M - DAY ushered in a period of feverish activity for the newly inducted Division. All of Illinois, and Chicago in particular, took on a military flavor it had not experienced since Armistice Day at the sight of thousands of uniformed Guardsmen thronging the downtown areas and Army vehicles of every description rolling along congested thoroughfares. In the first days following mobilization, speeches, parades and banquets became the orders of the day. However, once the general fanfare incident to the federalization of a local unit was done with, troop trains and motor convoys began the difficult task of transporting personnel and equipment to the Tennessee military reservation. It was not until two weeks after M-day that General Lawton was able to muster the entire 33d Infantry Division at a single location.

Camp Forrest-named in honor of Confederate General Nathan Bedford Forrest of "git thar fustest with the mostest" fame-was no more than a sickly looking conglomeration of wooden buildings marked in the center with a huge checkered water tower. Bare necessities, much less refinements, were lacking. Battery and company streets were sticky bogs of mud and the parade grounds were covered with pools of stagnant water. Recreation facilities were conspicuous by their absence.

General Lawton gave top priority to the improvement of living conditions. Seemingly overnight, barracks took on a new appearance of cleanliness, mess halls were polished until they could stand the most painstaking inspection, drainage ditches were dug to handle overflows of rain, boardwalks were laid the length of every unit street and ground was graded for use as athletic fields. Once Camp Forrest began to resemble a well manicured military installation, Division turned to the construction of training facilities. Field-firing and close-combat ranges were still to be built before the Golden Cross could embark on any phase of field training. Elements of the Division first began to function as military units on 31 March when all troops entered an intensified training program aimed at bringing the Golden Cross to a state of combat efficiency.

At this time there existed scant resemblance between this newly mustered division and the unit that later fought through the New Guinea and Luzon campaigns. In 1941 the 33d was a "square" division consisting of two infantry brigades, one field artillery brigade, and supporting service elements. Brig. Gen. Diller S. Myers commanded the 65th Infantry Brigade, composed of the 129th and 130th Infantry Regiments. Col. Cassius Poust and Col. Robert W. Davis led these

regiments. The 66th Infantry Brigade, headed by Brig. Gen. Albert L. Culbertson, coupled Col. John M. Richmond's 131st Infantry and the 132d Infantry under Col. LeRoy C. Nelson. Brig. Gen. Charles C. Haffner, Jr. (later a major general and commander of the 103d Infantry Division of the Seventh Army) commanded the 58th Field Artillery Brigade, made up of the 122d, 123d and 124th Field Artillery Regiments.

Filler replacements in the form of Illinois selectees arrived at Camp Forrest in early April and the Division was rapidly brought up to its authorized strength. Lt. Gen. Ben Lear's Second Army and the VII Corps, to which the Golden Cross belonged, now took an active interest in it. Once the new recruits had been put through a thirteen-weeks basic training grind, Army and Corps observers descended on Forrest to determine if the Division had arrived at General Lear's desired state of being "fit to fight." Corps ran its first tests in military proficiency in mid-summer of 1941. These exercises were Division-wide in scope, calling for demonstrations on the part of each incorporated arm and service.

Corps sent down a battery of observers well qualified to score and rate a platoon. Among them was the VII Corps Chief of Staff, Col. J. Lawton Collins-the same "Lightning Joe" Collins who rose to the rank of lieutenant general as VII Corps combat commander and later Deputy Chief of Staff of the U.S. Army as a four star general. Another inspector to achieve military prominence was the Corps G-3, Lt. Col. John R. Hodge. Lt. Colonel Hodge attained three-star rank and became a wartime corps leader. His was the XXIV Corps, conquerors of Okinawa and later the occupation force in Korea.

Infantry troops had been trained to a fine edge for these Corps sponsored problems. Conditioning marches of up to thirty-five miles made most of the doughboys hard and durable. They were able to make long approach marches into tactical situations and go into the attack without rest or reorganization. Marksmanship was also of a high caliber. Once Division replacements had been taught the School of the Soldier and the rudiments of combat formations, they were turned out to the rifle range. To Corps' practiced eyes, the physical condition, esprit, and tactical efficiency of Golden Cross rifle platoons immediately became apparent. Shortly after these tests were concluded, General Lear-an unannounced visitor at the post-declared that the 33d Division had topped the VII Corps in aggregate score, compiling a more formidable record than either the 27th or 35th Infantry Divisions.

