u.s. marines in battle al-khafji

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Al-Khafji

U.S. Marines in Battle

28 JANUARY–1 FEBRUARY 199



n August 1990, Iraqi mili-tary forces invaded theneighboring nation of Kuwait. The invasion waspart of an expansionist for-

eign policy that President Saddam Hus-sein established a decade earlier when heinvaded post-revolution Iran. The Iraqiinvasion of Iran failed, degenerating intoa decade long war of attrition, but Kuwaitwas an easier target. Kuwait had financedthe Iraq-Iran War for Iraq, but refused to

forgive the debt, and Iraq accused Kuwaitof stealing oil from the Rumalia Oil Field.Much smaller than Iran in terms of pop-ulation and geography, Kuwait had fo-cused its foreign and defense policies onnegotiation and compromise rather thanmilitary force; inevitably, the large IraqiArmy quickly overwhelmed the smallKuwaiti armed forces.

Inside Kuwait, Iraqi troops beganwholesale pillaging as security forcesmoved to remove all those loyal to theKuwaiti royal family. Iraq declared that

Kuwait was now a province, thus elimi-nating its debt and adding extensive oilfields to its own. Saddam stationed con-script infantry divisions in Kuwait andbegan building extensive defenses alongthe Kuwaiti-Saudi border.

While Saddam calculated the military balance between Iraq and Kuwait cor-rectly, he underestimated the willingnessof the world community, especially the

United States and Great Britain, to intervene on Kuwait’s behalf. His invasion setthe stage for a military confrontation thatwas larger in scope than any similar cir-cumstance since the Cold War. UnderPresident George H. W. Bush, the UnitedStates assembled a global coalition of con-cerned nations, first to defend Saudi Ara-bia against further Iraqi aggression, andthen to eject the Iraqi military fromKuwait. Early in this “Gulf War” Ameri-can military commanders designated the

operation to protect Saudi Arabia “DesertShield,” and the successive operation tofree Kuwait “Desert Storm.” These mili-tary operations were massive undertak-ings, and they highlighted the paradigmshift from superpowers in precariousequilibrium during the Cold War toAmerican global hegemony in the 1990s.

The Gulf War would be the largest de-ployment of Marines since the VietnamWar. It challenged the entire warfightingestablishment of the Marine Corps—avi-ation, ground, and logistics—forcing a

generation of Marines to put two decadesof planning and training to the test. TheCorps would see many of its tactical andoperational philosophies justified undercombat conditions. The maritime prepo-sitioning ships program, for one, provedits worth, enabling Marines to be the firstcombined arms task force in Saudi Ara-bia. In addition, Marines tested the air-ground task force concept within the jointenvironment.

Marines of the 7th Marine Expedi-tionary Brigade arrived in Saudi Arabiain late August, where they married upwith their equipment from the maritimeprepositioning ships. Under MarineForces Commander, Central Command,and Commander, I Marine Expeditionary Force, Lieutenant General Walter E.Boomer, Marines continued to deploy tothe Gulf and solidify the defenses of SaudiArabia. They trained, established defen-sive positions, and watched the diplo-matic efforts attempt to resolve the crisis.

The Battle of al-Khafji

The Battle of al-Khafjiby Paul W. Westermeyer

As fall turned to winter, the MarineCorps continued the massive logisticalenterprise, deploying personnel andequipment of I Marine Expeditionary Force: 1st and 2d Marine Divisions, 3dMarine Aircraft Wing, and the 1st ForceService Support Group.

General H. Norman Schwarzkopf, theUnited States Central Command com-mander, chose the Marines to evict theIraqis from Kuwait proper, fightingalongside Arab members of the Coalition.

As Lieutenant General Boomer’s I MarineExpeditionary Force and its partners pre-pared to breach the fortifications separat-ing Kuwait from Saudi Arabia, the 4thand 5th Marine Expeditionary Brigadesremained afloat in the Persian Gulf on-board the ships of U.S. Navy amphibiousready groups, providing a seaborne threatwhich would eventually tie up many Iraqiresources along the shoreline.

Despite the threat of a Coalition mili-tary intervention, Iraq refused to with-draw from Kuwait. Saddam was

convinced that the United States couldneither maintain the Coalition, nor intervene militarily in a meaningful way. Amilitary struggle to free Kuwait thus be-came inevitable.

e Air Campaign1

On 17 January 1991, Operation DesertStorm began with massive air strikesthroughout Iraq and Kuwait. Althoughthe operation had an expected groundcomponent, U.S. Air Force strategists,who believed that bombing alone couldcompel Iraq to relinquish Kuwait, drovethe first phases. As a result, the primary focus of the campaign was on achievingair superiority (accomplished the firstevening), striking strategic targets insideIraq, then annihilating Iraq’s elite Repub-lican Guard centered in southern Iraqi,and finally hitting Iraqi forces in Kuwaitproper.

During the air campaign, Marine avi-ation conducted hundreds of sorties

On The Cover: The crew of a Marine LAV-25scans the desert. The LAV-25 was the backbone

of the light armored infantry battalions, an un-tried concept prior to the Battle of al-Khafji.The battalions were used in a traditional cav-alry role, providing a screen in front of the mainbody of I Marine Expeditionary Force.

History Division Photo

At Left: A Qatari AMX-30 tank leads twoSaudi V-150 Commando armored cars, the first of which is an antitank variant, into al-Khafjithrough the town arches. The arches were the

focal point of each Saudi counterattack into thecity. Used with permission of Jody Harmon

(www.jodyharmon.com)




against enemy positions in Kuwait andIraq. Aircrews of the 3d Marine AircraWing struck Iraqi command and controlcenters, antiaircra defenses, and strate-gic targets deep inside Iraq, and later per-

formed traditional reconnaissance, bat-tlefield interdiction, and close air supportmissions in Kuwait.

A day aer the air campaign began, adistraction was added when Iraq began

firing SS-1 Scud-B Al Hussein surface-to-surface medium range missiles against Is-rael and Saudi Arabia. e political andmilitary consequences of the Scud attacksforced Central Command to immediately

Base 801724 (E00373) 4-91 Modified by W. Stephen Hill



instigate the “Great Scud Hunt.” Al-though the hunt was unsuccessful, it diverted large numbers of aircra andreconnaissance resources away fromKuwait and into the western Iraqi desert.In particular, the hunt required the use of the two prototype Northrup GrummanE-8C joint surveillance and target acqui-

sition radar system (JSTARS) aircra.e E-8C aircra had arrived in SaudiArabia aer Christmas and was a new,untested battlefield technology.2 CentralCommand used the planes to track mo-bile Scud launchers in the western desert,although originally designed to track large-scale troop movements, like thosethat would precede a major offensive.3

Despite the Scud distraction and thefocus on strategic rather than operationaltargets, the air campaign had an obviousand significant impact on Iraqi forces in-

side Kuwait. It isolated units from the na-tional command authority, degradedtroop morale, and made even simplemovements difficult, oen requiring daysof detailed planning.

With its diplomatic options exhausted,and enduring the effects of an air cam-paign much longer than anticipated, Iraqlaunched a large spoiling attack centeredon the Saudi town of al-Khai on 29 Jan-uary 1991. Now known as the “Battle of al-Khai,” it was the first major groundcombat action of the Gulf War.

Iraq’s Plan4

Saddam Hussein was prepared for aconfrontation with the United Statesprior to the invasion of Kuwait, as evi-denced by his comments to Palestinianleader Yasser Arafat in April 1990:

We are ready for it. We will fightAmerica, and, with God’s will, wewill defeat it and kick it out of thewhole region. Because it is not

about the fight itself; we know thatAmerica has a larger air force thanus… has more rockets than us, butI think that when the Arab peoplesee real action ofwar, when itis realand not only talk, they will fightAmerica everywhere. So we haveto get ready to fight America; weare ready to fight when they do;when they strike, we strike.5

But Iraq’s president was convinced the

United States would not fight, in part be-cause of the muted response to the IraqiAérospatiale AM39 Exocet antiship mis-sile attack on the USS Stark (FFG 31) in1987. e massive military buildup inSaudi Arabia throughout the fall of 1990did not change his mind. Moreover, hebelieved that even if the United States de-sired a military confrontation, the SovietUnion would intervene to prevent it.

If an attack did occur, Saddam wasequally convinced that his massive mili-tary could inflict sufficient losses on theAmericans to force them to abandon thestruggle. He considered the Americanwithdrawal from Vietnam indicative of America’s lack of resolve. e UnitedStates suffered 58,000 dead in the Viet-nam War; in comparison Iraq had lost51,000 in a single battle with the Iranianson the al-Faw Peninsula in 1986.6 He be-

lieved then, as he stated aer the war,“America is not in the prime of youth.America is in the last stage of elderlinessand the beginning of the first stage of oldage.”7

Iraq had survived the long, 10-yearslaughter of the “Khadisya Saddam,” asthe Iraqis termed the Iran-Iraq War, andSaddam believed that the conflict overKuwait, if it came to blows, would followa similar pattern.8 Air power would berelatively ineffective; the main conflictwould be a set piece battle as Americanforces impotently tried to breach the de-fenses built along the Kuwaiti-Saudi bor-der. American losses would be severe, theAmerican people would demand an endto the bloodshed, and the American gov-ernment would then negotiate a peace. Inthe aermath, Iraq would become theundisputed regional power, while Amer-


Map by W. Stephen Hill




ican, and Western, influence in the Mid-dle East would suffer a near fatal blow.

Events did not follow Saddam Hus-sein’s expectations. e United States wasdetermined not to allow the Iraqi aggres-sion to stand and Iraq’s Arab neighborsrecognized the degree to which Iraq’s invasion of Kuwait would upset the regional

balance of power. e Soviet Union wasunwilling and unable to support Iraq inan aggressive adventure that offered notangible benefits. e United States wasable to form an international coalitionthat included an impressive variety of na-tions; notable members included GreatBritain, France, Saudi Arabia, Egypt, andSyria. Despite its variety, the Coalition’sunity was never seriously challenged by Iraqi attempts to fracture it.

e United States and its allies beganthe war with the air strikes Saddam and

his generals had predicted, but these at-tacks were far more effective than ex-pected. Later, Iraqis would master the artof proofing their country against aerial at-tack, but in January 1991, the Coalitionair campaign was something the Iraqishad never experienced.

Saddam responded quickly with Scudmissile attacks on Saudi Arabia and Israel,and while these strikes were unquestion-ably the most effective military and polit-ical tactic employed by Iraq during theconflict, they did not end the raids, no-

ticeably decrease their severity, spur theUnited States into a premature ground as-sault, nor bring Israel into the war andthus splinter the multinational Coalitionwhich Iraq faced.

In addition to the Scud attacks, Iraqtried to provoke Coalition ground opera-tions by setting Kuwaiti oil fields afire andby creating a large oil slick in the PersianGulf that threatened Saudi water desali-nation facilities. But these actions wereno more effective than the Scud attacks.

Saddam expected the air campaign tolast a week, and then be followed by theground war, the “Mother of All Wars,”which would produce the desired massiveAmerican casualties. Instead, the bomb-ing showed no sign of stopping, and wasinflicting serious damage on the Iraqiforces without any corresponding ability to produce the desired Coalition casual-ties. Something needed to be done inorder to goad the United States into theplanned Kuwaiti “meat-grinder.”

An Iraqi War College study, completedlater, highlighted the Iraqi understandingof the situation in late January 1991:

In military practice, there are prin-ciples. One of the important prin-ciples is that the attack is the bestdefense. In the Mother of Wars this

principle is particularly important,because the enemy of Iraq and theArab nation has deployed a largenumber of airplanes, rockets andmodern equipment, from which itseems they are prepared for a totalwar. ey deployed the most mod-ern equipment for their field forces,which consist of the armies of 28nations totaling half a million men.But for all this great power, they hesitate to attack the Iraqi fieldforces because they realize how well

the Iraqi forces can defend against aground attack. And, they know al-ready, the military genius of Iraq’sleader, Saddam Hussein.9

e Iraqis believed they understoodAmerican intentions: “Like we say, they intend to destroy our forces and the in-frastructure of our country through theair attack, by airplanes and long rangemissiles. And they want to avoid thelosses of a ground war as much as they can.”10 Moreover, “George Bush will not

be able to handle the heavy responsibility of heavy casualties in front of Congressand public opinion.”11 In this case, theIraqis did understand American inten-tions, although they underestimatedAmerican resolve, and gravely overesti-mated the ability of the Iraqi military toinflict losses on the attacking Coalition

forces.e al-Khai operation was intended

to spark the ground battle of the “Motherof Wars” which Saddam felt was the pre-requisite for his eventual victory. It wasintended as a provoking raid that woulddraw the Americans into a hasty and mas-sive military response and result in sig-nificant American casualties. Despite hisdeficient military acumen, he correctly identified that the center of gravity in theCoalition war effort was the willingnessof the American people to suffer casual-

ties, and he designed his operationalplans to strike directly at that willpower.

