'We Were Going to Win . . . or Die There'

By Fred H. Allison

Only amphibious assault vehicles—LVTs (landing vehicles, tracked), also known as amtracs—could crawl over the reef, unload on the beach, or, if they found gaps in the seawall, advance inshore. The coral reef, therefore, inhibited Marines from getting artillery and other heavy weapons ashore. The LVTs did not have ramps; everything they carried had to disembark by going up and over the sides. Hoists and cranes had been developed for unloading heavy weapons from the vehicles, but doing so under the intense fire that characterized the first day at Tarawa was not attempted.

The 2d Marine Division, commanded by Major General Julian C. Smith, was ordered to take the heavily defended island. Three battalions made the initial assault: the 2d and 3d Battalions of the 2d Marines (2/2 and 3/2) and the 2d Battalion, 8th Marines (2/8). When it became clear that these units were facing unexpectedly fierce opposition, the 1st Battalion, 2d Marines (1/2) and the 3d Battalion, 8th Marines (3/8) came ashore later on D-day. Other battalions—the 1st Battalion, 8th Marines (1/8), 1st Battalion, 6th Marines (1/6) and the 3d Battalion, 6th Marines (3/6)—landed in following days.

Each of these battalions had an attached platoon of four M3 37-mm guns that fired canister, antiarmor, and high-explosive shells. They had provided valuable frontline fire support at Guadalcanal. However, all but one of the various Tarawa battalions’ after-action reports have little to say about their 37-mms. The exception is 2/8’s, whose report documents significant combat by its platoon of 37-mms. This author could find no mention of 37-mm guns in combat except in 2/8’s zone. Significantly, that battalion’s 37-mm platoon commander, using initiative and foresight, had made special provisions for getting his guns ashore, and once there, they were employed effectively.

This platoon was commanded by First Lieutenant Roy H. Elrod. He had joined the Marine Corps in September 1940 and risen through the ranks. He received an officer’s commission in May 1942 by way of a field screening program conducted by the 8th Marines while it was deployed to American Samoa. When the regiment landed on Guadalcanal in November 1942, he led the same 37-mm antitank platoon in which he had been a sergeant. During the ensuing combat, Elrod would receive a battlefield promotion to first lieutenant and earn a Silver Star for twice leading his unit against heavy machine-gun fire.

An Alternative Plan

After Guadalcanal the 2d Marine Division, including the 8th Marines, went to New Zealand for rebuilding and training in preparation for its next operation. That would be Tarawa, although the division did not know it at the time. Months later while the unit was still in New Zealand, Major Henry P. “Jim” Crowe, commanding officer of 2/8, ordered Elrod to attend a briefing on the upcoming campaign. As he recalled:

I’m the only person in the room below the rank of major, General Smith and [David M.] Shoup, who was the plans and operations officer, a lieutenant colonel, were there. They had a sand table set up and discussed the next operation. This sand table model was Betio Island. Of course, we didn’t know that. . . . They talked about the island itself. I was all ears, and very, very quiet. . . . They talked about the problems of [its] reef. There had been all kinds of attempts to find out more about it, from old traders and others that had been up in the area—New Zealanders or Australians. There was some strong question about the tides.

After the briefing, Elrod seriously considered the potential problems of getting his guns across the reef, through the surf, and over the island’s seawall. The Marines hoped the LCVPs would not get hung up on the reef, that the tide would be sufficiently high for the boats to reach the beach. But not wanting to take a chance, Elrod developed an alternative plan:

The Higgins boat would have accepted [a] 37 with the jeep to tow it, but I didn’t think they would be able to get over the seawall or through the surf. It was going to be too deep for the fording kits that were available for the jeeps . . . [they] could handle a depth of about 30 inches or three feet of water. This kit covered components of the engine like the carburetor so as to waterproof it. So, I didn’t even plan to land my jeeps. I realized that the only way we’re going to get these guns ashore was to pull them in with men. So I had rope slings made that dropped over a man’s shoulder with a hook on the end.

[Staff Sergeant Louis H.] Ramsey and I looked over the guns, tried all kinds of arrangements and finally found a system where the squad could be hooked to the gun. Men could pull with the rope slings and another two would push using the rammer shaft that went through lunettes in the trails. For practice we started pulling these around in camp. Really two men could pull it on smooth, even ground, but I knew it was going to take everybody’s effort if we were going go in through the water over the reef.

