VMF-214 Black Sheep patch


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Black Sheep Aces

"Black Sheep"
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Marine Fighting Squadron in WW2

By , Jan. 2001. Updated July 1, 2011.

The most famous Marine Corps fighter squadron of WW2, VMF-214, forever linked with its second CO, Pappy Boyington, went through three incarnations, three entirely different units, that used the same squadron number.

The first VMF-214, nicknamed the "Swashbucklers", fought in mid-1943 in the Solomons campaign, under Major George Britt. Flying Wildcats and then Corsairs, this team claimed 20 aerial victories and included two aces.

The second incarnation, the famed "Black Sheep" squadron, fought above the Northern Solomons and Rabaul, from August, 1943 through January, 1944. They shot down 94 Japanese planes, and counted 8 aces, in addition to Boyington.

The third VMF-214, was a carrier-based squadron that flew off USS Franklin (CV-13) against Japan in late 1944-1945.

Noted pilots & ground officers


  • George Britt - 1st tour CO
  • John 'Smiley' Burnett
  • Vince Carpenter
  • Henry Ellis - 1st tour Exec
  • Pete Folger - ACIO
  • Bob Hanson - later ace and MoH
  • George Kraft - doctor
  • Al Jensen 7 kills, Navy Cross
  • Charles Lanphier - POW, died 5/15/44
  • Henry Miller - also Black Sheep 2nd tour
  • Bill Pace - killed acc. 8/7/43
  • Dave Rankin
  • H.V. 'Vic' Scarborough

Black Sheep

Two Tours: Sept. 43 - Jan. 44

  • George Ashmun - MIA 1/3/44, on Boyington's wing
  • John Bolt 6 kills in WW2, also an ace in Korea
  • Gregory 'Pappy' Boyington CO, top ace, MoH
  • Bob Bragdon
  • Tom Emrich
  • Don Fisher
  • Denmark Groover
  • Walter "Red" Harris - MIA 9/27/43
  • Ed Harper
  • Bill Heier
  • Jim Hill
  • Bob McClurg 7 kills
  • Chris Magee 9 kills, Navy Cross
  • Bruce Matheson
  • Don Moore - MIA 12/28/43
  • Paul "Moon" Mullen 6.5 kills
  • Ed Olander
  • Jim Reames - doctor
  • Sandy Sims
  • Burney Tucker
  • Frank Walton - ACIO, author of Once They Were Eagles

First Tour only: Sept. 43 - Oct. 43

  • Stan Bailey - Exec in first tour, CO with CV-13
  • John Begert
  • Hank Bourgeois
  • Bill Case 8 kills
  • Robert Ewing - MIA 9/16/43
  • Henry Allan McCartney
  • Virgil Ray - lost in storm, 10/13/43
  • Rollie Rinabarger - severely wounded 9/26/43

Second Tour only: Nov. 43 - Jan. 44

  • Maj. Pierre Carnagey - Exec in 2nd tour, MIA 12/23/43
  • Capt. Marion 'Rusty' March
  • Capt. Fred Avey
  • Capt. J. Cameron Dustin - MIA 12/28/43
  • Capt. Gelon Doswell
  • Capt. James Brubaker - MIA 12/23/43
  • 1st. Lt. Bruce Ffoulkes - MIA 12/23/43
  • Maj. Henry Miller - also with Swashbucklers
Once They Were Eagles: The Men of the Black Sheep Sqn.
Click here to buy 'Baa Baa Black Sheep'

Combat Histories


VMF-214 was first commissioned in , as part of the build-up of Marine Corps airpower that took place after Pearl Harbor. Based at Ewa, on Oahu, Major George Britt took command of the nascent squadron, which really got moving with the arrival of eleven F4F-3 'Dash 3' Wildcats and single SNJ-4 trainer in October.

Pilots joined up that summer and fall, including Technical Sergeant Alvin J. Jensen, a enlisted man who won his wings under the Naval Aviation Pilot (NAP) program. Also Henry Miller, a Harvard Law School graduate, who had been deemed to old for the U.S. services and had joined the RCAF in 1941. Miller turned out to be an excellent pilot, and after Pearl Harbor, the U.S. naval services wanted him badly enough to compensate the Canadians $25,000 for his training. Major Britt requested Captain Henry Ellis as Exec; they had served together in VMF-211. They all trained hard, practicing gunnery, wearing out and sometimes crashing their aircraft.