In August the Division departed from Camp Forrest for the Arkansas-Louisiana maneuvers which pitted General Lear's force against Lt. Gen. Walter Krueger's Third Army. For eight solid weeks every meal eaten, every step taken, every word spoken and every mile driven was done under demanding combat conditions, save for a few brief non-tactical interludes. Days on end were spent on the march or in the "attack;" nights usually passed in the shelter of water-filled slit trenches. Mock warfare made no impression on some, but to the majority, the opportunity to test oft-rehearsed combat range exercises against a "live" enemy was a welcome one. None relished the uncomfortable life but all profited by it in one respect: two months of field life had tempered a toughness of body into Division personnel that weeks of diabolically designed obstacle courses could not provide.

Training resumed when the Division returned to Tennessee on 9 October. But now, in place of the once-ceaseless squad and platoon drills, problems were being carried out at company, battalion and regimental levels. Fundamentals were not neglected as a small trickle of replacements continued to flow into camp, filling in for personnel who had been discharged, transferred or sent out on cadres. A pleasant interruption of work came on Armistice Day when General Lawton sent Golden Cross units back to the Prairie State to parade for the homefolk.

Resounding cheers and applause greeted 33d doughboys as they smartly strode down broad Michigan Avenue, but through the din one could sense a disturbing aura of grimness which seemed to cast its shadow over both soldiers and civilians. It could be seen in the faces of spectators once a formation had passed and the following one was still several yards away. Cheers seemed to subside into thoughtfulness. Armistice Day of 1941 was definitely not a day for national celebration. American relations with the Axis powers were now close to the breaking point and each heated exchange of diplomatic notes only served to widen the breach. War was in the air, clear and unmistakable.

Little more than three weeks later fears of an armed conflict were transformed into stark reality when the Japanese struck Pearl Harbor on 7 December 1941. Furloughed troops were immediately summoned back to Camp Forrest and all personnel were readied to move out of their Tennessee base at a moment's notice. Orders came through from Second Army at 0500 the following morning instructing the Division to combat-load and move to industrial centers in Tennessee and Alabama for anti-sabotage duty. Before nightfall 130th Infantry troops had thrown a cordon around the vital plants of the Aluminum Company of America at Alcoa, Tennessee, while other Golden Cross elements sped southward toward Birmingham and Montgomery manufacturing facilities.

After one month of factory, railroad, bridge and dam protection the Division was finally recalled to Forrest by General Lear. By this time the American situation in the Pacific was desperate and overseas commanders were clamoring for infantry units to stop the fast-expanding Nipponese. As soon as the troops were re-assembled in Tennessee, the 132d Regimental Combat Team was stripped from the Division and sent to New York for shipment to the Pacific. Four months later, in New Caledonia, the 132d RCT was incorporated into the now-famous Americal Division. Before the year was out it had been committed on Guadalcanal and other islands in the Solomons.

While the wound occasioned by the loss of the 132d Infantry was still unhealed the Division suffered a further depletion when the War Department "triangularized" the unit on 21 February 1942. Brigade echelons for both infantry and artillery were abolished. "Streamlining" became the military vogue and new tables of organization were authorized to allow greater striking power and mobility within a division. Three infantry regiments were now authorized instead of the four of the "square" division. Artillery, engineer, and medical regiments were cut to battalion size, and quartermaster regiments underwent the most serious slash, moving into the company class.

Infantry elements of the 33d Division underwent no major changes except for the inactivation of the 65th and 66th Brigades. Separation of the 132d Infantry left the Golden Cross with the required number of infantry regiments. Division Artillery, however, underwent a complete metamorphosis. Each artillery regiment shrank to battalion size to meet War Department specifications, while the 2d Battalion of the old 122d Field Artillery Regiment became the newly activated 210th Field Artillery Battalion, commanded by Lt. Col. Ralph MacDonald. General Haffner was appointed Commanding General, 33d Division Artillery. General Myers-leader of the now-defunct 65th Brigade moved into General Lawton's headquarters as the 33d's first Assistant Division Commander.

Once this sweeping reorganization was completed Division tried to settle back into its old training groove but higher headquarters was not yet finished shuffling its elements. In March the 131st Infantry was taken from Division control and sent to Sault Ste. Marie, Michigan, to guard the vital locks linking Lakes Superior and Michigan. The 131st was later disbanded without ever seeing overseas service. A new unit-the 136th Infantry, commanded by Col. William H. Draper, Jr. -was activated on 1 April to keep the 33d Division at three-regiment level. Colonel Draper, a prominent New York banker before the war, later became a major general and finally Under Secretary of the Army under James Forrestal, first Secretary of National Defense.

