Rank: Staff Sergeant

Last Name: Fay

First Name: William

Middle Name: John

Service Number: 37285266

Unit: 345th Bombardment Squadron (Heavy), 98th Bombardment Group (Heavy), 9th Air Force

Plane: B-24D, Liberator, SN: 42-40663, Nickname: Maternity Ward

Date of Death: August 1, 1943

MACR Number: 224

Crew:

Pilot: 1st Lt. John Vernon Ward

Co-Pilot Flight Officer Andrew L. Anderson

Navigator 2nd Lt. Beverley Winfield Scott Huntley

Bombardier 2nd Lt. Harry Clay Crump, Jr.

Engineer TSgt. John James Toth

Asst. Engineer SSgt. Kenneth L. Turner

Radioman TSgt. Leon D. Pemberton

Asst. Radioman SSgt. Harrold W. Scott

Gunner: SSgt. Robert E. Long

Armorer Gunner SSgt. William John Fay

On August 1, 1943, the 44th, 93rd, 98th, 376th and 398th Bomb Groups departed Benghazi, Libya for a mission codenamed Operation Tidal Wave with the objective to bomb the Romania oil refineries in Ploiesti. Historians cite the mission as the most intensively prepared and experienced ever flown in aerial warfare.

For Hitler’s massive forces, Romania was a valued ally. Governed by Marshal Ion Antonescu, the country was among the world’s largest producers, eventually supplying almost 60 percent of the Third Reich’s thirsty crude oil needs. The Fuhrer’s precious black gold was guarded by 300 flak guns, hundreds of machine guns, a deadly flak train, concealed emplacements, 120 German fighters and 200 Romanian Air Force fighters.

Bill Fay may have looked back on his childhood and been relieved that it was over and he had moved on. He was born on April 11, 1921 into his multi-generational family. His closest relative was his sister, Marie Therese Faye who was born 1916-1919. His mother was Evelyn E. M. and she was married to Edward Fahey in February of 1915. Evelyn’s ancestry was Polish/Austrian. Edward was born in Iowa to Catholic Irish parents. They all met in Minneapolis, Minnesota where Edward’s father owned and ran a saloon and Evelyn’s mother operated a laundry. Evelyn worked for her mother, but Edward, unlike all his brothers who worked for their father, worked as a carpenter and a clerk when he could find work. Their first child, Roger, had only lived for a month, from April to May of 1915. Their second child was Marie and their youngest was Bill. Before Bill was born, his father, Edward, had left Minneapolis and was living in a rooming house in Spokane, Washington; his parents never co-habitated again and it is possible that Bill never met him.

The evolution of Evelyn (Bill’s mother’s) maiden name is interesting. Originally it was Matysiak which her mother Anglicised to Mattison. But her brothers changed the name even more to Madison. After all, there was a Madison, Minnesota nearby; maybe they pretended to be distant relations of the town’s founders.

Evelyn worked for her mother in the laundry and when she died in 1928, when Bill was seven years old, Evelyn continued there. How did losing his grandmother affect Bill? His mother’s brothers, Edward and Frank ran a printing business and her brother Albert was an optical lens maker. Evelyn did well by her two living children, but Bill likely grew up with the perfume of laundry soap and printing ink clinging to him as raising the two children must have been a family project due to all of them holding down full-time jobs. He graduated from Marshall High School where in his senior year he won the state championship for wrestling in his weight class.

His mother, Evelyn died when he was fifteen years old, in 1936. By then, his uncle Frank had married Stella; who without children of her own, may have watched over Marie and Bill as they were housed under her roof and finished high school. Certainly Bill’s life had been filled with losses and he and Marie must have shared a very close relationship. In 1940 Marie was working as a file clerk for an insurance company in Minneapolis.

Bill’s enlistment record was not available, but information from it was provided in the book containing his diary; noted as being July 5, 1942. He had become a new worker in 1940 as reflected in the census, and by February of 1942 when he registered for the draft, he was twenty years old and working for the Archer Daniels Midland Company of Minneapolis. In ADM’s Minneapolis plant they processed flax to make linseed oil which was required for both the food and paint industries. We don’t know what it was that Bill did for the company. It was not until December of 1942 that the government stopped voluntary enlistment by men and went with the draft process; therefore, Bill had to be a volunteer.