When eight of the newer F4F-4 'Dash 4' Wildcats were delivered in December, 1942, they brought the squadron's inventory back up to fourteen planes. Even though the Dash 4 was newer, some pilots preferred the Dash 3, which had fewer guns (4 vs. 6), but a longer-lasting ammunition supply. On account of its heavier armament and folding wings, the Dash 4 was heavier, and therefore slower to climb.

VMF-214 embarked for the Solomons in February, 1943 on the small carrier, Nassau for the long Pacific journey. On March 3, off Pentecost Island, New Hebrides, Nassau catapulted the Wildcats of VMF-214 towards the squadron's new home - the fighter strip at Turtle Bay, Espiritu Santo.

Swashbucklers' First Tour: March - May '43

Very shortly, on the 14th of March, they moved up to Guadalcanal's Henderson Field, about four hours away. Bad weather interfered. Nine TBF crewmen from VMSB-143 were never heard from again. 214's Henry Ellis was forced to ditch and spent several days at sea before being rescued. Jim Taylor got lost and ended up crash-landing his Wildcat on the south side of Guadalcanal. Disease was an ever-present threat in the Solomons: Major Britt was stricken with dysentery and all the pilots took Atabrine tablets to ward off malaria. In late March they flew routine combat patrols over Guadalcanal and escorted air strikes against Jap bases on Vila and Munda in New Georgia.

Big Raid of April 7

In late March and early April, the Japanese built up a large aerial strike force at Bougainville, transferring many carrier-based planes for the purpose. On April 7, they struck at the American forces around Guadalcanal - 67 Judy dive bombers, supported by 110 Zero fighters.

VMF-214 scrambled in three four-plane divisions, led by Vince Carpenter, Henry Miller, and 'Smiley' Burnett. And Al Jensen took the lead of an impromptu fourth division. Cactus Fighter Command vectored them to flights of bogeys detected over Cape Esperance, Savo Island, and Tulagi. The experience of Jensen's division was noteworthy. Directed over Sealark Channel, just north of Guadalcanal, they found a straggling Zero - a typical Japanese tactic to leave a single plane as bait, while others lurked to sunward. Jensen went after it anyway, shot it down, and Zeroes immediately pounced on his division, scattering it. As planes reeled through the sky, 'Vic' Scarborough downed one over Koli Point and immediately found himself with a Zero on his tail. Maneuvering wildly, he couldn't shake his attacker, which bracketed his F4F with machine gun and 20mm cannon fire. He finally hit the brakes on his damaged plane by dropping his flaps. The Zero overshot him, but he couldn't line up a shot. Al Jensen got a clear shot at Scarborough's tormenter, and dropped his second Zero of the day. Scarborough crash-landed without injury, but his Wildcat, riddled with hundreds of bullet holes, was a wreck.

When the day was over, the Americans claimed 58 destroyed enemy aircraft, including 10 by VMF-214 - the Swashbucklers highest single day in their two combat tours. (VMF-221's Jim Swett earned the Medal of Honor that day, downing seven planes.) An era in military aviation had ended; never again would a Marine Corps Wildcat shoot down an enemy plane. The VMF squadrons began transitioning to F4U Corsairs.

The next three weeks were an exercise in frustration, as the Marines flew incessant and unrewarding CAP's over Guadalcanal. On April 18, 1943, the tedium broke when Charlie Lanphier's brother Tom, a P-38 pilot with the 339th Squadron, helped shoot down Japanese Admiral Yamamoto in the famous Yamamoto Raid. While it was supposed to be top secret, everyone at Cactus knew that "someone big had been shot down." The Japanese reacted with a large nighttime bombing raid. The quiet period extended into May, and the men busied themselves making slingshots to chase away the noisy cockatoos, building model airplanes, listening to phonographs, and drinking beer (when available).

After a few unrewarding missions in early May, the men of VMF-214 began their inter-tour R&R (Rest and Recreation) on May 15: ten days "rest" at Espiritu Santo and then a week of, let's say, "recreation" in Australia.

Swashbucklers' Second Tour: July - Aug. '43

In this tour, VMF-214 flew F4U Corsairs and lost their first pilots to enemy action.