Shortly after the 136th came into being the Division underwent a change of commanders. General Lawton was assigned to a staff post in Washington on 29 April. His successor was Maj. Gen. Frank C. Mahin, a 55-year old infantryman. Twice gassed as a battalion commander in World War I, General Mahin brought to the Division a distinguished record of combat and peacetime service.

More than three thousand raw recruits poured into Camp Forrest at this time to bring the 136th Infantry to peak strength. As soon as these men were quartered and oriented they embarked on the basic training phase. Civilian kinks and paunches were worked off on the march or in extended-order drills near Cumberland Springs. With two regiments at a high state of efficiency, Division naturally desired to bring the new regiment along as rapidly as possible. Preliminary rifle instruction came fast on the heels of the conditioning program, and Bearcat troops became qualified marksmen scarcely five weeks after making the transition from citizens to soldiers. Squad and platoon problems followed range work and by mid-July General Mahin was able to make favorable comparisons between the 136th and his other infantry regiments.

Just when it appeared that all units of the Division had reached a degree of training necessary for battle, ten weeks of hard work was voided through the loss of two thousand personnel from all arms and services. These men were dispatched to Camp Edwards, Massachusetts, where they made up the nucleus of the newly contrived Engineer Amphibian Command. Hundreds of them became members of the 1st, 2d and 3d Engineer Special Brigades, later veterans of every major American landing from Oran to Okinawa.

But the heaviest blow was yet to fall. On 24 July General Mahin was killed in a plane crash while en route from Tullahoma to Fort Sill, Oklahoma, for an inspection of Division Artillery troops. News of this tragic accident saddened every man in the 33d Division. Although he had only been in command for a few short weeks, the General's keenness of wit, zest for living and aggressiveness had left their mark on his command. Two weeks later the new Division Commander, Maj. Gen. John Millikin, assumed leadership of the Golden Cross. Mild-mannered and scholarly in appearance, General Millikin - a cavalryman of long standing-brought to the Division a touch of verve and dash that seemed inherent in all of the old-time cavalrymen.

Before General Millikin could acquire more than a casual acquaintance with elements of his recently inherited combat teams, higher headquarters lopped off another sizable chunk of one of them. In late August Special Troops, Regimental Headquarters and the 2d and 3d Battalions of the 129th Infantry received a sudden alert for Pacific service as a separate task force. Ten days later these units shed the Division insignia they had worn for almost twenty-five years and were en route to the San Francisco Port of Embarkation. The 1st Battalion remained behind to cadre another regiment for the Division.

Like the 132d, the 129th got into the shooting war early. It was integrated into the 37th Infantry Division in 1943 while training in the Fiji Islands, and went through several tough campaigns with Maj. Gen. Robert S. Beightler's Buckeyes. Coincidentally, this regiment and its old Division crossed paths in Northern Luzon in 1945 when the 129th Infantry was attached to the Golden Cross for the final drive on Baguio. Before coming to the Philippines, the 129th had amassed a brilliant combat record in the jungles of Bougainville.

Now that the 33d was little more than a "skeleton" division, a certain listlessness crept into the old training routines. Before it had a chance to take root and grow, however, Second Army notified General Millikin in early September that his command had been transferred to IX Corps and was to proceed to a new station at Fort Lewis, Washington. Morale took an upward surge at this news and a fresh spirit became apparent during preparations for the trip across the country.

Immediately prior to leaving Forrest, a major command shake-up occurred within the Division. General Myers relinquished his post to take a War Department assignment with the National Guard Bureau and the Division traveled to Washington shy an assistant division commander. A namesake, Col. Donald J. Myers, assumed this duty eight days after the 33d's arrival at Lewis. He was promoted to brigadier general shortly thereafter. At the same time General Haffner was relieved from duty with Division Artillery to take over command of the newly organized 103d Infantry Division. Succeeding him was Brig. Gen. Alexander G. Paxton, a Mississippian who had entered active service with the 31st Infantry Division. Colonel Davis, who went through combat with the 130th Infantry in World War I, received a transfer to the Infantry Replacement Training Center at Camp Blanding, Florida, and was replaced by Col. Carleton Coulter, Jr.