To learn what effect saltwater would have on the shells, Elrod arranged an experiment:

I got a five-gallon bucket, filled it with water, threw a couple handfuls of salt in it and then I took two armor-piercing rounds, two high-explosive rounds, and two canister rounds, stripped them out of the cardboard cases and dropped them in this bucket of water, and left it overnight. The next day, the platoon sergeant and I took one of the gun squads out and fired into this hill outside of camp. We fired all six rounds without a single failure, so I decided that the rounds were waterproof.

Getting the ammunition ashore would be another problem. Elrod recalled:

I was able to make arrangements for 100 rounds per gun to be tied on the guns. The guns themselves weighed about 910 pounds. The weight of the ammunition would add probably about 150 or 160 pounds. Then I got poncho-shaped canvas containers that you could throw over your head and over the top of the pack, and you could put four rounds in the front and four rounds in the back. So I got one of these for each man, including myself.

Arrival Offshore

The 2d Marine Division departed New Zealand in October 1943 for rehersal exercises and then arrived off Betio, the key Tarawa target, on 19 November. Reveille was at 0400 the next day, but Elrod recalled, “We had been up and dressed before the wake-up call.” Soon his four guns were sling-loaded from the USS Heywood (APA-6) into LCVPs. Each gun was in its own landing craft with its squad of seven Marines. Evidently there had been no provision for lowering heavy weapons into the LCVPs. Elrod, however, had devised rope slings to wrap under each wheel of a 37-mm gun. The ropes extended up to a central hook on the ship’s hoist and allowed the gun to be lowered into the boat. Gunners who had already boarded the LCVP used a long rope that hung down from the gun to guide it into the craft. Elrod left behind the four jeeps available as prime movers.

Once loaded, and after a lengthy delay, the lieutenant’s four LCVPs joined the fourth assault wave. At 0853, their run to Red Beach 3 began. The preceding three waves, only minutes out in front, were composed entirely of LVTs. The fourth wave was the first composed of LCVPs and LCMs (landing craft, mechanized). According to Elrod, “boat officers used flags to signal the coxswains when to move here and there to position their boats. . . . [they] did a magnificent job.”

Nevertheless, when the landing craft reached the edge of the reef they “hung up.” Elrod recalled that moment:

At the same time I looked and I saw the first wave of amtracs hitting the beach. The island was covered with boiling black smoke with tracers and red explosions. With another foot of water, the boats would have been able to get over the reef. . . . I wasn’t a bit surprised when this happened. We pulled the guns off the boats into water that was waist deep. We started in, the Marines pulling our guns. Machine-gun fire really began at the reef. We could see the pier [that extended to the reef’s edge] to our front and to the right. We were all scared, but we kept moving.

A 37-mm platoon commander without an alternative plan to cross the reef would have no way to get his guns ashore. This predicament was specifically noted in 3/2’s report; its 37-mms were unable to unload upon hitting the reef, and their LCVPs “backed off and circled in deep water.” Perhaps this is why the battalion’s commander, Major John F. Schoettle, stated in his after-action report, “Leave 37mm anti-tank guns behind.” Reporting for 2/2, Company F’s CO, Captain Warren Morris, wrote, “The 37mm crews were used as infantry and the breach blocks of the guns were removed and hidden.” Major William K. Jones, commanding 1/6, reported, “I did not use my 37mms at all.”

Across the Reef

Elrod, meanwhile, spread his squads along a front of about 50 yards and made sure they kept proper spacing between each other. As the men laboriously advanced, the lieutenant watched splashes from machine-gun rounds, observing that the enemy was using the textbook interlocking-fire pattern along predesignated fire lanes. The Japanese fired in bursts of a few rounds then stopped. He moved his squads right up to where the rounds were splashing and then held up his hand for them to halt. When the firing stopped, Elrod motioned for his men to resume their advance. They crossed three bands of fire using this method.

The 37-mms were underwater almost the entire way in. The gunners had to watch for holes in the reef, some of which were substantial. Weighed down by equipment and 37-mm ammunition, the Marines out front pulling the guns dropped into the depressions before the guns. It was nearly impossible to climb out of one. Fellow Marines, though, grabbed the submerged man’s pack or jacket and yanked him out. They would then maneuver the gun around the hole. The path to shore, therefore, was not straight. But the platoon was able to guide on the long pier; their assigned landing beach, Red 3, was just to the left of it.

