Gun-
ther, who became the I MEF plans officer in the sec-
ond half of 2002, to take advantage of a brief to the
British high command to ask for a second Royal Ma-
rine commando, tossing in as a sweetener the possi-
bility that a U.S. Marine expeditionary unit might
work under British command.101
Most versions of the plan included a healthy dose
of 'deep" and special operations against carefully se-
lected targets, like those seen in Afghanistan, which
had impressed General Franks favorably. There
would be two joint special operations task forces,
"Both I MEF and V cows planned extensively for the fight even
after ccc decided in September that Baghdad planning would
fall to V cos.
jccc 030127-M-2081S-OO1
Newly arrived Marines prepare a bivouac area near
the command post center at Camp Commando,
Kuwait.
Joint Special Operations Task Force North and Joint
Special Operations Task Force South, the first to work
with the anti-Saddam militias in Iraqi Kurdistan in the
northeast part of the country, and the second to se-
cure any potential launch sites for Scud missiles in
the western desert between Baghdad and the Jor-
danian border (which had been used by the Iraqis in
Desert Storm to attack Israel). But that was not to be
the extent of special operations; there would be spe-
cial operations force elements at work throughout the
country, adding their capabilities to the force mix in
all areas of operation. Marine expeditionary force
planners took the initiative to coordinate with spe-
cial operations forces, for example, by traveling to
Fort Campbell, Kentucky, for an unexpectedly cor-
dial and productive session. Once again, the Marines
found that they continued to get good results when
they reached out to other communities.'02
In October, I MEF held a general officer symposium
to develop "a common understanding of the...op-
eration plan." It would have been more accurate to
say the state of "operational planning," since "the" plan
did not yet exist—even though it was now beginning to
be known as Operations Plan 1003V. During the same
month, there was a I MEF exercise based on an inva-
sion of Iraq, and advance parties from I MEF began to
deploy to Kuwait to stand up a command post, soon
followed by the I MEF command element, which de-
ployed to Camp Commando, a few miles west and
north of Kuwait City, and prepared to participate in
CFLCC exercises. By late November there were ap-
proximately 850 members of the force staff in Kuwait,
along with approximately 100 members of the 1st Ma-
rine Division staff'°3


--- Page 6 ---
Inside Our Own Loop29
As the commanders and their staffs began to set-
tle in, or at least try to settle in, during December,
they realized they could be living in the desert for
quite some time. Despite the pronouncements from
CentCom, there was still nothing like a timeline, no
one knew for sure when the war would start, or even
if it would start. On 9 December, General Conway
spoke to his officers at Camp Commando and told
them they might be in Kuwait for the long haul. He
wanted to dispel rumors that the Marines were going
home after the current round of exercises. He did not
know if there would be a war but ventured the guess
that it might come "as late as February," which was
still during the "cool" season, the "right" time to go to
war. But he concluded that if the Marines had to fight
in the heat, they would fight in the heat.'°4
Around the same time, senior Marine officers de-
bated whether they should push for a large-scale de-
ployment. The issue was this: if I MEF arrived early,
in force, a large number of Marines might spend a
number of months in Kuwait waiting for a war that
GySgt Jay R. Joder, an intelligence specialist, works in
the Coalition Forces Land Component Command's
operations and intelligence center at Camp Doha,
Kuwait. Ground operations within Central Com-
mand's area of re3ponsibility would be controlled
from here.Photo courtesy of ccc
might never come. On the other hand, if the troops
stayed home until the situation gelled, they might not
be able to get to theater in time if the pace of events
were to speed up and the war started on short notice.
General Mattis, supported by Colonel Gunther, is said
to have pleaded the case for flowing the forces in the
near future. Colonel Gunther pointed out that at
worst the Marines would get some good training; it
would be like going to a very big series of combined
arms exercises in a desert other than the Mojave at
Twentynine Palms, California.'05
In the meantime, General McKiernan, who had re-
placed General Mikolashek in September, was work-
ing to turn CFLCC into a more joint command.