Marine Corps policy dictated that CO Major Britt be rotated out, and Major William O'Neill briefly replaced him. The squadron experienced a lot of turnover at the top, as Henry Ellis, Bill Pace, and Smiley Burnett all served briefly as CO. When the squadron returned to duty at Turtle Bay in mid-June, their first order of business was to get up to speed in Corsairs - fast. Admiral Halsey planned to invade New Georgia in the very near future, and the amphibious operations there would need plenty of air support, including VMF-214's powerful Corsairs. The fliers quickly learned the vagaries of the roomy and demanding fighters, especially landings. Maintenance was a headache; many of the Corsairs leaked oil badly. Finding enough of them was another problem. On June 23, the squadron only had 3 on hand. But more arrived in early July, and pace of familiarization picked up.

About sunset on July 17, not long after Bill Pace had returned as CO, he, Jack Petit, Dick Sigel, and Mac McCall were dispatched to cover the damaged seaplane tender Chincoteague, under tow by the destroyer Thornton. Just as they arrived, so did three Mitsubishi G3M Nell bombers, which the Marines burst onto.

Bruce Gamble, in The Black Sheep ... describes the scene.

The Nells turned to the right and dived, but they were no match for the Corsairs' speed as they plunged into the rising darkness. The Nell on the outside of the turn fell behind, and from fifteen thousand feet Pace selected it as his target for an overhead run. It was just like gunnery practice. He came down on the bomber with a full deflection shot, with just the very tip of its tail in the outside ring of his gunsight, and triggered his guns. Incendiaries found the Nell's fuel tanks and the bomber promptly blew, a spectacular sight in the fading dusk.

Petit and Sigel finished off the other two intruders. A fitting event to mark the squadron's transition to Corsairs.

A few days later, their second tour began in earnest when they flew up to the Banika strip in the Russells, 100 miles closer to the Japanese than Henderson Field. The next two weeks were very busy:

On the 4th, they got into their biggest fight since April 7. Smiley Burnett and Chief Synar led two divisions in a multi-service mission over the mid-Solomons. In a confusing action marked by mistaken identity between Ki-61 Tonys and RNZAF P-40's, the Marines of VMF-214 got three kills: one each by Bennie O'Dell, Charlie Lanphier, and Bob Hanson. Three more Japanese flags were painted onto the prop blade standing by the squadron ready tent, totalling 16 to-date.

August 6 - Ace!

Two days later a couple divisions escorted an F-5A photo plane (a P-38 variant) on a low-level, high-speed reconnaisance over the Shortland Islands. As they roared by the targets at Morgusaisai Island and Kulitanai Bay, they ran into a mixed Japanese force of Zeros, Rufe floatplanes, and two-seater Jake floatplanes. Al Jensen had another big day. He blasted one Jake just as it took off and saw it drop back into the trees, crash, and burn. Next he caught a Zero on an F4U's tail, and dropped it into the water with a 30 degree deflection shot. Then he raked another Zero from wing root to tail with a full deflection shot, and sent it flaming into the sea. Three victories for the former NAP. He was an ace, VMF-214's first! Scarborough and Smiley Burnett also scored.

But these victories came at a price. Bill Blakeslee didn't come back. As often happened in the Pacific War, no one saw him get shot down, no one heard or saw engine trouble. He just didn't come back, MIA. Tony Eisele was test-flying a Corsair with a new engine. As required, he took it up to 30,000 feet, when the engine began smoking and shaking. It was done for. Calmly, Eisele stayed in the plane and on oxygen, aware that he needed to descend to thicker, warmer air before bailing out. The engine died completely at 20,000, and as he zipped down through 5,000 feet, Eisele thought to try a dead-stick landing. But land was too distant and he ditched. Losses for the day: two Corsairs and one pilot.

Tragedy continued the next day, when CO Bill Pace was killed, while on a similar test flight. Smiley Burnett, a likeable and brave man, but someone who had never gained the pilots' confidence, was appointed CO.

Munda had been captured on the 5th, and the Seabees rapidly made the airstrip usable. From mid-August, fliers of VMF-214 rotated through; but it was a hell-hole: unsanitary facilities, dysentary, malarial mosquitoes, rotting corpses around, and harassing artillery fire.