As they approached the shore, mortar bursts and small-caliber artillery rounds joined the small-arms and machine-gun fire. In places, the water seemed to boil with enemy fire, splashes rippling and stirring it up. In some spots the water was tinged red with the blood of Marines. Near the beach, Elrod’s men saw wounded in the water, and the dead. The lieutenant spotted a Japanese officer sprawled out, his hand still gripping a pistol, whose slide was back. He had evidently stood on the beach’s edge firing into the approaching Marines until emptying the magazine. “I had laid down the law to my Marines that there would be no souvenir hunting,” Elrod recalled. “I would have liked to have picked that pistol up, but I didn’t do it. I was going to abide by my own rules.”

The lieutenant and his Marines hauled their guns ashore and collapsed behind the coconut-log seawall, spent from the exhausting wade in. Incredibly, they had suffered no casualties. Elrod did not have to go far to find his battalion commander, Major Crowe. He had established his headquarters behind a disabled LVT that had hung up while trying to scale the three-to-five-foot seawall. The 37-mm platoon had landed almost directly behind him.

Over the Seawall and into Action

Elrod recalled that “Crowe had told me before the landing, and he told me again once I was on the beach, to get over the seawall and start moving in. Swing to the left, move south and east.” Marines observed a Japanese tank maneuvering to the east of 2/8’s small perimeter. This spurred other Leathernecks to help Elrod’s platoon get the heavy 37-mms over the seawall. Taking the tank under fire, the gunners scored a couple of hits and the vehicle withdrew. Then the platoon of 37-mms moved forward under fire. It was difficult to pull the guns in the sand, and they did not get far, maybe 50 yards.

There were, nevertheless, plenty of targets, and the gunners began firing into Japanese bunkers and pillboxes. The M3 was accurate enough to fire through their firing apertures. Otherwise the Japanese fortifications were so stout the 37-mm’s rounds had little effect. Elrod’s platoon took position on the front line, to the right of Captain Orlando A. Palopoli’s F Company and to the left of E Company. This was in the elbow of 2/8’s line, where it bent from the south to the west. Once in position, the lieutenant’s men dug in their guns. Riflemen pointed out targets, and the gunners took them under fire. During the first day they mostly used high-explosive rounds.

The intense enemy fire made communication impossible with anyone except those in immediate proximity. Elrod therefore split his platoon. The lieutenant remarked:

I put [Ramsey] in charge of the number three and four guns, they were facing more south. . . . We were almost at right angles, he ran two of the guns, and I ran the other two; mine were oriented to the east. We would check in with each other a couple of times a day, but we operated independently. With our guns 20 or 30 yards apart, we covered a space of about 75 to 100 yards.

It was not long before his platoon suffered its first fatality. Not surprisingly, it was a head wound. Elrod recalled:

We had a lot of rounds, machine-gun and rifle rounds, that hit the shield of the guns. . . . It was about a quarter-inch thick and a good grade of steel. The main problem was that it wasn’t high enough to protect the heads of the gunner and loader. One of my Marines, named [Private First Class] Joe Ault, was hit by a round that came over and into his helmet. It knocked a piece of his skull out as big as the palm of your hand, leaving the brain exposed. . . . I knew he didn’t have a chance and I wasn’t going to risk three or four other guys to get him back behind the seawall. . . . I just covered him up with a poncho; he lasted about 30 minutes. He never regained consciousness.

Later the same day, another of my gunners was hit. The bullet hit the helmet over his left eye, and was at an angle. It went around the inside of the helmet and exited back behind his left ear. It just put a nice little indentation in the helmet and tore the helmet liner into a thousand pieces. Actually it was close enough to his head that it made a red mark right around his head and didn’t actually bleed much, but that was a close call.

During the afternoon, a group of almost 200 Japanese soldiers appeared east of 2/8’s lines, running across the island from south to north. Marines shouted out to the 37-mm gunners, who opened fire, hitting the Japanese with rapid-fire canister rounds that killed and wounded many of them. Elrod’s platoon also hit another tank later that first day:

Near nightfall, Ramsey . . . spotted a Japanese tank that was inside a covered emplacement but the side toward us was open. They had covered it and camouflaged it to the south, but the north side was open. . . . We were probably not more than a hundred yards from it and able to see it real well. He fired five or six rounds of armor-piercing into it. So we knew we had killed the tank. When nightfall came, I had the guns dig in. Every time we would stop for any length of time, we’d dig in. It was easy to dig there.