McKiernan liked to say that CFLCC was made up of
a number of "tribes" and "sub tribes," that is members
of different Services, American and allied, as well as
members of different branches of the Army. Many
Marines forget the extent to which Army officers
often identify with their military occupational spe-
cialty. His method was to do "a lot of training and
tribal team building." One McKiernan initiative was to
reorganize the staff along functional lines in order to
break down the old-fashioned "G-1, G-2, G-3, G-4"
stovepipes and encourage cross talk among the var-
ious disciplines. Virtually every day in late 2002 and
early 2003 the CFLCC staff held some sort of exer-
cise, in addition to participating in CentCom exer-
cises and various rehearsals. This may turn out to
have been one of the most extensively rehearsed
wars in U.S. history. In short, the point was to change
the original tribal identity, to make CFLCC into a joint
tribe, a headquarters with a joint outlook.'06
General McKiernan did not just want to change
the tribe's way of thinking, he also wanted to change
its makeup. In the fall of 2002 there was also a push
to get the other Services, especially the Marine Corps,
to send more officers to CFLCC. The long-standing
joint manning document called for a complement of
some 90 Marines; in the early fall there was only a
handful of Marines at Camp Doha, ordered to CFLCC
by MarCent. One or two had even been at Doha
since the fall of 2001 and were filling key billets. Two
of these officers were Colonel Gregory J. Plush
whose title was MarCent liaison but who functioned
for months more or less as the senior Marine on the
staff, and Colonel Marc A. Workman, chief of the
deep operations coordination cell in the C-3. Gen-
eral McKiernan relied heavily on Workman to plan
what was known as the "deep fight," operational fire
support well beyond the frontlines, which at CFLCC
in 2002 and 2003 was about "creating desired ef-
fects," not just destroying targets.107


--- Page 7 ---
30 Basrah,Baghdadand Beyond
What Marines do for Christmas:
25 December at Camp Commando
C
ommando sat at the base of Mutla Ridge, one
of the few parcels of distinguishable terrain in
an otherwise flat and largely treeless country. In
August 1990, the Iraqis had used the ridge to shell
the camp below; there were still shell holes and
shattered bUildings here and there within its con­
fines. For a Christmas treat, I MEF Headquarters
Group gave its members a rare opportunity to ven­
ture outside Camp Commando on a 10-kilometer
run to the ridge and back and to find out that they
were not in the same shape that they had been in
at Camp Pendleton. Armed guards were posted
along the route to defend against possible terrorist
attacks. Even with the terrorist threat, and the sand
that offered little traction, it was an enjoyable out­
ing. Back at Camp Commando, Generals Amos and
Mattis spent their time talking about Baghdad with
a handful of I MEF officers. General Mattis said he
wanted to get north of the Tigris as quickly as pos-
sible to minimize the time his division would be
susceptible to weapons of mass destruction; Gen­
eral Amos said he wanted to put the wing on a
"JDAM [or "smart" bomb] diet" so that he would
have enough precision munitions for the big fight
in the city. Then they ranged over a variety of is­
sues-from where to place boundaries between
Army and Marines; how to coordinate fires and
control air space; the integration of information
and covert operations on the one hand and con­
ventional operations on the other; and general
techniques, tactics, and procedures for fighting in
urban terrain. One of the participants, Lieutenant
Colonel George Smith, remembered thinking that
this "pure warfighting" talk was the ultimate pro­
fessional military education session. *
*Col icholas E. Reynolds, "OIF Field History Journal," 2003,
entry for 19Ju104; LtCol George W. Smith, Jr., intvw, 8Jun04
(MCHC, Quantico, VA).
Photo courtesy of Field History Branch

--- Page 8 ---
Inside Our Own Loop31
Photo courtesy of CFLCC
MajGen Robert R. Blackman, Jr., chief of stafffor the Coalition Forces Land Component Command, talks with
the command's logistical officer following one of many updates at the Coalition Operations and Intelligence
Center, Camp Doha, Kuwait.