President Saddam chose al-Khai asthe target of the attack for several reasons.e Iraqi War College analysis noted thatit had two harbors: one designed specifi-cally for exporting oil, and the other theIraqis believed was a base for Coalitionforces. An Iraqi force occupying the townwould be able to threaten Coalition navalforces in the Gulf. Al-Khai was alsowithin range of Iraqi supporting artillery in Kuwait. e attack also would force

The arches into the Saudi city of al-Khafji proclaim that “The municipality and residentsof Khafji welcome the honorable visitor.” Because the city was within range of Iraqi ar-tillery in Kuwait, it was ordered evacuated on 18 August 1990.

Photo courtesy of MGySgt Gregory L. Gillispie



the Saudis to respond; he knew they couldnot permit him to hold any part of theirkingdom for long. It seemed likely thatthe attack would force the Coalition intothe bloody ground war Saddam wanted.12

e operational plan for implementingIraq’s strategic goal was relatively straightforward. Five Iraqi infantry divisions de-

fended the Saudi-Kuwaiti border from thecoast to the “elbow”: from east to west,they were the 18th Infantry, 8th Infantry,29th Infantry, 14th Infantry, and 7th In- fantry Divisions. ese commands wouldnot take part in the offensive, instead they would continue to defend the fortifica-tions along the border. ese border for-tifications, called the “Saddam Line” by U.S. forces, consisted of a belt of mine-fields, antitank obstacles, and triangularbrigade strong points. Iraqi engineers haddesigned and constructed the belt based

on lessons learned in their 10-year warwith Iran.

e attacking forces would be drawnfrom the 3d Armored and 5th Mechanized Divisions of III Corps, under Major Gen-eral Salah Aboud Mahmoud, and the 1st Mechanized Division of IV Corps underMajor General Yaiyd Khalel Zaki. MajorGeneral Salah Aboud had over all com-mand of the operation; III Corps, consid-ered one of the better organizations in theIraqi Army, had successfully conductedsimilar operations during the Iran-Iraq

War, as well as performing successfully while defending the Iraqi city of Basrah.13

e armored battalions of these divi-sions were equipped with a combinationof T-54/55 and T-62 main battle tankswhile their mechanized infantry battal-ions were equipped with BMP-1 armoredpersonnel carriers supported by BRDM-2scout vehicles. eir divisional artillery was lavishly equipped with various mod-els of 152mm and 155mm howitzers.14

e plan called for the 1st Mechanized Division to pass through the lines of the7th and 14th Infantry Divisions betweenthe border’s “heel” just south of UmmHajul and the “elbow” at al-Manaqish (seemap on page 12). is maneuver was in-tended to protect the flank of BrigadierGeneral Hussan Zedin’s 3d Armored Di-vision as it traversed the al-Wafrah oilfields and the lines of the 8th and 29th In- fantry Divisions. e 3d Armored Divi-sion would then take up a blockingposition to the west of al-Khai. Al-

Khai itself was the target of the 5th Mechanized Division, which was to seizeand fortify the town. Once the 5th Mech-anized Division had secured al-Khai, the1st Mechanized and 3d Armored Divisionswould withdraw back into Kuwait. Intheory, aer the Coalition ground re-sponse was provoked, the 5th Mechanized

Division would retire from al-Khai andmove safely behind the massive fortifica-tions along the Saudi-Kuwait border.15

e attack was set to be launched at 2000on 29 January 1991, and al-Khai was tobe occupied by 0100 on 30 January 1991.

General Salah Aboud ordered that theforces be “dug in” and “hidden under-ground” by the morning of 30 January. Heprovided some insightful tactical adviceas well: “I emphasized the use, and theimportance of shoulder fired anti-aircra

weapons in ambush in the front andflanks of the fortified positions. And Iemphasized how the snipers should beactive and effective against the helicoptersof the enemy.” He instructed his men tolight tire fires, as the smoke would con-fuse the infrared sensors of the Coalitionforces. Finally, he ordered his troops “to

be economic with the ammunition whichis in the tanks and the carriers. Becausethe enemy air will be focused on the bat-tle territory, especially the transportation,so movement will be very limited.”16

Whatever Saddam’s understanding of thebattle, at least one of his generals antici-pated the difficulties the Iraqis would facetrying to maneuver against overwhelm-ing Coalition air superiority.

e capture of American personnelwas a high priority. Saddam had deter-

The Battle of al-Khafji 5

Vehicle Type ArmamentTop

Speed

T-5/55

00mm main gun

00m effective range

Coax 7.6mm MG

Bow 7.6mm MG

.7mm MG

50kph

T-6

5mm main gun000m effective rangeCoax 7.6mm MGBow 7.6mm MG.7mm MG

50kph

BMP-

7mm smoothborecannon7.6mm MGAT- Sagger ATGM

8 troops

80kph

BRDM-

.5mm MG7.6mm MG troops 00kph

Iraqi Armored Vehicles



mined from the American prisoner of war experience during the Vietnam Warand the Iranian hostage crisis that theUnited States was vulnerable to hostagetaking. He held many Westerners hostageearly in the crisis, but released them inDecember 1990 with little obvious ad-

vantage. He felt, however, that Americansoldiers would still be excellent bargain-ing chips in the confrontation. An Iraqiprisoner from the battle later told Amer-ican interrogators: “e sole purpose of the raid on al-Khai was to capture Coali-tion personnel. e loss of all Iraqi equip-ment and personnel involved in the raidwas of no importance as long as POWswere captured.”17

When giving orders for the attack tohis corps commanders, Saddam summedup Iraqi goals: the “enemy in front of us, if he faces this time our willingness to causesevere damage to him, he won’t be able tohandle it. He will be destroyed and thenews will be heard. And all the chairs of

the enemy governments will shake.”18 ForIraq, the Battle of al-Khai was not in-tended as a skirmish; it was intended towin the war by destroying the Coalition’swill to fight. At the heart of the Coalitionwas the alliance between the United Statesand Saudi Arabia.

American and Saudi Arabian Relations

e United States began providing theKingdom of Saudi Arabia with military assistance in the 1940s, and as the decadespassed the relationship grew. e UnitedStates assisted the kingdom as a bulwark first against communism and secular eth-nic Arab nationalist movements, and lateragainst radical Islamic movements. Inaddition, a strong, stable Saudi Arabiawas seen as the key to preventing a gen-eral war in the Middle East. For theHouse of Saud, the close relationship andmilitary assistance of the United Statesacted as a counter to Saudi Arabia’s more

powerful neighbors Iraq and Egypt, aswell as aiding in the suppression of inter-nal rebellious movements.19

As the decades passed, however, andhostility against the United States in-creased in the broader Islamic world,American military assistance becamenearly as much of a liability as it was anasset. is paradox was neatly summa-rized by leading Egyptian journalist, Mo-hamed Heikal: “the first responsibility of a Saudi monarch is to keep intimate rela-tions with Washington, and the second isto do all he can to hide it.”20

e Iraqi invasion of Kuwait produceda near catastrophe in foreign relations forthe Saudis, as it was clear they could notstop any Iraqi encroachment into theirterritory without American aid, yet thataid would have to be very public. e in-timate relationship between the UnitedStates and Saudi Arabia had long been anopen secret, but now itwould truly be ex-posed. e presence of a massive “infi-

6 The Battle of al-Khafji

Iraqi Training Pamphlet, Battle of al-Khafji (ISGQ-2003-00054592)

Part of the Iraqi plan for the Battle of al-Khafji, as shown in an official Iraqi history of the battle. This sketch indicates that 6th Ar-mored Brigade’s attack on Observation Post 4 was not intended as the main Iraqi effort.



del” army on Saudi soil, home to Meccaand Medina, the two holiest cities inIslam (forbidden to nonbelievers), was apotential public relations disaster. On theother hand, Saddam had invaded Kuwait,a fellow Arab country that had materially aided Iraq in its war against Iran. More-over, Saddam’s own Ba’athist party was an

avowedly secular organization devoted inpart to ethnic Arab nationalism. Both of these facts helped Saudi Arabia maintainits image in the Islamic world while ac-cepting American aid. But the situationrequired constant, careful manipulation.ere were many tensions between theSaudis, who naturally wished Coalitionforces would disrupt Saudi life as little aspossible, and the Coalition forces whooen felt unappreciated by the Saudisthey were ostensibly in the desert to pro-tect.

Saudi military forces were divided intotwo distinct services. e Ministry of Defense and Aviation (MODA) consistedof the regular Saudi ground and aviationforces, whose mission was to protect thekingdom from external threats. e

Saudi aviation forces were folded, alongwith other Coalition air forces, into theair campaign, but the Royal Saudi LandForces or Saudi Army operated separately as nine brigades.21

e Ministry of Defense and Aviationunits were supplemented by the SaudiArabian National Guard (SANG) com-

prised of two mechanized brigades. Os-tensibly the Saudi Arabian NationalGuard was intended to reinforce the Min-istry of Defense and Aviation forces in theevent of a war, but in reality the Saudi Na-tional Guard’s primary role was to protectthe royal family from internal rebellion.Staffed with personnel loyal to the Houseof Saud specifically through family andtribal ties, the Saudi Arabian NationalGuard was descended from the Ikhwan(White Army), a Wahhabi tribal militia,which formed the main body of Ibn

Saud’s forces during World War I. eSaudi government employed the NationalGuard to protect the holy cities of Meccaand Medina, and to counter the regulararmed forces in the event of an attemptedcoup. It received the lion’s share of train-ing and equipment that was available toSaudi forces, although it did not possesstanks.22

e Saudi National Guard was favoredover the Ministry of Aviation and De-fense. e Royal family kept the twoforces separated, and neither force

trained with the other. Nevertheless, oil-rich Saudi Arabia did not lack resourcesand both services were lavishly equippedwith modern military hardware. Despitemassive amounts spent on moderniza-tion, many Saudi soldiers lacked profes-sional standards or competence and theofficer corps granted the noncommis-sioned officers neither authority nor re-sponsibility.

In 1990-1991, direct American mili-tary assistance to Saudi Arabia centeredaround two organizations. Officially,there was the Department of Defense’sOffice of Program Manager for the Mod-ernization of the Saudi National Guard,which assigned American officers as advisors to the Saudi National Guard. Inaddition, the Vinnell Corporation provided military contract advisors to theSaudi National Guard, most of whomwere American veterans of the VietnamWar. In both cases, the personnel as-signed to train the Saudi National Guard

prior to the invasion of Kuwait foughtwith the National Guard forces, greatly increasing their effectiveness. e mili-tary advisors and Vinnell Corporationemployees worked closely together sup-porting the Saudi National Guard.23

Since neither Saudi Arabia nor theUnited States was willing to have its forces

under the other’s command, a joint struc-ture was set up. Joint Forces Command,a parallel organization of Central Com-mand, was composed of most of the Arabcontingents and was led by Saudi GeneralKhaled bin Sultan. A nephew of KingFahd, he was a graduate of the Royal Mil-itary Academy, Sandhurst, and the AirWar College at Maxwell Air Force Base,Alabama. In 1986, aer 25 years in thearmed forces of his country, GeneralKhaled was appointed commander of theRoyal Saudi Air Defence Forces.

e command was further subdividedinto Joint Forces Command-North andJoint Forces Command-East. Joint ForcesCommand-North, although dominatedby two Egyptian divisions, also containedSaudi Arabian Ministry of Defense andAviation, Kuwaiti, and Syrian brigades. Itcontrolled the territory from the “elbow”at al-Manaqish to the Kuwait-Iraq border.Saudi National Guard units, Ministry of Defense and Aviation forces, as well asKuwaiti forces and a Qatari mechanizedbrigade made up Joint Forces Command-

East. It controlled the territory from theeastern border of the al-Wafrah oil fieldsto the Persian Gulf coast, including al-Khai and the surrounding territory.24

e assignment of National Guard unitsunder the command of General Khaledwas out of the ordinary, and indicatedhow seriously the House of Saud took thecrisis.25 e placement of the subcom-mands was due to Arab pride which dic-tated that they hold positions in the frontline to ensure theirs would be the firstblood shed.