Meanwhile, five two-gun 75-mm pack howitzer sections were arriving on Red Beach 2. Unlike the 37-mms, the howitzers could be easily disassembled into six components, which LVTs delivered ashore or Marines carried across the reef. These guns would add their firepower to the battle the next morning.

Pinned Down by Strongpoints

There was no respite from the fighting that night. Indeed, the gunfire would continue the entire 76 hours of the battle. The first day’s combat had been intense, and that evening General Smith and Southern Attack Force commander Rear Admiral Harry Hill reported to their commanders, “Issue remains in doubt.” However, according to Elrod:

The attitude of the Marines was that we were going to win. We never thought that we weren’t winning; there were more Japanese bodies lying around than ours. . . . I have never talked to another Marine that was there that didn’t feel the same way I did. Nobody had any intention of going back. We were there to stay; we were going to win, or we were going to die there. I wasn’t about to walk back out through that surf with all the rounds that were coming there.

On the second day, there was little movement forward. Three mutually supporting Japanese strongpoints—a steel pillbox, a coconut-log bunker, and a large sand-covered concrete bombproof—kept 2/8 pinned down. The machine guns in these structures swept the area to the battalion’s immediate front, which included parts of the airfield’s runway and one of its taxiways. Their surfaces provided no cover, and any Marine who tried to move across them was destined to be a casualty.

The Marines took out two of the three strongpoints on the third day—the log bunker and steel pillbox. That left only the bombproof. Elrod’s 37-mms, as well as mortars, and 75-mm tank fire had little effect. A pair of destroyers, the USS Ringgold (DD-500) and Dashiell (DD-659), provided naval gunfire support, but their 5-inch shells could not knock out the bombproof.

According to Elrod, the structure

was larger than the others [emplacements] and actually seemed like a large sand dune. We had to be careful there because the shrapnel from the rounds the destroyers fired came right back over us. So everybody got down and got in holes when the naval gunfire was going. What it did was blow away sand, blow away camouflage. You could see metal ventilation ports sticking up.

We were facing east, and there was a machine gun firing out of this opening, and several times Marines tried to get up close enough to throw a grenade. My corpsman went out and picked up one of these fellows and was bringing him back to the position where my number one gun was. The corpsman was hit in the chest with a rifle bullet. Apparently it was nearly spent, and when he got back he gave first aid to the man he’d picked up, and then he instructed me what to do to patch up his own wound. He stayed right there, and I didn’t try to probe and get the bullet out. But it obviously hadn’t gone into his chest cavity. I guess his sternum stopped it. So I recommended him for a Silver Star, and he was actually awarded the Silver Star.

Taking Out the Bombproof

First Lieutenant Alexander Bonnyman, executive officer of 2/8’s shore-party platoon, presented a plan to Major Crowe to neutralize the strongpoint. Before the war Bonnyman had prospected for precious metals and operated a mine in the Southwest. He knew from firsthand experience the power of dynamite in tightly enclosed spaces. Bonnyman and Elrod had become friends during the cruise from New Zealand to Tarawa. Both were outsiders to the battalion, only having been attached to it immediately prior to sailing. The pair talked about the Southwest, an area Elrod could identify with as a native of Muleshoe in far western Texas.

Crowe agreed to give Bonnyman’s plan a try and put his executive officer, Major William C. Chamberlin, in charge. He instructed Chamberlin to coordinate the attack with Bonnyman, Palopoli, and Elrod. While they sat in a fighting hole discussing the plan, a bullet fired by a Japanese sniper slammed into Palopoli’s chest at the left breast pocket, killing him instantly.

Elrod remembered that a key part of the plan called for Bonnyman’s Marines to drop bundled TNT charges down the air vents atop the bombproof. Elrod’s role was to position his guns to blast any Japanese troops that might be flushed from the bombproof and exit on its southern side. Marines of F Company were ready with rifles, flamethrowers, and machine guns to fire into any Japanese that might exit the east side of the bombproof. When all were in position, Bonnyman and his Marines rushed up the fortification’s steep slopes. Elrod observed them use cigars and cigarettes to light the explosives’ fuses and then drop the charges down the vents.