McKiernan was so pleased with Workman, in par-
ticular his experience as a Marine air-ground task
force planner able to coordinate a range off effects,
that he resisted any moves to replace Workman, who
wound up serving at CFLCC for the duration, work-
ing up to 18 hours a day for months on end. It was
only after they had been working together for some
time that Workman mentioned he was a rancher by
profession, and not a regular officer, which McKier-
nan at first refused to believe, a backhanded compli-
menttotheprofessionalismofthisReserve
artilleryman who literally had to sell the farm in order
to stay on active duty.108 In October, reinforcements
for Plush and Workman began to trickle in. General
McKiernan asked for the best Marine general that
Headquarters Marine Corps could find, and Major
General Robert L. Blackman soon received orders to
serve as the chief of staff at CFLCC. General Black-
man, who had commanded the 2d Marine Division
and most recently served at CentCom headquarters
in Tampa, was respected both as a Marine and as a
team player in the joint arena.109 After his arrival in
country, General Blackman repeatedly urged Head-
quarters Marine Corps to provide more officers for
the staff. In late November, Colonel Patrick J. Burger
arrived at Doha to serve as the senior I MEF liaison
officer and began to coordinate the activities of the
growing number of Marine liaison officers who were
not technically part of the CFLCC staff but who in
most cases might as well have been.'1° In January,
during a trip to Washington, D.C., General McKier-
nan himself again requested Marine augmentation for
the CFLCC staff. It is hard to escape the conclusion
that if CFLCC was short of Marines, it was a reflection
of Marine manpower constraints and certainly not of
a desire by "Big Army" to limit the number of Marines
at CFLCC or the influence of Marine doctrine.1 In
the end there were some 70 Marines at CFLCC, still
short of the number in the joint manning document
that the Army and the Marine Corps had long since
agreed to, but certainly at a level where the liaison
officers could effectively represent the Marine point
of view. More importantly, the staff became even
more joint in the interests of putting the common in-
terest ahead of any one Service or nationality. In Feb-
mary 2003 there would be some 1,300 members of
the CFFLC staff. 112
By November both the CFLCC and the I MEF staffs


--- Page 9 ---
were ready to exercise the most recent version of the
CFLCC portion of the CentCom plan, which now bore
the name "Cobra II" and still called for a relatively
small force to advance from Kuwait into southern
Iraq. Major Evan A. Huelfer, USA, FLCC's lead plan-
ner, commented that although there were some
changes, the outlines of the "four brigade" initial at-
tack had not changed markedly over the intervening
13
What was somewhat different in the fall was the
hope that the U.S. Army's 4th Infantry Division, aug-
mented by a British division, would advance from
Turkey into northern Iraq, toward Baghdad, at
roughly the same time.'14 Generals Franks, Miko-
lashek, and McKiernan all wanted near-simultaneous
attacks into Iraq from north and south, the main at-
tack coming from Kuwait, with a supporting attack
by Coalition forces from Turkey. This was an idea
4'Both Gen McKiernan and his special assistant, Terry Moran, re-
membered a version of the plan in the fall of 2003 around the time
of their arrival at Camp Doha. The general termed it "a very small
force... abrigade combat team from the 3d ID and a MEU from
the Marines." Moran used more or less the same terms: "Early on,
there was some discussion of that start force being no more than
a brigade of the 3d ID, reinforced Out of the MEU..sothe
thought was that we would cross the LD with that very small force,
and it would be rapidly reinforced by the MEF and by the V Corps.
That was probably a bit... imprudent."(LtGen David D. McKier-
nan intvw, 30Jun03 lU.S. Army Center of Military History, Wash-
ington, DCI; TerryMoran intvw, 23Aug03 lU.S. Army Center of
Military History, Washington, DCI)
that certainly sat well with the outgoing commandant
of the Marine Corps and incoming head of European
Command, General James L. Jones, Jr., who wanted
to do what he could to make it happen, and was will-
ing to commit Marine units if it made sense to do
so.°5 The attack from the north would be able to se-
cure important targets in the north such as the oil
fields around Kirkuk and Saddam's "hometown,"
Tikrit, which was considered to be one of his bases
of power.'