Initially, he would have shown up at the induction center where he was issued his serial number and received his dog tags. He was then transported to the reception center which was most likely Fort Snelling, Minnesota, but could have been Camp Dodge, Iowa, Jefferson Barracks (near St. Louis, Missouri), or Fort Leavenworth, Kansas. Upon arrival Bill would have gone through several medical and psychological tests then sat through the Army General Classification Test, a 150-question quiz which score would determine his initial military occupational specialty. A score of 115 would qualify Bill for Non-commissioned Officer training. He was issued his first uniform and told to pack up his personal belongings, including the clothes he had arrived in; all to be shipped home.

Having been sorted to join the Army Air Forces, Bill would have been given a cash allotment and told where to report for basic training. That would last for about thirteen weeks. During those weeks Bill would have undergone further testing and, upon completion, he was sent to the Gunnery Training centers at Harlingen, Texas for aerial gunner’s school which would take another three months or so. To begin their training gunners were handed a shotgun and had to practice skeet shooting. After they proved their proficiency at various angles, they started shooting live rounds from a model aircraft turret. Later he would be occupied by a driverless jeep running on a track that had a life-size model of a plane rigged up on it. Gunner trainees fired their 50-cal at it. The crew depended upon the gunner to help keep them safe on missions. It was his job to know the ammunition as well as how to operate – and fix – the planes guns. No gunner passed out of training unless he could knock down his gun and reassemble it blindfolded. He needed to be able to tell friend from foe and most of all, to be a good shot. Most training centers were in the south or the desert west, where the weather was reliable. Being that Bill was from Minnesota, anywhere south of Illinois would have been a shock to his system.

After completion of all his individual training, Bill was sent off to Topeka, Kansas where he had been assigned to a crew in the 345th Bombardment Squadron, 98th Bombardment Group (Heavy), 8th Air Force. It was here that the crews learned to fly their planes in formations both during night and daylight flights. His crew, led by Pilot Wesley W. “Wes” Egan, initially flew “Li’l de Icer”, and later “Lil Joe”. A photo of an award-winning model of “Li’l de Icer” is included in the gallery and shows how the Desert Sand paint color applied by Consolidated in San Diego oxidized in the North African desert sun to become pink. By January 1943, Bill was in North Africa with the rest of the 345th. We know this, because he kept a diary (see references).

The B-24 Liberator was very new to American AAF crews. Prior to November 1942 bombardment crews would have been trained on and flying in B-17’s. At MacDill Field, Florida the 345th Bombardment Squadron (Heavy), 98th Bombardment Group, 3rd Air Force was training on the Liberators. “The B-24s were sometimes referred to as a “Flying Boxcar” or “Flying Coffin”, because of its large, squarish fuselage. Furthermore, bailing out was also problematic and a challenge for crewmembers to reach their respective hatches in order to jump out.” A tail gunner who rode backwards, for example, might have to constantly look over his shoulder just to be sure he was still attached to the aircraft.

The group was in Florida for a short period of time until they were sent to Egypt in January of 1942 where they were made part of the 9th Air Force. For their first three missions the crews were split up and placed with more experienced crews so they could learn the ropes; they reassembled after those missions. The squadron participated in the effort to cut Nazi supply lines in North Africa as well as the invasion of Sicily and Italy in July of 1943.

Missions settled into a familiar routine and men constantly counted to predict when they would reach 300 combat hours, because it was then they would be sent home. The food was terrible. Bill writes often about buying eggs and beans, getting one beer per week and the “music” that fills the 6-man tents at night. Maintaining the planes was also very difficult due to desert dust and blowing sand. Everything mechanical had to be broken down and oiled constantly and that still didn’t guarantee that their planes were in perfect shape when they flew them. Li’l de Icer had been retired after the death of a contractor who was standing beneath the nose when the front gear collapsed in March. Later that month they were assigned to Lil Joe. Bill also had high hopes to marry his girl, Betty, when he returned home. It was a great disappointment to him when she wrote him in late March to say she was engaged and again in April to reinforce her “news.”