Although well equipped, and providedwith professional military advisors, theSaudi forces were still not up to Westernmilitary standards. Islamic holidays,daily prayers, and familial obligationsdramatically decreased the amount of training. e troops generally averagedan eighth grade education. e officerswere oen well educated and most spokeat least some English, but they were dis-couraged from independent thought or


Gen Khaled bin Sultan bin Saud, a princeof the Saudi royal family, was the Joint Forces Commander and General Schwartzkopf’s opposite number. Joint Forces Command was composed of theCoalition’s Islamic members forces: Saudi

Arabia, Egypt, Syria, and others. The Bat-tle of al-Khafji was the first conflict onSaudi soil in decades; as a result GenKhaled was pressured to end the battle de-cisively and quickly.

DVIC DA-ST-92-08034



Vehicle Type ArmamentTop

Speed

AMX-0

05mm main gun

Coax .7mm MG7.6mm MG

65kph

M-6005mm main gunCoax 7.6mm MG.7mm MG

8kph

LAV-5

5mm main gun x 7.6mm MG troops

orTOW- ATGM

00kph

V-50

.50 caliber MG6-8 troops

or troops

TOW- ATGM

88kph

M-

.7mm MG troops

or troopsTOW ATGM

6kph


action until given battalion-level com-mand. ey faced tremendous pressureto keep their superiors happy. As CaptainJoseph Molofsky, 3d Marines liaison offi-cer tothe 2d Brigade ofthe Saudi ArabianNational Guard, noted: “It’s all make orbreak. You displease your senior andyou’re done forever. You make him happy

and he sends you on vacation to Europe.Literally.”26 Saudi forces were untested in1991, having last seen action in the 1920s.ere was serious concern about howwell they would perform in battle.27

As Desert Shield progressed, addi-tional liaison elements were attached tothe Saudi forces. United States Army Spe-cial Forces teams were attached to Min-istry of Defense and Aviation forces at thebrigade level, and the Marine Corps as-signed 1st Air-Naval Gunfire LiaisonCompany (1st ANGLICO) teams

throughout Joint Forces Command-East.28 When it became clear that the 1stMarine Division would be fighting besideSaudi forces, the division’s commander,Major General James M. Myatt, ordered

his assistant division commander,Brigadier General omas V. Draude, totake primary responsibility for liaison du-ties.29 Brigadier General Draude used 3dMarines, the Marine unit nearest to JointForces Command-East units, as the pri-mary focus of his liaison effort. AsColonel John A. Admire, commander of

the 3d Marines, noted:

We were the only U.S. combat forcelocated on the eastern coast. Nowthe significance of that of course isthat we continued to train withCoalition forces. We were the divi-sion’s primary instrument from Oc-tober-November-December andthrough January of training withthe Saudis and training with theQatari forces.

Colonel Admire assigned CaptainMolofsky, an officer with previous expe-rience in the Middle East serving with theUnited Nations on the Sinai Peninsula, asthe 3d Marines liaison officer to the 2dBrigade, Saudi Arabian National Guard.30

From the beginning, there was tensionbetween the Marines and the Saudis.“e Marines felt that they needed to gettheir own eyes on,” Captain Molofsky ex-plained. “ey couldn’t trust the Saudis.e Saudis were insulted that the Marinesdidn’t trust them.”31 is situation was ex-

acerbated in January 1991 when 3dMarines was given the duty of protectingthe town and airfield of al-Mishab. Pre- viously al-Mishab had been part of JointForce Command-East’s area of opera-tions; placing it within the Marine area of operations, especially as the United Statesbegan to use the airfield, implied a lack of faith in Saudi military capabilities on thepart of Marine commanders.32

In addition to the U.S. Army advisorsand Special Forces teams assigned to theSaudi forces, commanders attached air-naval gunfire liaison teams to coordinateMarine air and artillery support for theSaudis. Specifically, 1st ANGLICO wasattached to Joint Forces Command-East,and in turn the company assigned sup-porting arms liaison teams to Saudibrigades and fire control teams to Saudibattalions. ese teams worked closely with their Saudi counterparts, developingexcellent working relationships.33

On the eve of the battle of al-Khai,

Coalition Armored Vehicles



American and Saudi forces had workedand trained together for five months.ere was some unease between the twoforces, but both sides had made a con-certed effort to overcome it. e Iraqi invasion would put those efforts to the test.

Ra’s al-Khai

e Saudi coastal town of Ra’s al-Khai, more commonly know as al-Khai, lies approximately seven milessouth of the Saudi-Kuwait border. Beforethe war, the primary industries in thetown were oil and tourism, but it was es-sentially deserted just prior to the attack.General Khaled bin Sultan had orderedthe town evacuated in August because itwas too close to the Kuwaiti border toproperly defend.34 North of the townthere was a water desalination plant, andto the south there was an oil refinery, a

pier, and a small airstrip. Southeast, be-yond the town’s outskirts, was a SaudiArabian National Guard compound.

Ra’s al-Khai was particularly difficultto defend because the town lies to thenorth of extensive sabkhas or saltmarshes. As Captain Molofsky explained:“A sabkha is a patch of desert that hassome kind of underlying moisture thatcauses a thin, mud like crust to developon the top, which cracks in the heat, butit’s easily penetrated by a vehicle and very so underneath—you get stuck in it in ahuge way.”35 e sabkhas served to chan-

nel traffic onto the coastal highway, espe-cially the heavy vehicles needed to sup-port the logistics of large military forces.

Coalition DispositionsCovering deployed Coalition forces

were a series of observation posts strungout along the Kuwaiti-Saudi border. Eachpost was situated near a Saudi border fort,described by virtually every eyewitness asa “Beau Geste fort.” U.S. Navy Sea, Air,and Land (SEAL), Army Special Forces,and Marine reconnaissance teams

manned these posts in order to gather in-telligence on Iraqi forces in Kuwait.Placed at 10 to 20 kilometer intervals, Ob-servation Post 8 was set on the coast, Ob-servation Post 7, further to the west, withObservation Posts 2, 1, 4, 5, and 6 follow-ing the border until the “elbow” wasreached at al-Jathathil.*

Nearest to the coast, the Marine Corps’1st Surveillance, Reconnaissance, and In-telligence Group controlled Observation

Posts 8, 7, and 2.** e coastal highway ran between Observation Post 7 and Ob-servation Post 8, which gave those twoposts overlapping oversight of the mostlikely route into al-Khai. In addition tothe special operations teams, air-navalgunfire supporting arms liaison teamsalso occupied these observation posts.e 1st Surveillance, Reconnaissance, and


Photo courtesy of Capt Charles G. Grow

Saudi soldiers move through the evacuated border city of al-Khafji. Although the city’sarchitecture was relatively monotonous it offered civilized amenities and was a popular

stop for Coalition commanders and journalists.

*Most works on the Battle of al-Khafji list the ob-

servationposts slightly differently fromeast to west:

OP-8, OP-7, OP-1, OP-2, OP-4, OP-5, and OP-6.

Two important primary sources, the command

chronology of the 2d Light Armored Infantry Bat-

talion and the after action report of 1st AN-

GLICO/1st Surveillance, Reconnaissance, and

Intelligence Group both make clear that the order

should be the one given in the text.

**The 1st Surveillance, Reconnaissance, and Intel-

ligence Group (1st SRIG) was a unit responsible for

coordinating intelligence gathering operations, and

was subordinate to the I Marine Expeditionary

Force (I MEF) rather than the 1st Marine Division.

Its primary headquarters was with the I MEF head-

quarters, but it maintained a forward headquarters

in al-Khafji.

The crew of a Marine LAV-25 scans the desert. The LAV-25 was the backbone of the light armored infantry battalions, an untried concept prior to the Battle of al-Khafji. The bat-talions were used in a traditional cavalry role, providing a screen in front of the main bodyof I Marine Expeditionary Force.





Intelligence Group had a headquarters atthe desalination plant located to the northof al-Khai.36 e 1st Air-Naval GunfireLiaison Company, attached to JointForces Command-East, was a subordi-nate unit of the 1st Surveillance, Recon-naissance, and Intelligence Group, whichcoordinated closely in and around al-

Khai with the various units in theKuwaiti border area.

Task Force Shepherd (1st Light Ar-mored Infantry Battalion) of the 1st Ma-rine Division had companies on ascreening mission near Observation Post4 (Company D), Observation Post 5(Company B) and Observation Post 6(Company C). Only Observation Post 4had a Marine reconnaissance platoon inplace when the Iraqi attack occurred on29 January.37 * e 2d Marine Division’s2d Light Armored Infantry Battalion es-

tablished a similar screen to the east di-rectly in front of the al-Wafrah oil fieldsand Observation Post 1, between Task Force Shepherd and the Joint ForcesCommand-East area of operations alongthe coast.

Under the command of Major GeneralSultan ‘Adi al-Mutairi, Joint Forces Com-mand-East was further divided into task forces. Abu Bakr Task Force, comprisedof the 2d Saudi Arabian National GuardBrigade and an attached Qatari armoredbattalion, was responsible for al-Khai

and the surrounding desert. e 2d SaudiArabian National Guard Brigade’s 5thBattalion established a screen north of al-Khai and west of the coastal highway,behind Observation Post 7. Tariq Task Force, comprised of the nascent SaudiArabian Marines as well as a battalion of Moroccan infantry, was along the coastsouth of al-Khai. Further west was Oth-man Task Force, built around the 8thMechanized Ministry of Defense and Avi-ation Brigade. A battalion of the 8thBrigade served as a screening force be-hind Observation Posts 2 and 7. In addi-tion, further west in Joint ForcesCommand-East’s area of operation wasOmar Task Force, built around the 10thMechanized Ministry of Defense and Avi-

ation Brigade, with a battalion serving asa screen behind the border. e Saudimechanized screens were approximately three kilometers behind the border, whilethe main Saudi defensive positions wereapproximately 20 kilometers behind thescreen. 38

e I Marine Expeditionary Force’s

area of operations at this time was shapedsomewhat like a fat “L.” e leg of the “L”extended along the bend of the Saudi-Kuwaiti border f rom al-Jathathil to justeast of the oil fields at al-Wafrah and thefoot of the “L” extended south of JointForces Command-East’s area of opera-tions to al-Mishab and the airfield. Al-Mishab and the surrounding area wereheld by Task Force Taro, built around the3d Marines. e pillar of the “L” was heldby Task Force Shepherd and 2d Light Ar-mored Infantry Battalion, which

stretched along the border in a light ar-mored screen. Behind this screen was themassive Marine logistical base at Kibrit,which Lieutenant General Boomer, com-mander of I Marine Expeditionary Force,decided to place forward of the main Ma-rine combat forces, in order to speed theeventual attack into Kuwait. Kibrit wasrelatively vulnerable, and during the Iraqiattack on al-Khai, Brigadier GeneralCharles C. Krulak, commander of the Di-rect Support Command and the Kibrit lo-gistics base, would quickly call for

armored forces to establish positionsnorth of the base. ere is little indica-tion, however, that the Iraqis were everaware of the base, or its importance to fu-ture Marine operations in the region.39

Colonel Admire, responsible for thedefense of al-Mishab, was unconvincedthat Saudi forces between the Marinesand the Iraqis would fight if attacked. InJanuary, he began to run reconnaissancetraining missions into the town of al-Khai. Teams from the 3d Platoon, Com-pany A, 3d Reconnaissance Battalion,then attached to Task Force Taro, wouldinfiltrate the city by vehicle, usually humvees, establish an observation post,and then leave a day or so later. Unfortu-nately, these missions were not coordi-nated with the Coalition forces inal-Khai. is would have a dramatic im-pact during the Iraqi invasion, as CaptainMolofsky later noted: “I was unaware, [1stANGLICO’s Captain James R.] Bradenwas unaware, and the Saudis were un-

aware, that the Marines had reconnais-sance teams up in al-Khai.”40

Other Marine operations would leadto the Coalition’s success at al-Khai,however. In response to the difficultiesinvolved in defending Saudi Arabia froman Iraqi attack in the early days of Oper-ation Desert Shield, Marine planners had

developed Task Force Cunningham.ey designed it as a task organized, avi-ation only task force that would stop Iraqiground maneuver forces with concen-trated fire from the air, coveringthe with-drawal of Saudi and Marine forces alongthe coastal highway. Bell UH-1N Huey and AH-1W Super Cobra helicopterswould operate alongside North AmericanOV-10D Broncos and McDonnell Dou-glas AV-8B Harrier II fixed wing aircrain the task force. Joint Forces Command-East liked the plan, and it would serve as

the model for air support during the bat-tle.41

Artillery Raids

Aer the air campaign against Iraqbegan, I Marine Expeditionary Forcebegan a series of artillery raids againstIraqi forces in Kuwait. e first artillery raid occurred on the night of 21 January,and was fired from a location just north of al-Khai against enemy artillery positionsnorth of the border. Two subsequent raidsoccurred on the nights of 26 January and

28 January. e 26 January raid was nearthe “elbow” at al-Jathathil, while the thirdwas again from just north of al-Khai. Al-though Iraqi counter-battery fire was in-effective, there was a vehicular accidentduring the 26 January raid that resulted inthe death of three Marines.

e raids served multiple purposes.First, they were aimed at specific Iraqi ar-tillery forces; second they were designedto confuse and bewilder the Iraqis by making the ultimate Marine breachingpoints unclear; and third they permittedMarine air to strike against the Iraqi ar-tillery, considered Iraq’s most dangerousconventional asset, which inevitably replied with counter-battery fire.