"Lucky Warrior 03-1" was a CFLCC exercise testing
command and control, including the links between
CFLCC and I MEF, and focusing on the initial phases
of war. It began on 24 November, just in time for
Thanksgiving, and was a precursor to the CentCom
exercise "Internal Look 03," which tested three sce-
narios from Operations Plan 1003V at the next higher
level and occurred in early December with I MEF
participation. General Blackman remembered later
that the scenario at the time was for CFLCC elements
to cross the line of departure with two brigade com-
*The history of this idea goes back to the spring of 2002, when
Gen Mikolashek proposed it to Gen Franks, who acceptedit.
However, it was not actively pursued until the summer of 2002,
when it was briefed to the British, who were very enthusiastic
about the idea and played a key role in resurrecting it. British
sources are consistent with Huelfer's memory. (Maj Evan A.
Huelfer intvw, 16Mar03 (U.S. Armt Center of Military History,
Washington, DC); House of Commons Derfense Committee, Les-
sons of Iraq ILondon, UK: Stationary Office, 2004] v. 1, p. 45.)
32Basrah, Baghdad and Beyond
Photo courtesy of Field History Branch
Marine Lieutenant Colonels Robert L. Sartor, current files officer, and Brian D. Ken, assistant current files of-
ficer, both with the operations section, I Ma nine Expeditionary Force, exchange information during Exercise In-
ternal Look 03. The bi-annual exercise was designed to evaluate the command and control capabilities of
Central Command headquarters and its component commands.


--- Page 10 ---
Inside Our Own Loop33
bat teams from 3d Infantry Division and one Marine
expeditionary unit, all under I MEF. The expedi-
tionary unit would take the southern city of Umm
Qasr, while the two brigade combat teams would
take the oil fields. There would of course be follow-
on forces under this "running start" scenario.hhi*
After these exercises, General McKiernan decided
he needed a stronger force that could move fast; un-
less CFLCC were stronger from the outset, he would
not be able to accomplish all of the set tasks at the
same time. It seemed, for example, that CFLCC would
have to choose between maintaining security on the
southern oil fields and moving north. As McKiernan
put it on 19 December 2002: "We do not have enough
combat power to simultaneously penetrate [Iraq] and
move straightaway...toBaghdad and do all the
other tasks we have to do in southern Iraq... secure
the oil fields, keep Basrah out of the fight, develop
our logistic support areas, deal with displaced civil-
ians, deal with enemy prisoners of war, cross the Eu-
phrates. "117
Afterthe war, on 1 May 2003 General McKiernan
made the comment that this was "probably the most
critical decision I made [during Operation Iraqi Free-
dom]...Imade a case for additional forces...that
were ready to conduct ground operations ...[fora]
two-corps operation, with a penetration as a form of
maneuver by the main effort, and a [simultaneous]
supporting attack by the MEF to fix everything over
on the east side."18
Next there was a series of video teleconferences
between General McKiernan and CentCom so that
General McKiernan could make his case. In Major
Huelfer's words, it went something like this:
Lieutenant General McKiernan made a plea to
General Franks, and said, "Hey, look, you are
asking to attack at C+15 [15 days after starting
the force flow], but we won't have enough
forces on the ground to do both of those oper-
ations simultaneously. We cannot go out to
Nasiriyah and toward Basrah at the same time."