Organizers for the raid on Ploiesti knew that it was a highly dangerous mission. The 93rd Bombardment Group “Flying Circus”, the 376th Bombardment Group “Liberandos”, the 98th Bombardment Group “Pyramidiers”, the 44th Bombardment Group “Flying Eight Balls”, and the 389th Bombardment Group “Sky Scorpions” were all assigned to the mission. On July 24, officers were informed of the target. By July 28th, when the battle order was issued, everyone knew. They had also been told that 50% losses were expected. Bill ceased writing in his diary on July 23. It seems highly likely that Wes Egan came back from the officers briefing on the 24th and told his crew what their next mission was to be. By July 31st, letters to “loved ones were written and set aside to be mailed if the men didn’t come back. Affairs were put in order as these now-seasoned combat crews met with chaplains and friends, maybe for the last time.” Due to previous mission losses as well as illnesses, crews that had flown missions together were not necessarily flying together this time. “Crew rosters were put together, and no one was allowed to go home, even if they had put in their 300 hours [their goal to reach for a ticket home] flying time.” Bill’s crew suffered from Sand Fly Fever and dysentery and as a result most of them were grounded for the Ploiesti mission. Bill was not sick.

They were to cross the Mediterranean and Adriatic Sea, pass near the island of Corfu, cross the Pindus Mountains in Albania, and cross the southern part of Yugoslavia to enter southwest Romania and turn east until they reached their target. They flew extremely low, in what seemed to be tree-top level, to avoid being detected by enemy radar. Bill who unlike most of his crew, wasn’t sick, joined the proud crew who flew in B-24D Liberator “Maternity Ward”, SN: 42-40663. Your initial thoughts are probably that all the men assigned to that “ship”, as the men called planes, became father’s while they were away, but that is not why that particular plane was named that. It was because of all the ribbing they got over the San Diego-made B-24 that like Li’l de Icer, had its paint oxidized to pink.

On take-off in Libya, due to the dry land conditions and the five groups of the enormous strike force that were overloaded with the additional weight of fuel and the extra-large number of bombs, an enormous amount of dust was kicked up and caused one plane to abort takeoff with the other 177. For all the remaining, they positioned themselves in formation until one plane (Wongo Wongo) with the 376th Bombardment Group, in the lead group of about 40 B-24’s, started to fly erratically and crashed into the Adriatic Sea. One plane (#23 Desert Lily) left formation to look for survivors and narrowly missed crashing into another plane in the formation. Once the Desert Lily confirmed there were no survivors, she was unable to regain her altitude and was forced to return.

Confusion and 10 other planes’ inability to work together to overcome the circumstances, and refrain from a radio silence order, resulted in 10 more planes returning to a safe airstrip for landing. The remaining continued their mission with difficulties. Unaware the Germans knew exactly where they were but not of what their targets were.

In the early afternoon of August 1, 1943, an armada of B-24 Liberators arrived at Ploiesti after a journey of 1,200 miles. Planned as a surprise attack under strict radio silence, five groups would drop their bombs from 200 to 800 feet, expecting an ensuing inferno. But German General Alfred Gerstenberg, who had cracked the Allied codes, knew they were coming.

As they approached Ploiesti in a loose formation rather than the tight one they had practiced, with approximately 20 minutes of flying distance between them, all 5 groups made their navigational checkpoint. Soon, the 389th peeled off to arrive at their target, the next group unaware that their orders included a grave error in navigation, followed an incorrect railway line, resulting in the 93rd Bomb Group headed toward Bucharest. This error caused others to break radio silence to correct the error and get everyone back on track to their designated targets for the synchronized dropping of bombs at each of the nine targets.

As the remainder of the original 178 planes reached their targets, they did not expect the barrage of immediate and intense fighting from the overprotected oil refineries at Ploiesti by the waiting German and Romanian Air defenses and ground forces. Planes that were able to, dropped their bombs and destroyed their targets while being attacked, fired upon, and, sometimes, while crashing. One of the downed American planes crashed into a female prison resulting in the death of 100 civilians.

Of the 165 bombers that reached Ploiesti, only 88 aircraft returned, of which 54 were damaged significantly. Over 500 crewmen were lost from all causes, including 80 seriously wounded. One hundred eight airmen were taken prisoner in Bulgaria, Romania, Turkey, and Yugoslavia. In May 1944, Allied aviators based in Italy bombed Ploiesti from high altitudes. The Soviets overran Romania’s refineries in August 1944, capturing General Gerstenberg and closing Hitler’s “gas station.”