Life at Lewis was a far cry from the Division's first days at Camp Forrest. Instead of a hastily constructed temporary cantonment, troops found a modern, attractive permanent Army installation equipped with decent living quarters and the utmost in training facilities. Barracks, kitchens and dayrooms had been left in immaculate condition by men of the 40th Infantry Division who had formerly occupied the areas now assigned to the Golden Cross. Towering Mount Rainier, more than fifty miles to the south, lent the post a distinctive beauty unmatched throughout the Southland. Crisp, invigorating Washington weather-with the exception of the inevitable early morning fog rolling in from Puget Sound-was far less exhausting than the hot, sticky Tennessee climate. From a recreation standpoint, the bustling cities of Olympia and Tacoma offered far more than sleepy hamlets like Tullahoma and Shelbyville.

Fortunes of the Division took a marked turn for the better within a few weeks after its arrival in the Northwest timberland. First came a morale-raising visit from President Roosevelt on 25 September, during which he inspected the post and reviewed elements of the 33d and 44th Infantry Divisions and the 87th Mountain Infantry Regiment. Equally encouraging was the receipt of orders three days later authorizing the Division to activate another regiment of infantry. Known as the 123d Infantry, this regiment officially came to life on 28 September 1942 under the command of Col. Wilson McK. Spann. Both the 130th and 136th Infantry Regiments were tapped for the necessary commissioned and noncommissioned cadremen. Colonel Spann's tenure as regimental commander was brief, however. Ill health forced him to turn over command to Col. Paul C. Serff shortly after the 123d's activation.

Filler replacements poured into the Fort Lewis railhead throughout October, November and December. Special training battalions and companies were formed within each regiment and separate battalion to administer the primary phases of basic training to these troops while the Camp Forrest veterans moved on to more advanced tactical stages. Meanwhile, more than a hundred second lieutenants, all recent graduates of officer candidate schools, were assigned to the Division and used as platoon commanders for the new replacements. After several weeks of segregation, the training units were dissolved and a full strength division finally began to function without the fear of higher headquarters making periodic raids upon it for personnel.

Army Ground Forces inspection teams visited Fort Lewis in January to test each infantry platoon in field firing problems. Division Artillery, then in bivouac at the Field Artillery Firing Center in Yakima, Washington, came in for an equally intense testing. Once these exercises were successfully completed, Division efficiency gradually progressed until entire regimental combat teams were committed on single problems. For the first time the doughboy began to realize that his M-1 was ineffective by itself yet all-powerful when coordinated with supporting arms and services.

In six months' time the Golden Cross had absorbed everything in the way of tactical knowledge that the lush evergreen forests of Washington had to offer. Consequently, IX Corps orders were issued on 11 March 1943 directing General Millikin to move the Division to the Desert Training Center in Southern California for an extended period of desert maneuvers. DTC headquarters allotted the 33d a mesquite-dotted area right in the midst of the dry Mojave sands. Needles, thirty-nine miles east of the campsite, was the closest town of any size. By the end of the first week of April, all elements had completed the rail movement from Fort Lewis and were under canvas in a gigantic desert bivouac called Camp Clipper.

After the luxury of Seattle and Tacoma, the Mojave seemed like Siberia to the men. Nights were frigid and the days were oven-hot.

Sandstorms periodically whipped through Clipper leaving behind a fine grit which became imbedded in food, bunks, wearing apparel and personal effects. Except for infrequent visits to the quartermaster operated showers near Fenner, it was next to impossible to wangle an honest-to-goodness bath. Some men took to hitchhiking the five miles to the whistle-stop town of Essex where they paid hard cash for the privilege of invading private bathrooms. Bright lights could only be seen on weekends when motor convoys made the 252-mile trip into Los Angeles or covered the 125 miles to Las Vegas-fast dubbed "Lost Wages" by adventurous troops who had been forced to effect strategic withdrawals from the countless dice tables strewn about the city.

Desert training was strenuous from the beginning but it was as valuable as it was rough. Troops took on a physical toughness in a matter of days that enabled them to withstand long marches under the blistering sun. Climaxing the conditioning program was a two-day forced march which became compulsory for every infantryman in the Division: from Camp Clipper to Mitchell's Caverns, a 44-mile trek with every yard of it over loose sand. Water discipline, which came in for only passing notice at Camp Forrest and Fort Lewis, became a subject of great importance at the Desert Training Center. Clipper personnel carried one quart of water with them when they departed from their base camp for the field after breakfast. This had to last until the men returned to camp at suppertime although the mid-afternoon temperature consistently hovered around the 130-degree mark.