So...Ithink the light went on, he [Gen-
eral Franks] said, "Okay.". ..Thevery next day,
General Hailston [the MarCent commander]
*The exercise was "McKiernan's first opportunity to...conduct
operations with his new staff and new general officers and to ex-
ercise the new [CFLcc] organization...[aswell as] the first op-
portunity for cFLCC's major subordinate elements .topractice
operations under ...cFLcc.Much of the exercise focused on
team building and establishing [joint] standard operating proce-
dures." (Gregory Fontenot, et al., On Point: The US. Army in op-
eration Iraqi Freedom [Fort Leeavenworth, KS: combat Studies
Institute Press, 2004], p. 53)
came up. .. toKuwait, and the next thing you
know...[Marine]regiments were flowing into
Kuwait.'19
In fact, there was an intermediate step. The talks
between McKiernan and Franks led to talks between
theater and the Pentagon, a sometimes painful
process described by McKiernan's assistant, Terry
Moran (no doubt with tongue in cheek), as a "tug-of-
war": "We had a series of VTCs [video teleconfer-
ences] where we were asking to move the force
posture from X to X plus Y. We were in a tug-of-war
with CentCom and with OSD [Office of the Secretary
of Defense] on how big Y could be." It seemed that
whatever increase CFLCC requested, "they would try
to skinny [it]...down.'°2°Nevertheless, the end re-
sult was that CFLCC came to develop the heavier,
two-corps plan, which the 3d Infantry Division re-
verted to V Corps.121
This plan was truly a hybrid, a good combination
of the "generated start" and the "running start." The
force was by far smaller, and more agile, than the
force with which General Schwarzkopf crossed the
line of departure in 1991, but it was developing a re-
spectableamountofcombatpower.Where
Schwarzkopf had had two Marine divisions at his dis-
posal, it was now fairly official that if and when the
order was given, I MEF would bring its entire divi-
sion-wing-force service support group team along
with some 7,100 Marines from Camp Lejeune. Gen-
eral Conway decided he wanted them to come with
the 2d Marine Expeditionary Brigade command ele-
ment; he wanted a second Marine command element
in country to take on the distinct security and stabil-
ity missions in southern Iraq that had originally been
foreseen for Task Force South a few months ear-
lier.122* I Marine Expeditionary Force's subordinate el-
*part of the explanation for the selection of 2d Marine Expedi-
tionary Brigade as opposed to 2d Marine Division may have been
that much of the division staff was already committed to an on-
going centcom operation in the Horn of Africa and was simply
not available. The 7,100 Marines would include the three infantry
battalions of Regimental combat Team 2 (RcT 2), something less
than 1,000 Marines in the brigade headquarters, a combat service
support element, and 81 aircraft. Apart from the units that were or-
ganic to 2d Marines, the larger units earmarked for deployment
with the brigade were 2d Battalion, 8th Marines, which replaced
the already deployed 2d Battalion, 2d Marines; 1st Battalion, 10th
Marines; 2d Force Reconnaissance Company; Company A, 8th
Tanks; Company A, 2d Assault Amphibious Battalion; and Com-
pany C, 2d Light Armored Reconnaissance Battalion. Upon arrival
in Kuwait, the aviation and support elements would transfer to the
wing and the force service support group, but later on other units
came under Tarawa's control, such as 15th Marine Expeditionary
Unit, enabling it to reach a maximum strength of some 15,000
Marines and sailors.