Maternity Ward had dropped her payload of bombs and the crew was returning to base in a celebratory mood. With one engine out and the plane riddled with bullet holes, she headed for home. Over the Ionian Sea, between Greece and Italy, 42-40663 paired up with 42-40322 “Cornhusker”. “The pair of B-24s soon found themselves in the cross hairs of eight pursuing Nazi planes. A source relates that Dave was a last-minute substitute crew member due to other assignees being too ill to fly. “The fighters first pursued the Cornhusker acting as a pact of hungry wolves over wounded prey. The Cornhusker became the first victim hitting the water with two smoking engines. Now, the crew of the Maternity Ward was all alone. The fighters pursued the Maternity Ward without pause, wounding T/Sgt. Pemberton and Sgt. Long. The plane had also sustained damages; the hydraulic system was disabled, communication system disabled and the bomb bay gas tank was afire. T/Sgt. Pemberton had to be ordered not to go into the rear of the burning plane to help Sgt. Long. Lt. Anderson who gave Pemberton that order, knew all to well that this flight was coming to an end.

“Everyone now considered abandoning the plane, but soon a terrible truth was discovered. T/Sgt. Pemberton’s parachute had been shot up and Sgt. Long also was unable to bail out. Lt. Ward and Lt. Anderson made the conscious decision to stay with the plane and attempt to land the crippled B-24D on the waters of the Mediterranean Sea, as they were unwilling to leave their comrades behind. After narrowly pulling the plane out of a dive and accomplishing a 600 feet per minute decent everyone braced for impact. T/Sgt. Pemberton had braced himself against the armor plate behind the pilot’s seat after opening the top hatch. When the plane hit the water the bomb bay burst into flames and the nose of the plane broke off. As the plane sank into the water tail first, Lt.

Anderson from the pilot’s seat reached for Pemberton and discovered that the top turret had broken free and trapped him, he could not be saved. In the waters of the Mediterranean Sea and far from home, a young Pemberton succumbed to the water, he remains entombed in the Maternity Ward, a plane until this very morning he had not known. Ward and Anderson survived the crash only to spend fifteen harrowing days at sea where they eventually landed on an island and were captured by some American friendly Italian soldiers. Eventually, Anderson and Ward would spend two years as German POWs in Stalag Luft III, located in Sagan Germany. They were both liberated in 1945.”

The remains of the deceased crew members were never recovered. The name of William John Fay was engraved on the Wall of the Missing in the Sicily-Rome American Cemetery located in Nettuno, Italy; near the Anzio battlefield. Wes Bill’s sister held a memorial service for him on November 6, 1944 at St. Lawrence Church in Minneapolis. Several family members of the other missing men wrote to Marie as did one of his friends who had collected his things and brought them home. It was he who had Bill’s medals sent to her.

Staff Sergeant William John Fay was awarded the Distinguished Flying Cross, Air Medal, Purple Heart Medal, American Campaign Medal, World War II Victory Medal, Army Presidential Unit Citation, and the European-African-Middle Eastern Campaign Medal.

Bill’s sister, Marie, was his only survivor. Marie’s surname was recorded as Fay, Faye, and as Fahey. Marie worked as a police dispatcher after moving to California. She lived in southern Orange County. She died in Laguna, California in 1992. Marie shares her grave marker at Ascension Cemetery in El Toro with her brother; she must have loved him quite dearly.

“To the Fallen of Ploesti” by John Riley Kane, Colonel, USAF, (Ret.)

“To you who fly on forever, I send that part of me which cannot be separated and is bound to you for all time. I send to you those of our hopes and dreams that never quite came true, the joyous laughter and showery tears of our boyhood, the marvelous mysteries of our adolescence, the glorious strength, and tragic illusions of our young manhood, all these that were and perhaps would have been, I leave in your care, out there in the Blue.”

This story is part of the Stories Behind the Stars Project (SBTS StoriesBehindTheStars.org) in partnership with MIA Recovery Network (miarecoverynetwork.com), Sons of Liberty sonsoflibertymuseum.org), and Army Air Corps Museum (armyaircorpsmuseum.org). SBTS is a national effort of volunteers to write stories about all 400,000+ U.S. WW II fallen service personnel on Together We Served and on Fold3. Can you help write these stories? Stories will be accessible via smartphone app that will allow people to visit any war memorial or cemetery, scan the fallen serviceperson’s name and read his/her story. If you have details, photos, or corrections for this story, please contact the project by clicking on the words “Added by:” at the bottom of this story.