The Swashbucklers staged a successful strafing run against Kahili's fields and planes on Aug. 15. Eight Corsairs, line abreast, zoomed over the fields, and opened up all at once, catching aircraft, refueling trucks, and Japanese soldiers in a hail of machine gun fire. For the rest of the month, they flew more escorts and fighter sweeps, as their second tour neared its conclusion. August 26 was a busy day - they flew 34 sorties; Vic Scarborough 'made ace' by shooting down three Japs. Bob Hanson and Al Jensen also got victory credits. Jensen shot down his victim with only one of his Corsair's six machine guns firing.

Aug. 28: Al Jensen earned a Navy Cross for his one-man shoot-up of Kahili. The dawn strafing mission was planned as a joint operation of VMF-214 and -215, but darkness, engine troubles, radio problems, and stormy weather messed up the whole operation, real snafu. (Which originated as an acronym: "Situation Normal, All Fucked Up." - SS) Jensen emerged from the storm near Fauro Island, 20 miles from Kahili. Alone, he roared over Tonolei Harbor and set up his gunnery run over the airfield. He flew in low and fast, blasting away, then swung around for another pass. Total damage was uncertain, but the squadron war diary credited him with about 15 (ground kills, of course). Aerial photos taken the next day showed 24 destroyed Japanese planes; possibly Charlie Lanphier also contributed to the destruction. After surviving a Wildcat ditching and a crash-landing in a Corsair, Charlie's luck ran out this day, when he failed to return from Kahili. Later, it was found out that he had been captured by the Japanese and died in a POW camp in mid-1944.

The Swashbucklers flew a few more missions in the last few days of August, and then they enjoyed another R&R in Sydney, Australia in early September. But when they returned to the Solomons, they discovered that they had been broken up. A new team was now the flight echelon of VMF-214.

Black Sheep

In the summer of 1943, the US naval air forces needed more Corsairs in the fight. Oddly, the key pieces - trained pilots and operational aircraft - were present in the South Pacific, but many of them were dispersed. Greg Boyington was given the assignment to pull together an ad hoc squadron from available men and planes. Originally, they formed the rear echelon of VMF-124, but were soon activated as the new VMF-214.

In August of 1943, these 26 pilots, who would become the famous "Black Sheep" included:

Buy 'The Black Sheep ... Marine Sqn 214' at In a typical wartime shuffling of designations, Boyington's team was redesignated VMF-214, while the exhausted pilots of the original VMF-214 "Swashbucklers" were sent home. Bruce Gamble, explains the details in his book The Black Sheep: The Definitive Account of Marine Fighting Squadron 214 in World War II, which chronicles all three squadrons that used the number 214.

Under Boyington as CO and Major Stan Bailey as Exec, they trained hard at Turtle Bay on Espritu Santo, especially the pilots who were new to the Corsair. Two other noted officers rounded out the squadron: Frank Walton, a former Los Angeles cop, became the Air Combat Intelligence Officer (ACIO), and Jim Reames the squadron doctor. (Walton would later author Once They Were Eagles ....)

Black Sheep 1st Tour

In early September, 1943, the new VMF-214 moved up to their new forward base in the Russells, staging through Henderson Field. They flew their first combat mission on September 14, 1943.

The grinding, day-in-day-out nature of that war cannot be re-created, but the following daily summary of thier first combat tour gives a sense of it. A typical mission involved 2 divisions (eight planes). Two missions a day would mean 16 sorties, using 20-25 healthy & available pilots. So a pilot typically flew 2 days out of 3.

In October VMF-214 moved up from their orginal base in the Russells to a more advanced location at Munda. From here they were closer to the next big objective -- the Jap bases on Bougainville. On another big day, Oct. 17, the squadron claimed 12 kills on a fighter sweep. Two days later they flew their last mission of the first tour, then went for R&R in Australia.

Black Sheep 2nd Tour

Since the Black Sheep had left, the Americans had captured a perimeter on the western side of Bougainville, at Empress Augusta Bay. They returned to Espiritu Santo in late November, where John Bolt conducted his ammo tests. By the 28th, VMF-214 had settled into their tents at Barakoma, on Vella Lavella; their base for the entire second tour.

On Nov. 28, three divisions flew a routine patrol over Bougainville, code-named 'Cherry Blossom'. These patrols, an hour's flight from their base, occupied much of their air activity for the next three weeks. They were largely uneventful, as the Japanese planes were nowhere to be found.