--- Page 11 ---
34 Basrah, Baghdad and Beyond
How Task Force Tarawa Got Its Name
G
eneral Conway did not like the colorless des­
ignation "Task Force South" for 2d Marine Ex­
peditionaly Brigade, and he asked Brigadier
General Richard F. atonski its commander, to
come up with something better. A Marine with a
good sense of histOIy, General atonski wanted
to think the matter through and began by asking
the History and Museums Division for help in
naming the task force. The head of Reference sec­
tion, Danny J. Crawford, reviewed the names of
the task forces in Desert Storm, such as Grizzly,
Papa Bear, and Ripper, and made a few sugges­
tions for the new task force-Mameluke, from the
name of the sword; Fortitude, one of the Corps'
earliest mottoes; Chosin or Cho en Few, to com­
memorate the 50th Anniversary of the Korean War
(which had ended in 1953). Crawford added the
incidental note that the avy's codename for Iraq
ements, then, were to be 1st Marine Division, 3d Ma­
rine Aircraft Wing, 1st Force Service Support Group,
Task Force Tarawa, and I MEF Engineer Group, a
force-level engineering asset. The last was a concept
that was unfamiliar to many Marines. Made up of Ma­
rine engineers and Navy Seabees under the com­
mand of a rear admiral, the engineer group was an
initiative that dated back to the days when General
Zinni was the force commander. The point was for I
MEF to be able to do "one-stop shopping" for its en­
gineering needs, especially in major deployments. 123
In December 2002 and January 2003, the rough
outline of the "hybrid" plan was for the Army's V
Corps to move north through the western desert of
Iraq with at least one full division, with the ultimate
goal of capturing Baghdad. Meanwhile, I MEF would
move north on a more central axis, the "obvious"
route to Baghdad, which leads into and through the
heart of Iraq, the Fertile Crescent between the Tigris
and Euphrates Rivers. The Army remained the main
effort, the Marines were the supporting effort, which
meant they would pick as many fights as they could,
as General Conway put it, in order to deflect pres­
sure from the Army and to make the Iraqis think the
Marines were the main effort. In effect, the Marines
would defend the Army's flanks by rapidly defeating
enemy forces in its zone. I Marine Expeditionary
Forces' spearhead division, would have the city of AI
Kut as its aiming point, while Task Force Tarawa
would seize and hold objectives in the south, secur-
in World War II had been "Plughole," clearly a
non-starter but an interesting bit of historical trivia.
General atonski agreed and said he would con­
sider Crawford's other suggestions along with the
idea that he pick the name of a mythical creature
from the Arab world that his future opponent
would recognize. In the end, Tarawa seemed to fit
best. General atonski happened to be looking at
some artifacts from World War II in the Pacific, a
reminder that Tarawa was a famous battle associ­
ated with 2d Marines and therefore a good name
for a task force with that regiment as its infantry.
When 2d Marine Expeditionaly Brigade landed in
Kuwait, it became known by that illustrious place
name.*
*BGen Richard F. 'atonski intvw, 26Mar04 (MCHC, QuantiCO,
VA); aronski-Crawford e-mail msg, 18Dec02 (RefSec. ICHC,
Quantico, VA)
ing the division's rear from potential threats. 124 A
quick look at the map reveals that Task Force Tarawa
was to assume responsibility for at least one major
city, Basrah, the surrounding oil fields, and thousands
of square miles of territory, much of it inhabited-a
breathtakingly ambitious mission that could succeed
only if the optimistic assumptions about the nature of
the opposition (or the lack thereof) were correct.
Exactly what the Marine Corps would do in Bagh­
dad was once again unclear. Along with the elite
forces that would most likely try to keep the Coalition
away from the capital, Baghdad had long been rec­
ognized as the enemy's center of gravity. The Marines
wanted to playa role in the fight for Baghdad and ar­
gued for a simple boundary, like the Tigris River, be­
tween Marine and Army units in the zone. By late
summer 2002, the CFLCC commander, General Miko­
lashek, appeared ready to accept that approach.
Then, in September his successor, General McKier­
nan, decided to change course and designated the V
Corps staff as the lead on Baghdad. The Army was
the main effort and it had the heavier force. It would
fight in the city; the Marines would support the attack
but remain outside the city limits. To be sure, there
was always the possibility that this would change,
both in General McKiernan's mind and in the minds
of the Marine planners. To the general's way of think­
ing, the "base plan" was for V Corps to command the
tactical fight for Baghdad. But "there was a branch
plan that said, if ... it makes sense ... bring forces

--- Page 12 ---
into Baghdad from both the... MEF...[and]... V
Corps,..weought to be sure that we can do
that. "125* The bottom line was that both V Corps and
I MEF continued to think about Baghdad and to try
to come up with the right way to subdue and control
the Iraqi capital.