References:

Carlson, Mark. Operation Tidal Wave: What Went Wrong with the U.S. Attack on Romania in WW II? Historynet.com/operation-tidal-wave. August 3, 2020.

Dugan, James and Carroll Stewart. Ploesti: The Great Ground-Air Battle of 1 August 1943, Revised Edition, Brassey's Aviation Classics, Brassey’s, Inc. Washington, D.C., 2002.

Find-a-Grave Links:

https://www.americanairmuseum.com/archive/aircraft/42-40563

https://www.americanairmuseum.com/archive?fulltext=operation+tidal+wave

https://www.fold3.com/memorial/529882458/tim-o-mclaughlin

https://media.defense.gov/2016/May/18/2001540805/-1/-1/0/AFD-160518-001-011.PDF

https://www.usmilitariaforum.com/forums/index.php?/topic/211265-operation-tidalwave/

“Missing Man’s Mother Receives His DFC,” 1943, Wisconsin State Journal, Madison, Wisconsin, December 23.

Vandenberg, Hoyt S. Jr., Major General (USAF, Ret.) Ploesti: Anatomy of a Disaster, Armchair General, January 2013.

“Yanks Survive Suicide Raids on Axis Bases,” 1943, Wisconsin State Journal, Madison, Wisconsin, April 3.

Training to Fly, Military Flight Training 1907-1945, RH

Cameron, Air Force History Museums Program, 1999, downloadable PDF -

https://media.defense.gov/2010/Dec/02/2001329902/-1/-1/0/training_to_fly-2.pdf

The Ploiesti Raid Through the Lens, online at: books.google.com

American Air Museum:

https://www.americanairmuseum.com/archive/aircraft/41-11836

American Air Museum:

https://www.americanairmuseum.com/archive/aircraft/41-11886

Maternity Ward, Final Flight of a WWII Liberator, and the Diary of Her Waist-Gunner, S/Sgt. William J. Fay, MM Aronowitz, Pine Castle Books, Prescott, AZ, 1998

Ancestryinstitutions.org. 1910, 20, 30, 40 United States Federal Census.

Ancestryinstitutions.org, Minnesota, US Territorial State Censuses, 1849-1905

Ancestryinstitutions.org, Montana, US, State Deaths, 1907-2018

Ancestryinstitutions.org, Minnesota, US Marriages Index, 1849-1950

Ancestryinstitutions.org, US World War II and Korean Conflict Veterans Interred Overseas

Ancestryinstitutions.org. U.S., World War II Draft Cards Young Men, 1940-1947.

Ancestryinstitutions.org. U.S., Headstone and Interment Records for U.S., Military Cemeteries on Foreign Soil, 1942-1949.

Ancestryinstitutions.org US Defense POW/MIA Accounting Agency, Unaccounted for Remains, Group B Unrecoverable, 1941-1975

Fold3 US, WWII Hospital Admission Card Files, 1942-1954

Moorhead Daily News, Moorhead, MN, August 28, 1943, p. 6

Star Ribune, Minneapolis MN, November 4, 1944, p. 11

Star Tribune, Minneapolis, MN, May 10, 1948, p. 29

Orange County Register, June 20, 1992

Find a Grave links: https://www.findagrave.com/memorial/99854180/

and https://www.findagrave.com/memorial/56311483/

https://en.wikipedia.org/wiki/Army_Air_Forces_Gunnery_Schools

trapshooters.com/threads/shotguns-and-wwii-gunner-training-a-bit-of-history.845817/

https://artsandculture.google.com/story/remembering-world-war-ii-through-art-smithsonian-national-air-and-space-museum/wgVhZV_xAOhiLA?hl=en

U.S. Defense, POW/MIA Accounting Agency, Unaccounted for Remains, Group A, (Unrecoverable,) 1941-1975.

https://etvma.org/veterans/leon-d-pemberton-10167/

Thanks to Wolfmaniaus567 for details on the flight over the Med as well as the attack at Ploesti.

Thanks to paul_albert_777040 whose excellent memorial of Harry Clay Crump, Jr. provided insight to the crew of Maternity Ward.

Story Date: 081523

William J Fay