Each raid followed the same basic pat-tern. A Marine artillery battery would advance to the border and fire a carefully planned barrage. As soon as the shellscleared the barrels, they would “limber”the artillery pieces anddrive away. Withinminutes, the firing location would be

* The 1st Marine Division’s 1st Light Armored In-

fantry Battalion was actually a composite organiza-

tion with companies from three separate light

armored infantry battalions. To encourage a sense

of identity in the ad hoc battalion, it was designated

Task Force Shepherd.



empty desert. When Iraqi artillery at-tempted counter-battery fire, it would fallon the abandoned position, and waitingMarine air would pounce on the revealedIraqi artillery and destroy it.

e composition of the raid forces fol-lowed a pattern as well. e ground ele-ment consisted of a battery of artillery

with a small security force and a company of light armored vehicles from one of thelight armored infantry battalions. e 3dMarine Aircra Wing provided an avia-tion element: usually an OV-10 aircraacting as an airborne forward air con-troller, a McDonnell Douglas F/A-18DHornet and two Grumman A-6E Intrud-ers to strike the enemy artillery sites, anF/A-18D and two McDonnell DouglasF/A-18 Hornets to suppress enemy air de-fenses, an F/A-18D as a forward air con-troller, and a Grumman EA-6B Prowlerto provide electronic counter-measuressupport.42 *

27-28 JanuaryDespite the danger of Coalition air at-

tacks, Saddam Hussein journeyed fromBaghdad to the southern Iraqi city of al-Basrah on the morning of 27 January,

where he met with two of his senior Iraqiofficers in Kuwait, General Aeeid KhlelZaky, commander of IV Corps, and Gen-eral Salah Aboud Mahmoud commanderof III Corps. Among others at the meetingwas the Minister of Defense, the chief of staff, their deputies, other members of thegeneral staff, and Colonel Aboud Haneed

Mahoud, commander of Saddam’s body-guard.43

Al-Basrah’s infrastructure was in ruins:“It was apparent on the road, which hadbig holes from the bombs and some de-stroyed military vehicles on the both sideof the road,” General Salah Aboud re-membered. “In al-Basrah region all thedamagewas clear and wenoticed iton thebridge, railroads, on the roads, on the fa-cilities…. And the streets were very dark,compared to before the war, when they were glowing.” At the military headquar-ters there was no power and small candlesdimly lit the rooms. General Salah did notrealize that he was to meet Saddam untilhe “saw the faces of the special guards.”44

At the meeting, the Iraqi president pre-sented the plan for the attack on al-Khaiand then gave his officers some words of inspiration. As General Hashem Sultanlater recalled, Saddam began by discussingIraqi military successes in the Iran-IraqWar. He said that success had come from

Iraqi willpower, despite Iran’s advantagesin personnel and material. en he dis-cussed the Coalition air campaign against“our factories, cities, and roads.” e airattacks had already lasted two weeks, heexplained, because the Coalition did nothave as much willpower as the Iraniansand was afraid to fight a ground war

against Iraq.45

He then told his officers that by inflict-ing casualties on the Coalition theywouldwin the war, and save the lives of thou-sands of Iraqi citizens. Waiting was not toIraq’s advantage, they must do somethingnow, implying that Iraq could not survivethe continuous air bombardment. Heconcluded with an old Iraqi proverb: “Inorder to be ready to fight the fox, youmust prepare to fight the lion.”46

General Salah Aboud Mahmoud,given command of the al-Khafji mission,informed Saddam that he would presenthim with the city as a present on themorning of 30 January.47 The meetingthen broke up and the Iraqi president re-turned to Baghdad, surviving an attack by two U.S. Air Force General Dynamics F-16 Falcons. The Air Force did not realizethey had hit Saddam’s convoy until afterthe war.48

General Salah Aboud returned toKuwait and met with his division and



Marines of Task Force Shepherd plan their next operation. In addition to screening duties, the light armored infantry battalions also provided security for the Marine batteries conducting artillery raids on Iraqi forces in Kuwait.

*TheF/A-18Dwas a twoseat version of theF/A-18.

It was often used to perform coordination duties or

to act as an airborne forward air controller.



brigade commanders at the 5th Mecha-nized Division’s headquarters, then at theoil facility of al-Maqoa. He instructed hiscommanders in tactics for counteringCoalition airpower and ordered them todig in quickly after reaching their objec-tives. He then passed on Saddam’s inspi-rational words and told them of hispromise to make Saddam a present of al-Khafji on the morning of 30 January. Fi-nally, he approved IV Corps’ request forartillery fire against the sector oppositethe 7th Infantry and 14th Infantry Divi-sions. The Iraqi forces then began to

move into position for the upcoming bat-tle.49

Warningse Coalition did have some indica-

tions that the Iraqis were planning some-thing. One of the E-8C Joint Surveillanceand Target Acquisition Radar System air-cra reported large Iraqi vehicle move-ments on the night of 22 January, andagain on 25 January. ese were only pre-liminary Iraqi movements, but it alsonoted the Iraqi movement on the night of 28 January, which was the direct prepara-

tion for the upcoming offensive.50

All three of the observation postsmanned by air-naval gunfire liaisonMarines (Observation Posts 2, 7, and 8)reported unusually heavy Iraqi activity onthe nights of 27 and 28 January. In addi-tion, the Marines reported “sporadic Iraqirocket and artillery fires were directed atthe city of al-Khai, the forward Saudi de-fensive belt, and the border observationposts, oen with illumination roundsmixed in.”51 On the night of 27 January,Marines at Observation Post 7 called in astrike on Iraqi “mechanized reconnais-


Ministry of Defense, United Kingdom, 1991, Modified by W. Stephen Hill



sance forces” moving in front of their po-sition, reporting two Iraqi armored per-sonnel carriers destroyed.52 Some Marineofficers considered the Iraqi movementsto be a response to the Marine artillery raids which had taken place on 21 and 26January.53

On the night of 28 January the re-

ported Iraqi mechanized movements co-incided with another Marine artillery raid. e teams at the desalination plantnorth of al-Khai, and at ObservationPost 8, each called for airstrikes on Iraqiforces they observed, but the artillery raid just to the west had the priority for airsupport.54 By 0315 on the 29th, the ar-tillery raid had concluded and air supportwas again available to the observationpost teams. At Observation Post 7, theair-naval gunfire supporting arms liaisonteam under Captain John C. Bley II called

a flight of Fairchild-Republic A-10 un-derbolt attack aircra in on a column of Iraqi armored vehicles moving westacross its front toward the al-Wafrah oilfield. e Iraqi column suffered heavy damage; Bley’s team reported nearly adozen vehicles destroyed. e team ob-served Iraqi soldiers trying to recover ve-hicles at sunrise.55 e team atObservation Post 2 also observed a largeIraqi force moving from east to west,which Coalition air power engaged. Allthree observation posts heard the move-

ment of the Iraqi vehicles for the rest of the night.56

One Coalition officer who realized, atthe time, that the Iraqis were preparingfor an offensive was Lieutenant ColonelRichard M. Barry, commander of the for-ward headquarters of the 1st Surveillance,Reconnaissance, and Intelligence Group.He closely monitored Iraqi radio trafficduring the airstrikes on 28 January and

decided that “the Iraqis put probably 150sappers out there to try and clear thatroad. [I] sensed they really wanted itopened. ey were obviously using thatroad as some sort of interior line like atGettysburg.”57 e information waspassed on to higher headquarters. Lieu-tenant Colonel Barry was right; the air at-tacks against the 3d Armored Division as ittried to pass through the Iraqi minefieldsof al-Wafrah paralyzed much of the divi-sion and General Salah Aboud spentmuch of 29 January trying to fix the

scheduling problems these attackscaused.58 When the division’s attacks fi-nally did fall on Observation Post 4 andObservation Post 1, they would be farweaker as a result.

Despite Lieutenant Colonel Barry’swarning that “this is it …the Iraqis wantKhai,” Central Command thought thepossibility of an Iraqi ground attack re-mote as attention was focused on the aircampaign and the expected ground of-fensive to liberate Kuwait.59

29 JanuaryOn the morning of 29 January, Gen-

eral Salah Aboud inspected the assembly areas of the 5th Mechanized Division, andfound fewer vehicles moving than he ex-pected, many being broken down along-side the road. He also found that thedivision’s deception operations wereworking well and he saw no sign thatCoalition forces knew of its movements.

He believed this was because “the orderwas given to take cover under the smokeclouds of the burning oil, and also thetanks, the armored personnel carriers,and the support weapons’ vehicles wereall deployed under the trees of al-aland were hard to see.”60

ings were going worse with the 3d Armored Division, especially with the division’s 6th Armored Brigade commandedby Colonel Ibdil Raziq Mahmoud. ebrigade had been pounded by Coalitionaircra the night before and it had lost at

least two tanks.“On the morning of 29 January, the

enemy started screaming and shoutingaer we completed deploying our forcesin the desert area; although the enemy had their reconnaissance technologiesthey were not able to notice our forces,”recalled Brigadier General Hussan Zedincommander of the 3d Armored Division.He added: “[Coalition aircra] started toattack our troops during the daylight, intheir concealed locations. ey tried toaffect our morale and cause damage in

order to make us too weak to execute themission.” 61


The Marines of 2d Platoon, Company A, 1st Reconnaissance Battalion, would spend much of their time in the desert at ObservationPost 4. Here they pose around an Iraqi T-55 tank captured on the morning of 30 January 1991.





e air attacks led General SalahAboud to conclude that the Coalition haddiscovered his brigade, and he expectedit would face stiff resistance at its objec-tives. He told the 3d Armored Divisioncommander, Brigadier Commander Hus-san Zedin, that the 6th Armored Brigadecould expect to face “tanks, anti-tank

weapons, and armored cars.” He orderedthe brigade to employ “a reconnaissanceassault a suitable distance ahead of themain convoy to get information about thestrength of the resistance of the enemy.”62

General Salah Aboud was wrong,however. Aside from Lieutenant ColonelBarry at 1st Surveillance, Reconnaissance,and Intelligence Group, the Coalition wasnot expecting an Iraqi attack, missingmuch of the Iraqi movement and inter-preting the movement that it did observeas either training exercises or reactions to

the Marine artillery raids. On the morn-ing of 29 January, the Iraqi III Corps andIV Corps had moved to their assembly areas successfully. Coalition air powerhad already inflicted significant losses,but those losses had resulted from routinestrikes in Kuwait and chance attacksagainst Iraqi forces caught moving in theopen. e bulk of the Coalition’s air effortremained focused elsewhere.

At al-Khai, the various special oper-ations and reconnaissance forces occupy-ing the city were proceeding with what

had become their normal day. For theair-naval gunfire liaison Marines, thismeant routine relief of the forward posi-tions. Captain Douglas R. Kleinsmith’ssupporting arms liaison team relievedCaptain Bley and his team at ObservationPost 7 in the early morning, and Bley’steam returned to the group headquartersat the water desalination plant north of al-Khai.

Less routine, but not surprising, wasthe capture of three Iraqi soldiers by Marines at Observation Post 8. All threewere in clean uniforms, and appeared tobe in good health, despite two weeks of Coalition airstrikes. First Lieutenant Kur-tis E. Lang, commander of the air-navalgunfire team at the post, thought they were forward observers; the Iraqis carriedmaps that detailed Iraqi and some Coali-tion positions, including ObservationPost 8. A U.S. Navy SEAL unit took charge of the prisoners and sent them tothe rear. Approximately 30 minutes aer

the team captured the Iraqis, the enemy fired a single tank shell at the position,causing no damage.63

Along the coastal highway there werealso indications of increased Iraqi activ-ity. At Observation Post 7, Captain Klein-smith reported Iraqi artillery six to eightkilometers in front of his position, whileat Observation Post 8, Lieutenant Lang

reported heavy vehicle noises.64 At 2000,Captain Kleinsmith directed a successfulA-6 attack on the two Iraqi artillery posi-tions, eliminating at least one of thesites.65

Outposts

Observation Post 4 was a two-story Saudi police post known as Markaz al-Zabr. To the north, along the border rana large berm approximately 15 feet high.e fort protected one of the few open-ings in the embankment.66 On 29 Janu-ary, Observation Post 4 was the only postthis far west that was manned; it was heldby 2d Platoon, Company A, 1st Recon-naissance Battalion, and a company of light armored vehicles.