The prospect of a joint British-American attack
from the north lasted through most of December
2002, when it became increasingly clear that the
Turks were not likely to allow the British to pass
through their country. It was only later that the Turks
also refused to allow an American division to pass
through Turkey. In January 2003 it was easy for
CentCom and CFLCC to decide to redirect as many
British forces as possible to Kuwait and to I MEF,
*This is one of the few instances when there wasa whiff of Sew-
ice politics in Gen McKiernan's basic policy decisions. There was
no compelling reason to assign Baghdad exclusively to V Corps.
""It would not become clear until mid-March 2003 that the 4th was
not welcome in Turkey either. By then the U.S. Army's 4th Infantry
Division and its equipment were in ships floating off the coast of
Turkey. But this was not all bad. It enabled Gen Franks to bolster
a deception plan that pointed to an attack from the north, which
may have found its mark. (Tommy Franks, American Soldier [New
York, NY: Regan Books, 20041, p. 429)
which did what it could to encourage this develop-
ment. The reinforcements came in the form of the 1
United Kingdom Division (Armored), a composite
made up of three more or less independent brigades,
which began to flow into Kuwait in early 2003. Ma-
rine expeditionary force planners happily proceeded
to include the British division in their plans, along
with the 15th MEU (SOC)whichwas now officially
slated to reinforce the British.126
With a full division at their disposal, the British
could assume responsibility for Basrah and its sur-
roundings. In the words of one staff officer, Lieu-
tenant Colonel Richard T. Johnson, who worked on
the plan at CFLCC, the Marines "hit the right num-
bers" (like a lucky gambler) when the British joined
their team. Johnson's thinking, in retrospect, was that
without the British, the Marines would have been
hard pressed to control the powder keg that was Bas-
rah and accomplish their other assigned missions."
"LtCol Richard T. Johnson noted that in December 2002 the sen-
ior British advisor at CFLCC, BGen Albert Whitley, met with Gen
James Conway to discuss whether and how the British Army and
I MEF could work together. (LtCol Richard T. Johnson intvw,
26Apr03 [MCHC, Quantico, VA])
Inside Our Own Loop35
DVIC DM-SD-05-04662
A graduate of the University of Louisville with a degree in history, BGen Richard F. Natonski, following a tour
with Plans, Policies, and Operations Division of Headquarters Marine Cops, assumed command of 2d Marine
Expeditionary Br4gade (Task Force Tarawa) in June 2002.


--- Page 13 ---
36Basrah, Baghdad and Beyond
JCCC 021112-N-4374S-020
Marines assigned to the 24th Marine Expeditionary Unit (Special Operations Capable) disembark from an am-
phi bious assault vehicle to conduct a live fire training exercise while on their six-month training deployment
in the Central Command area of responsibility.
Another planner, Lieutenant Colonel Smith, said thesoutheast of Baghdad. Being heavily mechanized, the
British were I MEF's "slingshot," propelling it muchArmy was, arguably, well suited for the desert. The
farther and faster than it could otherwise haveMarine battle space, on the other hand, started off as
gone.127 With the British inI MEF, Task Forcedesert but soon became a varied and complex mix of
Tarawa's mission changed; its focus could shift west-desert, scrub brush, agricultural land, rivers, and
ward, away from Basrah and the southern oil fields.canals. It was defined, and largely contained, by the
But the type of mission remained similar—it was totwo great rivers, the Euphrates and the Tigris, and
secure crossing sites over the waterways in the southanchored in the south by Basrah, which lay on the
and to preserve combat power. General NatonskiShatt al Arab waterway not far from the border with
stated that he became aware of this change on ap-Iran, and in the north by Baghdad, some 300 miles to
proximately 17 January 2003.128the northwest. A small number of highways ran
There were similarities, and dramatic differences,through the area, varying in quality from a good su-
between the battle space assigned to the Marines andperhighway to two-lane local highways to dirt roads.
that assigned to the Army. Most of the Army's battleLike the rivers, the highways mostly ran on a north-
space was trackless desert, at least until it reachedwest to southeast axis. There was a prominent choke-
the cities of Najaf, Karbala, and Hillah, which laypoint at An Nasiriyah in the south of Iraq, some 90