On Dec. 5, Boyington, Walton, Doc Reames, and others took a PT boat to Kolombangara, to search for Bob Alexander's remains. They found them, "the plane in a million pieces, and the boy, too, his bones huddled up in a pitifully small pile. We scooped out a shallow grave, laid his remains in there, painted his name on one blade of the propeller, and set it up as a headstone." as Frank Walton wrote to his wife.

Three days later, some Black Sheep touched down at a brand-new airstrip on Torokina Point, at Empress Augusta Bay, Bougainville, the aircraft to use it. While the Black Sheep remained based at Vella Lavella, they would use Torokina as a refueling and emergency strip. Later squadrons, notably the Navy's VF-17, the Jolly Rogers, would operate from Torokina.

After conferencing with ComAirSols, Gen. Ralph Mitchell, a large fighter sweep of eighty planes (from the Marine Corps, Navy, and RNZAF) was organized to go after Rabaul, the main Japanese base in that part of the Pacific. The idea was that they would have to come up and fight over Rabaul. They took off at 0515 on December 17. "Come up and fight." Boyington taunted over the radio. Edward Chikaki Honda, a Hawaii-raised Nisei who had ended up wearing a Japanese uniform, called back, "Come on down, sucker."

In late December and early January, they engaged in a series of large and deadly dogfights with the Japanese over Rabaul; eight Black Sheep pilots (including Pappy Boyington) were lost in an 11-day period from Dec.23 through Jan. 3. In these final days, Henry Miller moved up to Exec when Major Carnagey was lost, and then to acting CO when Greg Boyington disappeared. A few days later, the 'Black Sheep' flew their last combat mission, and, as with the 'Swashbucklers', they were broken up, and a new team was designated VMF-214.

Carrier-based Squadron

The third VMF-214, was a carrier-based squadron that flew missions from USS Franklin (CV-13) against Japan in late 1944-1945.

Formed in California in early 1944, this squadron retained the nickname 'Black Sheep', and even obtained actual black sheep as squadron mascots. Stan Bailey, who had flown with Boyington and the 'Black Sheep', commanded the squadron on this deployment. During their training, the requirements of the Pacific War demanded that they become carrier-qualified. The kamikaze pilots were taking a toll of American warships and the ground-based combat conditions of the Solomons were diminishing. So, if they were to be useful, Marine squadrons needed to operate from carriers.

The squadron was aboard on March 19, 1945, when a Japanese dive bomber hit the USS Franklin. 724 crewmen lost their lives on that day, one of the worst ship's losses of the war; some VMF-214 enlisted men were among them (but no pilots).

Post War

Subsequent Marine Squadrons, re-designated "Attack" Squadrons, VMA-214, have continued the proud tradition of the 'Black Sheep'.

In November, 2000, surviving WWII 'Black Sheep' held a reunion in Abita Springs, Louisiana, at the home of Henry Bourgeois. Attendees included: Bruce J. Matheson, J. Ned Corman, John Bolt, Edwin A. Harper, Herbert Holden Jr., Perry T. Lane, Robert W. McClurg, W. Thomas Emrich, William D. Heier, Fred Losch, Edwin L. Olander, James J. Hill, Harry C. Johnson, Marion J. March, H. Allan McCartney and, of course, Henry Bourgeois.

The Black Sheep: The Definitive Account of VMF-214 in World War II, by Bruce Gamble

Buy 'The Black Sheep: The Definitive Account of VMF-214 in World War II' at

The Black Sheep: The Definitive Account of VMF-214 in World War II, by Bruce Gamble

The story of VMF-214, in all three of its incarnations: the Swashbucklers in early 1943, Boyington's 'Black Sheep', and the carrier-based unit in 1944-45. The book provides a more balanced, accurate story of those events than Boyington's self-serving Baa Baa Black Sheep. In particular, the author describes the role played by all the members of the squadron, not just the famous 'Pappy'. As needed, Gamble also takes pains to contrast certain facts with Boyington's version of them.

Of particular poignancy was the story of Bob Alexander, mistakenly attacking a PT boat, getting shot down by its crew, and the Black Sheep's later efforts to find his remains.

Buy 'The Black Sheep' at