The reconnaissance platoon had orig-inally been Deep Reconnaissance Platoon,Company C, 3d Reconnaissance Battal-ion, based on Okinawa. Comprised of volunteers, it had shipped out to the Mid-dle East in the initial rush to get Marines

to Saudi Arabia in September 1990. Withits parent battalion remaining on Oki-nawa, the platoon was absorbed into 1stReconnaissance Battalion.67

Nearly two weeks before, the platoon,commanded by First Lieutenant Steven A.Ross, was assigned to Observation Post 4.Working as a platoon was a welcomechange, since it had been previously as-

signed to various observation posts insmaller groupsalongside other Marine re-connaissance and Army special forcesteams. Supplies were running low, how-ever, and the platoon was to be relievedon 30 January. Lieutenant Ross had dis-persed his men along the berm, dividedinto three teams along a 500-meter front.Armed with M16 rifles, M249 squad au-tomatic weapons, M60 machine guns,and M136 AT4 antitank weapons, theMarines were not equipped to stop amajor Iraqi assault. Lieutenant Ross sta-tioned the platoon’s vehicles, fourhumvees and a 6x6 5-ton truck, behind aU-shaped berm approximately 500 me-ters to the rear of the observation post. Inthe event of a serious Iraqi attack, the planwas for the platoon to withdraw to the U-shaped berm, mount up, and move to therear while calling in airstrikes on theIraqis.68

Captain Roger L. Pollard’s Company D, 3d Light Armored Infantry Battalion,

Marine Corps Art Collection

The Saudi border fort at Observation Post 4 was known as “OP Hamma” to some Marines. The painting by Capt Charles G. Grow depicts the oil fields at al-Wafrah on fire following a Coalition bombing raid on 24 January 1991.



was attached to the 1st Light Armored In-fantry Battalion, designated Task ForceShepherd. It had 19 General DynamicsLAV-25 light armored vehicles dividedinto two platoons and a company head-

quarters element.* Each LAV-25 wasarmed with an M242 Bushmaster 25mmcannon and carried a four-man infantry fire team. A section of seven General Dy-namics LAV-AT light armored vehiclesfrom 1st Light Armored Infantry Battal-ion’s Headquarters Company was at-tached to Pollard’s company. EachLAV-AT was equipped with an Emerson901A1 TOW 2 [Tube launched, optically tracked, wire command link guided] anti-tank guided missile launcher, a thermalimaging system, and was manned by acrew of four. ey were the company’sprimary antitank asset.69

At 1200, Company D was ordered tomove to Observation Post 4 and act as a

screen for the evening. Captain Pollardconducted a reconnaissance and estab-lished his company and its attached LAV-

AT section northwest of Observation Post4 at around 1500. He created his fire plan,used a global positioning satellite deviceto precisely note his unit’s location, andmet with Lieutenant Ross. e liaison

with Lieutenant Ross would prove to beincomplete, as Captain Pollard did notknow that 2d Platoon had its own vehi-cles. is oversight would lead to misun-derstandings during the engagement.70

Night, 29-30 January At the Observation Posts

e first serious ground combat in theBattle of al-Khai occurred at Observa-tion Post 4. e 6th Armored Brigade of the 3d Armored Division was assigned to

strike through the gap in the berm, draw-ing attention away from the movement of the 5th Mechanized Division to the east.As General Salah Aboud later recalled:“e 6th Armored Brigade was ordered tomove forward from the heights above theal-Zabr [Observation Post 4] and they crossed the line at the eight o’clock atnight. And at nine o’clock and thirty min-utes they encountered enemy resistanceat al-Zabr, in Saudi Arabia.” 71



Maj Keith R. Kelly, Executive Officer, 1st Reconnaissance Battalion, and SSgt Gregory L. Gillispie, Platoon Sergeant, 2d Platoon, Com- pany A, 1st Reconnaissance Battalion, pose at the southern end of their position on the berm at Observation Post 4. One of the pla-toon’s bunkers can be seen to the right.

Maj Jeffery A. Powers (left), operations of-

ficer of 1st Light Armored Infantry Battal-ion (Task Force Shepherd) and Capt Roger L. Pollard (right), commander of CompanyD, 3d Light Armored Infantry Battalion(Task Force Shepherd) examine the after-math of the battle at Observation Post 4 onthe morning of 30 January 1991.

Photo courtesy of Col Jeffrey A. Powers

*Standard light armored infantry company organi-

zation was three platoons and a headquarters ele-

ment, but Company D had only four assigned

officers. To compensatefor the lack of officers,Cap-

tain Pollard organized the company into two pla-

toons and trained the company to operate as two

elements.




At 2000, Lieutenant Ross heard theclank of treads, then observed Iraqi ar-mored vehicles advancing through hisnight-vision device; it was a sizeable force.He attempted to contact his outlyingteams as well as Company D and the re-connaissance battalion headquarters by radio but got no response. Since contactearlier was no problem, there was a strongpresumption that the reconnaissance pla-toon’s radios were being jammed. Usingrunners, Lieutenant Ross alerted his pla-toon and continued trying to get throughand inform higher headquarters andCompany D of the oncoming Iraqiforce.72 Finally, at 2030, he made radio

contact and informed Company D that alarge mass of Iraqi vehicles, tanks, and ar-mored personnel carriers, were advanc-ing on Observation Post 4. CaptainPollard informed Task Force Shepherdand prepared his company to face thethreat.73

At the observation post, there ap-peared to be some confusion within Ross’platoon. Rather than simply retreating tothe U-shaped berm as planned, one of theteams opened fire on the oncoming Iraqiarmor with machine guns and antitank weapons. At the ranges involved, therewas very little chance that the Marineswould do any damage to an Iraqi vehicles

with their light antitank weapons. How-ever, the fire startled the oncoming Iraqis,who slowed or stopped as they heard the“ping” of machine gun fire on their tank hulls. In response to the reconnaissanceplatoon’s fire, the Iraqis began to fire back.eir fire was random and inaccurate, butthe volume was impressive. At the sametime, Iraqi communications jamming ap-peared to have stopped and LieutenantRoss was able to re-establish radio contactwith all three of his teams. He promptly ordered everyone to fall back to the U-shaped berm as previously arranged.74

To cover the reconnaissance platoon’swithdrawal, Captain Pollard led his 2d




Platoon’s light armored vehicles forward,along with half of the LAV-ATs. e planwas for 2d Platoon to advance in line toaid the reconnaissance platoon, while theLAV-ATs conducted a “bounding over-watch.” e LAV-AT had to stop whenthey fired. In order to provide cover forthe advancing LAV-ATs and LAV-25s,half of the LAV-ATs would stop, ready tofire, while the others advanced a shortway. e second group would then stopand cover the first group as they advanced, and so on. During the advance,

aer receiving permission, one of theLAV-ATs fired its antitank missile onwhat it believed to be an Iraqi tank. In-stead, the missile hit “Green Two,” one of

its fellows, a few hundred yards to itsfront.75

e missile penetrated the rear hatchof the armored vehicle and detonated the16 missiles stored in the rear compart-ment, completely destroying it in a hugefireball and killing its crew.76 “It camethrough the bottom, right, troop hatch onthis one,” Lieutenant David Kendall of Company D later said. It “hit all the othermissiles, I guess, and it was all a sponta-neous detonation. ere were no sec-ondary explosions. Nothing. is whole

thing just went up.”77

ere was confusion at this point, withsome Company D Marines believing the vehicle had been destroyed by Iraqi tank

fire and others not certain the vehicle hadactually been destroyed. e explosionobliterated it so completely that there wasnot enough wreckage le to register onnight vision devices. e crew did not re-spond to radio calls, but it was commonfor a radio to cease working. e fate of the LAV-AT would not be confirmeduntil the next morning.78

Captain Pollard and his 2d Platooncontinued forward, leaving the LAV-ATsbehind. He was finally informed thatRoss’ platoon had sufficient vehicles to

withdraw. Pollard’s platoon halted andbegan firing on the Iraqi vehicles withtheir 25mm guns. e reconnaissanceplatoon had observed the incident and


Two LAV-ATs from 1st Light Armored Infantry Battalion drive across the Saudi desert. The LAV-AT provided the heavy fire power of the battalion with its antitank missiles.


Photo courtesy of LtCol Charles H. Cureton

During the fight at Observation Post 4, LAV-AT “Green Two” was struck in the rear by an antitank missile fired by one of its fellows,causing the armored vehicle’s magazine of 16 missiles to detonate with catastrophic results. Four Marines were lost with the vehicle:Cpl Ismael Cotto, PFC Scott A. Schroeder, LCpl David T. Snyder, and LCpl Daniel B. Walker.



Lieutenant Ross was convinced thatCompany D wouldsoon fire on his troopsby mistake as well. He ordered the pla-toon to mount its vehicles and withdrawfrom the battlefield.

Aer Ross’ platoon had completed itswithdrawal, Company D’s 1st Platoonshied south of the 2nd Platoon in orderto support 2d Platoon’s fire against theIraqi forces advancing on the now-aban-doned observation post. Pollard’s com-pany then backed away from the border

but continued to engage the Iraqi armorwith missile and 25mm cannon fire. Al-

though the fire had little hope of damag-ing the Iraqi vehicles at the ranges involved, it served to disorient the Iraqitanks, which stopped and buttoned up asthe rounds ricocheted off their armor.e fire was also useful for marking Iraqi vehicles for incoming aircra. e com-pany’s executive officer, First LieutenantScott P. Williams, and Corporal Russell T.Zawalick, acted as forward air controllersfor a series of air strikes against the Iraqiforces, using this method of marking the

enemy.79

e battle at the observation post was

now under control as Coalition air sup-port arrived in large numbers. “At thatpoint, everything was going pretty well.”Lieutenant Kendall later noted, “Westarted getting the air in. It was hittingthe tanks down there, and we were justmarking for the air by firing our mainguns at the tanks and they were followingthe tracer rounds to them and hittingthem with the air.”80 Hearing reports of some Iraqi tanks attempting to cross theberm further south, Captain Pollard

withdrew the company approximately 5,000 meters from the observation post.

A section of Air Force A-10 under-bolts then arrived over the battlefield.Corporal Zawalick was controlling airsupport with live ammunition for the firsttime, but under Lieutenant Williams’guidance, he directed the incoming air-cra to their targets. But the A-10s werefinding it difficult to identify the Iraqis.Aer two failed attempts, a underboltdropped a flare, which landed next to“Red Two,” one of the company’s LAV-25s. Corporal Zawalick informed the A-10 the flare had marked a friendly position, and directed him toward theenemy from the flare. Meanwhile, a rifle-man jumped from “Red Two” to bury theflare, but as he did so the A-10 fired anAGM 65 Maverick air-to-ground missilewhich struck the LAV-25, destroying itand killing all of the crew that remainedinside save the driver, who was ejectedfrom the vehicle.81 e investigation con-


DVIC DF-ST-92-07825

An Air Force A-10A Thunderbolt patrols over the desert during the Gulf War. The aircraft carried AGM 65 Maverick air-to-ground missiles and was one of the primary providers of close air support during the Battle of al-Khafji.

An American flag flies from the burnt hulk of “Red Two,” which was destroyed by a mal- functioning air-to-surface antitank missile during the fight at Observation Post 4. Seven Marines were lost with the vehicle: LCpl Frank C. Allen, Cpl Stephen E. Bentzlin, LCpl Thomas A. Jenkins, LCpl Michael E. Linderman, Jr., LCpl James H. Lumpkins, Sgt Garett A. Mongrella, and LCpl Dion J. Stephenson.