With the TNT exploding in the blockhouse’s tight space, the conditions inside were insufferable. Hundreds of Japanese bolted clear. Elrod’s 37-mms rapid-fired into them with canister at short range. Other Marines cut loose with their machine guns, rifles, and flamethrowers. It was a slaughter, as the Japanese were felled in rows. One totally disoriented defender turned and ran directly toward one of Elrod’s guns. He caught the full blast of a canister round in his midsection, and the upper and lower halves of his body tumbled into the sand.

With the seizure of the formidable strongpoint, 2/8’s fight was essentially over. Elements of the 6th Marines moved through its position and cleared the east end of Betio the next day. That afternoon, what remained of 2/8 and 3/8 waded over to Bairiki, the first island east of Betio. Marine 75-mm pack howitzers firing from Bairiki had supported the Leathernecks on Betio.

Elrod remembered what it felt like to be out of combat after 76 hours of constant fighting:

Everybody was tired, we were wired, we were really, really uptight, it had been just a continuous melee. . . . There was an open shower arrangement on Bairiki. It was just a pipe with water, but we all were able to bathe and change clothes. We also got a hot meal there. In fact, we got two hot meals. We spent the night and then we had breakfast. The next day we loaded and went back aboard the same ship that had brought us in. I returned to the same stateroom I had occupied on the Heywood on the trip up from New Zealand.

The Value of Initiative

Lieutenant Elrod’s 37-mm platoon was an integral component of the 2d Battalion, 8th Marines at Tarawa. Elrod’s testimony, corroborated by Major Henry Crowe’s after-action report, indicates that the unit’s guns played a significant role in the battle. This was only possible because Major Crowe had Elrod attend the Tarawa briefing back in New Zealand and the lieutenant, based on what he learned at the meeting, took the initiative to develop a plan to get his guns ashore. Once his gunners had manhandled the 37-mms onto the island, Elrod positioned them to effectively support 2/8’s infantrymen. This included dividing his platoon and giving command of two guns to reliable Staff Sergeant Ramsey. Elrod recommended Ramsey and two other members of the platoon for Silver Stars, which they received.

After Tarawa, Elrod was promoted to captain and placed in command of a platoon of half-tracks each armed with a 75-mm cannon, which he led on Saipan. In the final days of that tough battle, he was seriously wounded by artillery shrapnel and evacuated. Elrod recovered and remained in the Marine Corps until 1961, when he retired at the rank of lieutenant colonel. He asserts that the wade through the lagoon at Tarawa is the one World War II memory that still haunts him: “I remember how we felt, frankly, none of us thought we were going to get ashore.”


This article is centrally dependent on a series of interviews the author conducted between 2012 and 2014 with LtCol Roy H. Elrod, USMC (Ret.) that are retained in the Oral History Collection, U.S. Marine Corps History Division, Quantico, VA. Official combat after-action reports of the battle came from the U.S. Marine Archives at Quantico.

For context, the article relies heavily on LtCol Frank O. Hough, Maj Verne E. Ludwig, and Henry I. Shaw, Jr., USMC, Central Pacific Drive, vol. 3, History of U.S. Marine Corps Operations in World War II (Washington, DC: Historical Branch, G-3 Division, Headquarters, U.S. Marine Corps, 1966); Capt James R. Stockman, USMC, Tarawa (Washington, DC: Historical Section, Division of Public Information, Headquarters, U.S. Marine Corps, 1947); and Col Joseph Alexander, USMC (Ret.) Utmost Savagery: The Three Days at Tarawa (Annapolis, MD: U.S. Naval Institute Press, 2008).

Other secondary sources consulted: Martin Russ, Line of Departure: Tarawa (Garden City, NJ: Doubleday and Co., Inc., 1975); Henry I. Shaw, Tarawa: A Legend is Born (New York: Ballantine Books, 1969); John Wukovits, One Square Mile of Hell (New York: NAL Caliber, 2006; Robert Sherrod, Tarawa, 50th Anniversary Commemorative Ed. (Fredericksburg, TX: The Admiral Nimitz Foundation, 1975); and Eric Hammel and John Lane, Bloody Tarawa (Pacifica, CA: Pacifica Press, 1998).



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