Infantrymen came to place great faith in the lensatic compass throughout desert maneuvers. On one problem, infantry platoons were dispatched into the sandy wastes for five days with only a single day's rations. Platoon leaders were given compass directions to their stopping point for the night, where the next day's rations could be located. One ate if he knew how to follow an azimuth. The self-reliance learned in the Mojave paid handsome dividends in the New Guinea and Luzon campaigns where small units were frequently sent out on week-long missions.

It wasn't all work at Clipper, however. Special Services partly compensated for the lack of nearby civilian entertainment facilities with a complete athletic program. Every company, battery and troop in the Golden Cross fielded a softball and volleyball team. Leagues were organized and playoffs held to determine the Division champions in both sports. Screen personalities were flown into Clipper from Hollywood every Sunday afternoon, and put on shows before outdoor audiences often exceeding five thousand. Betty Hutton, Frances Langford, Pat O'Brien, Al Jolson and Jack Benny were among the many top-flight entertainers who played before Division personnel.

Shortly after reveille on 12 May all unit commanders received sudden notification that General Millikin desired to address all members of the Division that same afternoon at the outdoor theater. Word was rapidly transmitted to the troops and in a few short hours rumors of every description flooded the base. Finally, the time for the commanding general's talk neared and the entire Division-more than thirteen thousand strong-converged on the theater. The men could see their commander mount the huge stage, stride to a microphone in the center, adjust his eyeglasses and prepare to speak. Silence gripped the formation as General Millikin paused to look out at his audience. Then speaking slowly and in even tones he said, "The 33d Infantry Division has been alerted for a move overseas."

Surprise overcame discipline and prolonged gasps of disbelief rippled down the massed ranks. General Millikin stepped back and waited for the shock to subside, and then went on to admit that he was totally ignorant of the Division's ultimate destination. With that, and a few laudatory words on the excellent progress made in desert training, the General left the stage. This was the signal for regimental commanders to take over and march their units back to camp.

Army Regulation 380-5, "Safeguarding Military Information," was read and explained to all companies and batteries the next morning. No censorship of outgoing mail was due to begin until the Division actually reached its Port of Embarkation, but long-distance telephone calls were monitored by specially briefed civilian operators. Packing and crating came next, and before very long all personnel were living out of their "A" bags. Immunization records underwent minute scrutiny and additional shots were given to men whose Forms 81 were incomplete. Then came the No. 1 bugaboo of the Armed Forces: the clothing inspection. They were so numerous and followed each other so closely that by the time all men were completely re-equipped inspecting officers could blandly recite the items on the Form 32 with all the fluency of a train-caller announcing the rush-hour schedule out of Pennsylvania Station.

In early June the first elements of the Golden Cross slated for shipment overseas broke camp in the Mojave and entrained for Camp Stoneman, California. By 27 June Clipper was totally deserted.

Authorities at Stoneman-final Stateside assembly point for Pacific bound forces--checked the units through as soon as they reached the installation. Troops were given another opportunity to go out on the range and re-zero individual weapons. Last-minute physical examinations followed, and physically-unfit men were pried loose from Golden Cross control and transferred elsewhere.

Anyone who had visions of a World War I type of departure, complete with madly cheering mobs, a snappy parade, blaring bands and pretty girls was doomed to a sad surprise. Golden Cross men leaving on the Big Adventure were quietly awakened in the middle of the night and told to dress and assemble outside with full equipment as soon as possible. After a short orientation, delivered as they stood chilled and shivering, 33d Division personnel hoisted their bulky barracks bags to their shoulders and silently stumbled through the darkness to ferries waiting to take them to the San Francisco piers.

Colonel Coulter's 130th Regimental Combat Team was the first Division element to leave the continental limits of the United States, passing under the Golden Gate Bridge on 22 June aboard the U.S. Army Transports Republic and Henderson. Next ship to leave San Francisco was the Ainsworth, bearing companies of the 136th Infantry Regiment. Then, in rapid succession the Brazil, Shanks, Hinds and Tyler slipped away from their moorings with the remainder of the Division aboard and set their courses for the broad Pacific.

It was not until the ships were two days out of San Francisco that commanders made the official announcement to their men: "Destination: the Hawaiian Islands."

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