Photo courtesy of Sgt Mark S. McDonnell



ducted by I Marine Expeditionary Forceaer the battle determined that the mostlikely cause of the incident was a mal-

function by the Maverick missile.82

Again there was confusion as Pollardtried to determine if “Red Two” had beendestroyed by friendly or enemy fire.“at’s the first time, the first time I gotscared,” he later remembered. “I didn’tknow what had happened. I didn’t knowwhere the bad guys were.”83 ere wassome worry that the Iraqis had penetratedthe berm and succeeded in out-flankingthe company. As a result, Pollard reor-ganized the company into a screen lineand pulled it back slowly.84

“e Marines, of that company, as thewhole battalion, were calm,” said thecommander of Task Force Shepherd,Lieutenant Colonel Clifford O. Myers III.“All of my conversations with CaptainPollard… were extremely calm and intotal control. Even aer the Maverick hit‘em.”85

Despite the calm demeanor that Lieu-tenant Colonel Myers observed, Pollard’scompany had lost one vehicle to fire from

its own air support and another was miss-ing. With massive amounts of air supportmoving to the border, and other compa-

nies ready and able to move into contact,Lieutenant Colonel Myers ordered Com-pany D to withdraw to the west and link up with Task Force Shepherd’s Company A, commanded by Captain Michael A.Shupp. Company D accomplished themaneuver shortly aer midnight on the30th. e remaining six LAV-ATs weretransferred to Company A, and Company D was reorganized and resupplied behindShupp’s company, which moved forwardto screen Observation Post 4.86

e Iraqi perspective on the battle’s

outcome at the observation post differedconsiderably from the American view.“Now this small [enemy] force consistedof armored vehicles equipped with a largenumber of the antitank weapons and thebrigade informed us they had destroyeda number of tanks, stopping the brigadeconvoy,” General Salah Aboud remem-bered. “So, I ordered those fighting theenemy, to stop the enemy forces and letthe brigade pass this resistance to the east,

and to move towards the brigade targetwithout stopping. [e] 6th ArmoredBrigade moved deep into Saudi Arabia

and the small resisting force was rolledover and the brigade caused a largeamount of damage.” 87 ere is no evi-dence that the flanking movement Gen-eral Salah described penetrated morethan a few hundred meters into SaudiArabia, and the 3d Armored Division’scommander did not mention it. “Al-though, our troops continued by movingtowards the targets, we faced a very strong ground resistance at al-Zabr sup-ported by the Air Force and helicoptersfrom the enemy.” As Brigadier General

Hussan Zedin reported: “At 8 o ’clock on29 January, we executed our duty and westayed in the area until the forces of Mo-hammad Al Qasim completed their duty and mission to occupy al-Khai.”88 *

Whether or not it had entered intoSaudi Arabia, the 6th Armored Brigadehad accomplished its primary mission.


* “Mohammad Al Qasim” was the honorific name

for the 5th Mechanized Division.

Map by W. Stephen Hill



“All the airplanes of the enemy were overthe brigade convoy and attacking the

area,” as General Salah explained. “ebrigade had succeeded in capturing com-pletely the attention of the enemy. Andthe enemy didn’t observe any movementof our troops to occupy al-Khai so atmidnight, I instructed the 3d ArmoredDivision to order the 6th ArmoredBrigade to go back towards Al Wahfraand their original positions.”89

Supported by air, the Marines of a lightarmored vehicle company and a recon-naissance platoon had stopped the attack

of an Iraqi armored brigade in its tracks.e two units suffered 11 casualties, none

of which was from enemy fire. eMarines at Observation Post 4 had notexperienced combat before the attack on29 January.

While the fight at Observation Post 4was taking place, a brigade of the 5th Mechanized Division attempted to crossinto Saudi Arabia through the berm nearObservation Post 1, then screened by Company A, 2d Light Armored Infantry Battalion, commanded by Captain Den-nis M. Greene. At 2115, it observed “60-

100 BMPs [armored personnel carri-ers]…moving south with arty.”* e com-pany called in air, reporting that AV-8sand A-10s engaged the Iraqi forces.90 ecompany then observed a 29-vehicle col-umn of Iraqi armor arriving at the berm.At 2320, Corporal Edmund W. Willis IIIknocked out one of the Iraqi T-62 tanks

with an antitank missile.91

Greene’s company continued to act asforward air controllers for strikes on theIraqi forces moving across the bermthroughout the evening. It received a sig-nificant amount of air power: five A-6s,two F-16s, two A-10s, and eight AV-8s,and reported 11 destroyed vehicles. Cor-poral Willis fired another missile at 0157,hitting the same T-62 as the Iraqis at-tempted to move it to the rear.92 Ataround the same time, the Iraqis haltedtheir attack and retreated back into

Kuwait.93

Further north, Company C, 1st LightArmored Infantry Battalion established ascreen between Observation Post 6 andObservation Post 5. Commanded by Captain omas R. Protzeller, it had asection of LAV-ATs attached, similar toPollard’s company at Observation Post 4.But unlike Company D, it had a sectionof General Dynamics LAV-Ms (a light ar-mored vehicle variant armed with anM252 81mm mortar) attached. Origi-nally, Protzeller’s company screen line

centered on Observation Post 5, but early on the evening of 29 January, the com-pany had fired its mortars at suspectedIraqi forward observers. As a result,Major Jeffrey A. Powers, Task Force Shep-herd’s operations officer, ordered thecompany to withdraw from the berm inorder to forestall any retaliatory Iraqi ar-tillery fire.94

Protzeller’s company observed the



The remains of two of the 6th Armored Brigade’s T-62 tanks, destroyed on the night of 29 January 1991, lie abandoned on the sand in front of Observation Post 4. The Iraqissuffered severe materiel and equipment losses during the four-day Battle of al-Khafji.

A Marine LAV-AT is positioned behind the sand berm that separated Saudi Arabia fromKuwait. Built to control the wanderings of nomadic Bedouin tribesmen, the berm offered a convenient demarcation of the border between Saudi Arabia and Kuwait. Ob-servation Post 5 can be seen in the background.

Photo courtesy of Cpl Kenneth J. Lieuwen

* Most sources confuse Observation Post 1 and Ob-

servation Post 2, but according to both the 2d Light

Armored Infantry Battalion’s command chronology,

and the 1st ANGLICO’s after action report, Obser-

vation Post 1 wasin 2d LightArmoredInfantry Bat-

talion’s area of operations and Observation Post 2

was in the Joint Forces Command-East area of op-

erations. Most likely, this confusion resulted from

the use of two conflicting methods of numbering

the border observation posts. Originally, U.S. Army

Special Forces teams numbered the observation

posts as they occupied them, in chronological se-

quence rather than geographic sequence. The

Marines later attempted to regularize the observa-

tion post designations, but the new system did not

stick and only served to confuse the issue.



fighting taking place to the south aroundObservation Post 4, but did not take partin the fightuntil around 2230 when itwasordered to occupy Observation Post 5 as

a blocking force. Shortly thereaer, thecompany was informed that approxi-mately 70 enemy vehicles were movingtoward Observation Post 6, and it was or-dered to block that position. Travelingalong the berm, Protzeller’s company advanced north cautiously; each platoontook turns covering the other. As it advanced the company fired antitank mis-siles at a group of Iraqi vehicles it spottedon the Saudi side of the berm. Once thecompany reached Observation Post 6,around 0100, it settled in and calledairstrikes on the Iraqi infantry, who hadoccupied the post and on their vehiclesthat had retreated back to the Kuwaiti sideof the berm. In the morning, manyof thedemoralized Iraqi soldiers surrenderedwith little fuss, others having apparently withdrawn.95

e 2d Light Armored Infantry Battal-ion’s fight at Observation Post 1, andCompany C, 1st Light Armored Infantry Battalion’s fight at Observation Post 6

both ended early on the morning on 30January, but the enemy made one lastgasp at Observation Post 4 just aer thesun rose at 0720. ere Task Force Shep-

herd’s Company A, under Captain Shupp,called in airstrikes from Air Force A-10sand Marine Corps F/A-18s. e air at-tack smashed this final Iraqi advance atthe outpost. 96

At dawn, Company A established ascreen on the berm while Company D re-covered its dead and secured Iraqi pris-oners. e morning light revealed fully the destruction caused in the previousevenings fight. Pollard’s company and itsattached LAV-AT section had lost 11Marines and two vehicles in the five hourbattle at Observation Post 4, but de-stroyed approximately 22 Iraqi tanks andarmored personnel carriers and killedscores of Iraqi soldiers. When the recov-ery effort was complete, Company Awithdrew and Company D reestablishedits position at Observation Post 4, whichit was to hold for another 10 days.97

Assault on al-Khai

At Observation Post 2, Captain David

W. Landersman and his air-naval gunfireteam heard a large number of vehiclenoises approaching their position. Keenly aware of the fight at Observation Post 4 to

their west, they requested air support butabandoned the outpost before the air sup-port could be diverted from the fight atthe western observation post.98 Mean-while, Iraqi artillery began firing on Cap-tain Kleinsmith and his team atObservation Post 7, as well as south alongthe coast road. e two teams reportedthat the artillery fire was a combination of illumination and high explosive rounds.99

As Captain Kleinsmith’s team wasbeing shelled by the Iraqis, a mechanizedIraqi force attacked Observation Post 8and Lieutenant Lang’s team with “intensedirect machine gun, recoilless rifle, andtank main gun fire.”100 ree differentgroups were stationed at ObservationPost 8: Lang’s fire control team team; aU.S. Navy SEAL detachment; and a teamfrom 3d Force Reconnaissance Company.“Aer numerous illumination rounds,pop-up flares, and mortar rounds FireControl Team 9 [FCT], south of OP-8,was overrun by APCs [armored person-


Photo courtesy of Cpl Kenneth J. Lieuwen

Iraqi prisoners of war huddle near a fire to keep warm, while Marines of Task Force Shepherd examine the prisoner’s weapons, an AK-74, RPK-74, two pistols, and two grenades. Although some prisoners were captured by Marine and Saudi forces during the Battle of al-Khafji, they did not surrender in the vast numbers taken during the later advance into Kuwait.




nel carriers] with the SEALs from OP-8retreating just in front of the enemy APCs.” 101 Despite the heavy fire, all threeteams managed to evade the Iraqi assaultand fell back without suffering casualties.e SEAL and reconnaissance teamspulled back to al-Mishab, and LieutenantLang’s team joined 1st Surveillance, Re-

connaissance, and Intelligence Group atthe desalination plant. 102

ree Saudi battalions had formed ascreen along the Kuwaiti border in JointForces Command-East’s area of opera-tions. eir orders, according to GeneralKhaled, were clear: “to observe the move-ment of Iraqi troops and report the ap-proach of hostile columns. ey were notto engage the enemy or risk being takenprisoner. I did not want to give Saddam apropaganda victory. If the Iraqis crossedthe border, they were to rejoin our main

force further south.”103

e 5th Mechanized Battalion of the2d Saudi Arabian National GuardBrigade, commanded by LieutenantColonel Naif, had responsibility for thecoast road and the surrounding area. eroad itself was not covered; the vehicle as-signed to it was repositioned closer to therest of the unit, and the battalion was notin communication with the variousAmerican forces stationed in al-Khaiand the border observation posts. As thebattalion advanced down the coast road,

it came under enemy artillery fire, andpulled back before the Iraqi advance

without offering any resistance. Two bat-talions from the 8th and 10th Saudi Ara-bian National Guard Brigades, screeningfurther inland, executed similar move-ments.104 Unopposed by ground forces,the Iraqi 15th Mechanized Brigade drovesouth into al-Khai, although it wasstruck by an Air Force Lockheed AC-130

Spectre gunship and Marine AH-1WSuper Cobras.105

“As the APCs overran the forward po-sition tank main gun and mortar roundsbegan impacting in the area of the de-salinization plant that SALT 5 [Support-ing Arms Liaison Team 5] and SRIG[Surveillance, Reconnaissance, and Intel-ligence Group] forward occupied,” Cap-tain James R. Braden of 1st ANGLICOexplained. “SRIG [Surveillance, Recon-naissance, and Intelligence Group] for-ward ordered all teams in the city to pull

out and head for the ‘safehouse’ in al-Khai. A hasty meeting was held justsouth of the desalinization plant betweenFCT 9 [Fire Control Team 9] and SALT 5[Supporting Arms Liaison Team 5] toconduct a head count and confirm therendezvous at the safehouse in the south-ern part of the city of Khai.”106

Lieutenant Colonel Barry’s group andLieutenant Lang’s team withdrew fromthe desalination plant to the southernoutskirts of al-Khai and established anobservation post in a water tower, but the

advancing 15th Mechanized Brigadeforced the units to withdraw again.

Barry’s group headed south to al-Mishab,while Lieutenant Lang’s team rejoinedother 1st ANGLICO teams with theQatari brigade.107

Stationed on the east side of al-Khai,near the beach, was a unit of SaudiMarines. Designed to emulate U.S.Marines, this newly formed Saudi force

lacked equipment and their AmericanMarine advisors who had not yet joinedthem. As Captain Molofsky later ex-plained, they were “camped out—basi-cally functioning at very low ebb.”108JointForces Command-East ordered the unitto withdraw just aer midnight to al-Mishab and they took no further part inthe battle.109

At this point in the battle, some bitter-ness arose on the part of the Saudis con-cerning the amount of air support beingallocated to Joint Forces Command-East

forces. In the face of the Iraqi advance,Major General Sultan “repeatedly calledon the U.S. Marine Corps for air strikesto stop them.” As General Khaled later re-counted: “He was in close touch with theMarines because they shared a sector.ey had trained together and an Amer-ican liaison officer was attached to hisheadquarters. But in spite of his pleas, noair strikes had taken place. Coalition air-cra had not moved.”110 e resentmentcan be attributed in part to poor commu-nications. Shortly aer midnight, Major

General Sultan had called for airstrikesagainst the 15th Mechanized Brigade as it

During exercises prior to the beginning of the war, Marines rush to load antitank missiles onto an AH-1W Cobra of HMLA 369. TheCobras provided extensive close air support during the Battle of al-Khafji, both at the observation post battles and in the town proper.




drove south to al-Khai. He claimed“that there had been no air attack,” whenin fact an attack had taken place againstthe Iraqi column.111 But primarily theSaudi impatience arose from differingpriorities. e Americans viewed theIraqi occupation of al-Khai as a minorinconvenience that would soon be recti-

fied, but for the Saudi kingdom it was anassault on their own sacred soil.

Saudi impatience could explain theperception of lack of air support, as wellas inexperience in modern air-ground co-operation that the battle required. How-ever, the Marines working alongside JointForces Command-East also supportedthe Saudi belief. As Captain Braden laterwrote: “Little air support was available tothe [Joint Forces Command-East] forcesas the priority of effort was with theMarines to the west in repulsing the at-

tack of the Iraqi 1st Mechanized Divisionand elements of the 3d Armored Division.e Marine fight had preceded the JFCEfight by a couple of hours and would re-main the focus of effort throughout thenight.”112

e fight at Observation Post 4 at-tracted the attention of Coalition aircraright away. A later Air Force study found:“Marine and Air Force CAS [Close AirSupport] began to arrive in front of OP-4by 2130 local time. By 2300, three AC-130gunships, two F-15Es, two … F-16Cs, and

four A-10s had joined the battle at OP-4.”113 Despite the rapid response to thefighting at Observation Post 4, all sourcesagree that the tactical air control centerdid not respond promptly to the initialIraqi attacks. By most accounts, it was notuntil Brigadier General Buster C. Glos-son, the director of campaign plans, en-tered the center on a routine check of current operations that someone thoughtto wake up Lieutenant General Charles A.Horner, the Joint Force Air ComponentCommander. Prior to that time, althoughthe 3d Marine Aircra Wing had re-sponded to Marine calls for air supportwith alacrity, the tactical air control cen-ter remained focused on the evening’sstrikes into Iraq. Once awakened, Gen-eral Horner realized that this was a majorIraqi offensive, and a wonderful opportu-nity to strike at Iraqi forces while they were on the move and vulnerable. He re-focused the Coalition air effort intoKuwait accordingly.114

Much of the Marine air support for al-Khai fell on the Cobras of Marine LightAttack Helicopter Squadron 369, com-manded by Lieutenant Colonel MichaelM. Kurth, and Marine Light Attack Heli-copter Squadron 367, commanded by Lieutenant Colonel Terry J. Frerker.115 Be-cause the arrangement with Joint Forces

Air Component Command le Marinehelicopters totally in support of the Ma-rine air-ground task force, the Cobraswere able to respond rapidly to the Iraqioffensive. Eight AH-1W Cobras re-sponded to initial calls from the air-navalgunfire liaison Marines, ensuring that theIraqi advance into al-Khai was not un-opposed. Not long aer 0100 on the 30th,a flight of four Cobras from Kurth’ssquadron, led by Major Michael L. Steele,engaged in a gun duel with six Iraqi ar-mored personnel carriers on the coast

road, reportedly pitting the helicopters’20mm Gatling guns and 2.75mm rocketsagainst the armored personnel carriers’73mm main guns.116

Two AH-1Ws from Frerker’ssquadron, led by Major Gary D. Shaw,had an even more hair-raising experience.Launching from al-Mishab to provide airsupport at Observation Post 4, they foundthemselves circling and waiting for a for-ward air controller to provide them withtargets. Eager to support the Marines onthe ground, they over stayed their fuel

limits and attempted to reach the logisticsbase at Kibrit, only to find themselves fly-ing over an Iraqi armored column whichfired on them. ey then attempted to di- vert back to al-Mishab, but their naviga-tion equipment malfunctioned and they landed instead at the al-Khai oil refinery.is was a stroke of luck. ey refueledtheir aircra from the refinery’s suppliesas the Iraqis marched into the city. eunidentified fuel worked well and they were able to return to base.117

Another flight of Cobras, led by Cap-tain Randal W. Hammond, destroyedfour T-62 tanks. When nine Iraqi soldierswaved white flags and indicated they wished to surrender, they used their heli-copters to “round ‘em up like cattle” untilMarines on the ground could secure theprisoners. Iraqi artillery fire forced thesection to withdraw, but not before oneCobra destroyed a final T-62 with a wire-guided missile. e explosion caused “itsturret toflip upside down and land on the

open hole like a tiddlywinks,” CaptainHammond later recalled.118

A little aer noon on the 29th, theIraqis also dispatched 15 fast patrol boatsfrom Ras al-Qulayah, as a U.S. Marineraiding force was taking Maradim Island.Apparently intending to land comman-dos at al-Khai in support of 5th Mecha-

nized Division, the Iraqi boats wereintercepted by Royal Air Force SEPECATGR-1A Jaguar aircra and Royal Navy Westland HMA.8 Lynx helicopters fromHMS Brazen, Cardiff, and Gloucester .Other Coalition aircra then continuedthe attack, destroying or severely damag-ing all of the Iraqi boats and landingforces.119

At Observation Post 7, Captain Klein-smith continued to call for fire whileforming a defensive perimeter with theU.S. Army Special Forces and Marine 3d

Force Reconnaissance teams. An OV-10Bronco arrived over the battlefield andworked with Captain Kleinsmith as theairborne forward air controller. He foundit difficult to control airstrikes because thelocation of friendly forces was unclear.Looking north of the border, CaptainKleinsmith directed Intruder and Harriersections in a strike against Iraqi artillery positions, while a flight of Cobras circledabove. He thought the Cobras would prevent his team from being overrun as Ob-servation Post 8 had been, and he was

“trusting that their sheer intimidationwould keep the enemy away from his po-sition.” But as the Cobras circled over-head, the soldiers and Marines listened asIraqi vehicles moved in the darknessaround their position.120

Captain Kleinsmith had been kept in-formed as the other air-naval gunfireteams withdrew through al-Khai. Whenthe Cobras circling above his positionwere forced to return to base due to lowfuel, Captain Kleinsmith and the leadersof the other two teams at ObservationPost 7 decided there was little reason toremain in place. e Special Forces teamhad two escape and evasion routesplanned: one east to the coastal highway and then south to al-Khai; the othertraveling west to Observation Post 2 andthen south across the desert. Both routesappeared to be cut off by Iraqi forces, soCaptain Kleinsmith led the teams’humvees south, directly into the sabkhas.He hoped the heavier Iraqi armor would





not follow them into the salt marsh.121

e teams departed at 0230 as Iraqi ar-tillery fire briefly pursued them. ey suf-fered no casualties. Kleinsmith’s groupremained in radio contact with the OV-

10, which was now free to call in airstrikesaround the observation post. As it drovesouth it discovered “the remnants of theSANG [Saudi Arabian National Guard]screening force camps, complete withboiling tea on the fires just outside theirtents.”122 At approximately 0330, Klein-smith ordered a halt, worried that theteams might come under friendly fire if they attempted to join up with a Saudiunit in the darkness. ey remained deepin the salt marshes until daybreak.123

e Iraqi ViewAt 1800 on 29 January, General Salah

Aboud shied from his main headquar-ters to his mobile headquarters so hecould better control the upcoming battle.Despite Coalition air attacks, as night fellon the 29th the Iraqi offensive was pro-gressing according to plan. At 2000, the various brigades of the 5th Mechanized ,1st Mechanized , and 3d Armored Divi-sions crossed their lines of departure and

began the attack. As General Salah Aboudlater observed: “e troops faced somedifficulties executing these missions. eterritory of one mission faced the road,which was hard for all the mechanized

equipments to use, and for that reason,this mechanized brigade didn’t have an-other choice, except to occupy their tar-gets by walking. Still, all the troopsreached the targets on time. And this ac-tually deceived the enemy.”124

In particular, the 15th Mechanized and26th Mechanized Brigades of the 5th Mechanized Division passed through Ra-gawa at 2000. At this point, the Iraqi ar-tillery began firing flares that they coulduse to navigate through the desert. Whilemoving into position they observed the

withdrawal of Coalition forces from theborder observation posts.125 Although theIraqi mechanized forces had difficulties inthe sabkhas, they reached their objectiveson time. A convoy from the 22d Mecha-nized Brigade met no resistance at Saudiborder stations, and its arrival along thebeach completed the encirclement of al-Khai. e 26th Mechanized Brigade, en-countering no resistance, returned to itspositions in Kuwait aer its role of de-

fending the Western flank of the 15th Mechanized Brigade was complete.126

General Salah Aboud kept his prom-ise, delivering the city of al-Khai at 0200on the 30th as a present to Saddam Hus-

sein. e supporting attacks had all runinto heavy resistance and been stoppedwith high loss of life, but al-Khai was inIraqi hands. Now the Iraqis had to decidehow long they needed to hold the city inorder to accomplish their objective of provoking a major ground war.

e Iraqi Army Chief of Staff thencontacted General Salah Aboud andasked for his predictions and recommen-dations. e general replied that “whenthe enemy discovers the size of my force,he will focus his air effort on it,” but that

“the time we have until morning will notbe enough to pull back from al-Khai.”General Salah recommended that histroops pull back the next night, theevening of the 30-31 January, “aer thisgreat victory we achieved without any damage.” He noted “the first night waspassed without any specific operationsfrom the enemy side.”127

Although the Iraqis occupied al-Khai, they were not alone. e 3d

Photo courtesy of LtCol Douglas R. Kleinsmith

Capt Douglas R. Kleinsmith poses with his air-ground liaison team. Capt Kleinsmith is on the left, and to the right are Cpl John D.Calhoun, Cpl Steve F. Foss, and Cpl Edward E. Simons, Jr. On the night of 29-30 January 1991 Kleinsmith’s team was cut off from Coali-tion forces by the Iraqi advance. They evaded the enemy by maneuvering through the sabkhas and returned to Coalition lines.



Marines had a pair of reconnaissanceteams in the city on 29 January; they hadnot le with the air-naval gunfire and spe-cial operations forces. ey were in con-tact with their platoon commander,Captain Daniel K. Baczkowski, at 3dMarines’ headquarters, who had in-formed the 3d Marines commander,

Colonel John Admire, of the teams’ loca-tions. Colonel Admire ordered the teamsto remain in place.128

Corporal Lawrence M. Lentz com-manded a seven-man team comprisingCorporals Scott A. Uskoski, Scott A. Wag-ner, Lance Corporals Marcus C. Slavenas,Alan L. Cooper, Jr., Jude A. Woodarek,and Hospital Mate Carlos Dayrit. Corpo-ral Charles H. Ingraham III commandeda six-man team consisting of CorporalJeffery D. Brown, Lance Corporals HaroldS. Boling, David S. McNamee, Patrick A.

Sterling, and Hospital Mate 1st ClassKevin Callahan. e teams were part of 3d Platoon, Company A, 3d Reconnais-sance Battalion. Company A had been at-tached to 1st Reconnaissance Battalionfor Operations Desert Shield andStorm.129

e intent of the 3d Marines’ staff wasthat these teams, hidden within the town,would provide a valuable view of the city during a counterattack. However, in prac-tice theywere a liability, as Captain Molof-sky later explained. eir presence

affected the “ability to conduct thecounter-attack, because we’re not evensure where they’re at,” he said. “ey didnot even have restricted fire areas aroundthem. Well, maybe they did, maybe they didn’t. But that wasn’t translated to us, sothat when we want to do this counter at-tack and want to prep it with artillery; we

don’t know where the Recon teams are.”130

The teams were not aware of these is-sues. They carefully prepared their observation posts, set out claymore mines incase the Iraqis discovered their positions,and attempted to call artillery fire andairstrikes on the Iraqi forces they ob-served. They were not always successful;artillery support was sometimes refusedbecause the teams did not know whereSaudi or air-naval gunfire units were, andair support was still being sent primarily to the fight at Observation Post 4.131

30 JanuaryBy the morning of the 30th, the fierce

battles of the night before had ended. Itbecame clear that the Iraqis had halted,and while the fighting had been intensefor those at the front, for the I Marine Ex-peditionary Force staff the Iraqi offensivele a feeling of bemusement. At themorning briefing on the 30th, GeneralBoomer observed: “Other than our losses,I am not unhappy with last night. It pro-ceeded as it should…. My only concern is

that we get something out to kill [the Iraqiforce] before it gets back up intoKuwait.”132 “I believe that my feeling,” hesaid later, “was that if they’re trying thatnow, they’re going to play right into ourhands.… en as it became clear that they were trying to do something of signifi-cance we began to react. I think by that

point the MEF staff was at the point whereit could handle this kind of thing withoutit being some huge crisis.”133

General Khaled had a less sanguine view of the invasion. e Saudis under-stood how easily Saddam could turn evena battlefield disaster into a propaganda victory. ey simply could not accept theloss of Saudi territory, even for a shortwhile. When he received the news of theattack he “felt a great deal of anxiety.”134

King Fahd ibn Abdul Aziz of Saudi Ara-bia was oen in contact. “King Fahd

wanted quick results, and rightly so. Hewanted the enemy force expelled at once.He wished to deny Saddam the chance of showing the world that he could invadeSaudi Arabia and get away with it. Hetelephoned me a number of times, callingfor action.”135 Faced with such pressureGeneral Khaled did not consider al-Khaia minor skirmish.

Asdawn broke in the sabkha west ofal-Khai, Captain Kleinsmith’s small caravanspotted unidentified tanks in the distance.His men mounted up and proceeded


Cpl Charles H. Ingraham’s reconnaissance team used this building in al-Khafji throughout the battle as their observation post. Althoughthe team was not discovered by the Iraqis, the building was hit by fire from Iraqis and Saudis during the night engagements, as well asshrapnel from American air and artillery strikes.

Photo courtesy of Cpl Charles H. Ingraham III



south to Saudi Arabian lines. At thispoint, the Special Forces and 3d Force Re-connaissance teams departed for al-Mishab, while Captain Kleinsmith and hisMarines moved to the 2d Saudi ArabianNational Guard Brigade headquarters, joining the main body of 1st ANGLICO.136

Meanwhile, other 1st ANGLICO teamswere spread among the Saudi and Qatariforces that were preparing to retake thecity and push the Iraqis back into Kuwait.Captain Mark S. Gentil’s Supporting ArmsLiaison Team 5, First Lieutenant Bruce D.McIlvried’s Fire Control Team 13, and

First Lieutenant Kurtis E. Lang’s Fire Con-trol Team 9 were assigned to the QatariBrigade, commanded by LieutenantColonel Ali Saeed. Each of the fire controlteams joined with one of the brigade’s bat-talions, while the supporting arms liaisonteam acted as the fire support coordinator.Eachbattalion had a company of AMX-30tanks attached as well.137

Captain James R. Braden’s SupportingLiaison Team 6 was attached to ColonelTurki al-Firmi’s 2d Saudi Arabian Na-tional Guard Brigade. Captain Braden’steam acted as a central clearing house for

all supporting fire and allowed ColonelTurki to use the Marine communicationsnet to keep track of his battalions. FireControl Team 12, commandedby CaptainJohn C. Bley II, was assigned to the 8thBattalion, 2d Saudi National GuardBrigade, along with Captain Mark V. Dil-lard’s team from Supporting Arms LiaisonTeam 2. Dillard’s team originally was as-signed to a Moroccan unit south of al-Mishab but was called forward to assist inthe battle.138

Responsible for the defense of al-Khai and the coastal region, Saudi





Major General Sultan ‘Adi al-Matiri’s ini-tial plan of action was to cut off the Iraqiforces in al-Khai and convince them tosurrender. His intention was to avoid apotentially costly battle within the city. 139

To this end he dispatched the 5th Battal-ion, 2d Saudi Arabian National GuardBrigade, north of al-Khai as a blocking

force, supported by a company from the8th Ministry of Defense and AviationBrigade, equipped with M60 Pattontanks. He placed the Qatari Brigade, sup-ported by the 7th Battalion, 2d Saudi Ara-bian National Guard Brigade, in positionsto block the road south from al-Khai.140

Once established just south of the city,the Qatari Brigade began to engage tar-gets of opportunity within the city. A pla-toon of Iraqi T-55 tanks emerged andengaged the Qatari AMX-30s, resulting inthe destruction of three T-55s and the

capture of a fourth. Iraqi prisoners revealed that there was close to an enemy “brigade in the city and another brigadewas to join it.”141 In response, General Sul-tan bolstered the northern blocking forceby committing the balance of the 8thMinistry of Defense and AviationBrigade’s armored battalion. e south-ern force was reinforced with the 8th Bat-talion, 2d Saudi Arabian National Guard,in addition to M113 armored personnelcarriers equipped with antitank missilelaunchers from the 8th Ministry of Avia-

tion and Defense Brigade.142

At 1152 on 30 January, 1st Battalion,12th Marines, the Marine artillery battal-ion assigned to support the Saudi attack on al-Khai, reported it had already ex-pended 136 rounds of dual purpose im-proved conventional munitions and eightrounds of high explosive munitions.143

e Cobra attack helicopters of MarineLight Attack Helicopter Squadron 367continued to support the Marines alongthe frontier and in al-Khai. For the sameperiod, the squadron reported one tank,seven armored personnel carriers, one jeep, and one truck destroyed.144

At noon, Colonel Turki al-Firmi metwith Colonel Admire. Colonel Turki wasin command of the Saudi force specifi-cally tasked with retaking al-Khai. Cap-tain Braden, the 1st ANGLICO officerassigned to Colonel Turki’s brigade, ob-served the meeting. Colonel Admire toldColonel Turki that Marine reconnais-sance teams were still in al-Khai and

briefed him on the 3d Marine plan to re-move them from the city. Captain Bradenrecalled that “Col Turki stated that thecity was his and that he had a taskingfrom ‘Riyadh’ to rescue the Marine Reconteams…. Col Turki asked if the Marineslacked trust in the Saudi abilities to per-form their mission of defending their sec-

tor? e question of sector defenseseemed moot at this point as the Iraqiswere in control of al-Khai, but the mat-ter of trust between Coalition partnerswas in question.” 145 Admire agreed andoffered support.

Battery C, and later Battery A, 1st Bat-talion, 12th Marines, provided artillery fire, and a combined antiarmor teamfrom 3d Marines moved to the gas stationfour kilometers south of al-Khai.146 De-spite Saudi desires to fight the battle ontheir own, Marine air-naval gunfire liai-

son teams provided critical communica-tions to the Saudis and coordinatedartillery and air support. In addition, U.S.Army advisors from the Office of Pro-gram Manager for Modernization of theSaudi Arabian National Guard and civil-ian advisors from the Vinnell Corpora-tion fought throughout the battlealongside their assigned Saudi units.

Colonel Admire said that acting as thesupporting force was “one of the most dif-ficult decisions I’ve ever had to make.”147

e decision to have the Saudis lead the

attack to free al-Khai shaped the rest of the battle. Marines would observe andaid their Coalition partners, but the

Saudis and Qataris did the heavy fightingfrom this point on.148

As plans were being made to liberateal-Khai, another strange event in thebattle occurred. Two U.S. Army tractor-trailer heavy equipment transportersfrom the 233d Transportation Company drove into the city. e drivers were lost,

unaware that they were in al-Khai, andthat an Iraqi offensive had occurred. Oneof the reconnaissance teams watched inhorror as the two tractor-trailers droveinto town, only to be met by a hail of firefrom the Iraqis. e first of the twotrucks was disabled and crashed, Iraqi firehaving wounded its driver and assistantdriver as well as disabling the steering.e second truck performed “the fastestU-turn in history, like he was a VW bug”and fled.149 e Iraqis quickly over-whelmed and captured the two wounded

soldiers, Specialist David Lockett andSpecialist Melissa Rathbun-Nealy, whomwere quickly transported back to Kuwait.Specialist Rathbun-Nealy was the firstAmerican female soldier captured sinceWorld War II. e two were not freeduntil aer the war.150

Soon aer the Army trucks disap-peared into al-Khai, Major Craig S.Huddleston was informed of their disap-pearance. On Colonel Admire’s orders,3d Battalion, 3d Marines, established anoutpost, Check Point 67, south of the city

to coordinate with the Saudis. MajorHuddleston, the battalion’s executive offi-cer, was given command of the outpost.


The Saudi National Guard battalions, which freed al-Khafji from the Iraqis, employed Cadillac Gage V-150 Commando light armored vehicles, some of which were equipped with a M220 launcher for the BGM-71 TOW antitank missile.

DVIC DF-ST-91-04523



He quickly formed a patrol to enter thetown and recover the two soldiers; every one of the 128 Marines at the outpost vol-unteered to go, but he only took about 30Marines. Huddleston mounted the patrolin humvees, including antitank missile

and heavy machine gun vehicles, andheaded for the city.151

Al-Khai was still in a state of confu-sion. As the patrol raced into the town,they encountered some Iraqis but had nomajor fire fights. e Marines found thedisabled tractor-trailer, but not the miss-ing soldiers despite shouts of “U.S.Marines, U.S. Marines!” ere was ashort engagement with Iraqi armoredpersonnel carriers, which Major Huddle-ston directed a pair of Cobras against.e patrol also found a destroyed QatariAMX-30 tank and its dead crew. Disap-pointed, the Marines returned to the out-post. “We wanted to get them [themissing soldiers] pretty bad,” Major Hud-dleston later said.152

Journalists, prevented by the prevail-ing press system and Saudi prohibitionsagainst observing the battle in al-Khai,began to congregate south of the town.Several spoke with Major Huddleston andothers from the patrol, which led to a

misunderstanding. e Coalition ex-plained in press conferences that Saudiand Qatari forces were freeing al-Khai,but the journalists who spoke with MajorHuddleston mistook his brief patrol for amajor Marine assault. ey concludedthat the Marines were doing the majorfighting at al-Khai, but that the Coali-

tion was, for political reasons, givingcredit for the battle to the Saudis. ismyth was to persist; the belief that themilitary had lied to the press concerningal-Khai would sour military-media rela-tions long aer the Gulf War ended.153

Meanwhile, General Khaled arrived atthe Joint Forces Command-East head-quarters south of al-Khai. He was agi-tated, since King Fahd was pressuringhim to liberate the city as quickly as pos-sible. He also was upset about what heconsidered a lack of promised air from

the Marine Corps. He contacted GeneralHorner. “I told him I wanted air supportas well as strikes by B-52s to break upIraqi concentrations and prevent rein-forcements reaching al-Khai, even if itmeant diverting air assets from the aircampaign against strategic targets insideIraq. Minimize raids on strategic targetsand maximize them at al-Khai, I urgedhim.”154

General Horner saw the developingbattle as an opportunity to inflict maxi-mum losses on the Iraqis, but he did not

consider the B-52 to be the properweapon to use in this situation. He toldGeneral Khaled the same thing he rou-tinely told ground commanders: “Don’ttell me how to do the job. Tell me whatyou want done.”155

Unsatisfied, General Khaled phonedBrigadier General Ahmad al-Sudairy,Saudi Director of Air Operations, an houraer he spoke to General Horner. “Forgetabout the Joint Forces. If the U.S. AirForce or the Marines don’t come at once,I want you to take our air assets out of theCoalition and send them all to me! I needthe Tornados, the F-5s, everything you’vegot!”156 A few moments later the air as-sets General Horner had already desig-nated for al-Khai began to arrive.General Khaled was convinced his threathad worked and as General Boomer latersaid: “Ultimately, it was our air supportthat turned the tide for them.”157

In addition to his distress over the lack of air, the two Marine teams in the city

also presented General Khaled with aproblem. “I was extremely worried thatSchwartzkopf might use Americantroops, either U.S. Marines in an am-phibious attack or a heliborne U.S. Army unit, to free my town in my sector. eshame would have been difficult to bear.”Consequently, he ordered Major General

Sultan’s plan to talk the Iraqi’s into sur-rendering be abandoned, and an imme-diate assault launched against the city.158

Given orders from General Khaled toattack at once, General Sultan passed theorder to Colonel Turki, who in turn as-signed the task of assaulting al-Khai toLieutenant Colonel Hamid Matar’s 7thBattalion, 2d Saudi Arabian NationalGuard Brigade, supported by two Qataritank companies.159

Captain Molofsky, the 3d Marines li-aison officer, observed the Saudi prepara-

tions for battle. “Matar’s Battalion is justreally lined up on the road, you know –out into the desert a little bit, into Check Point 67. It’s a beehive.… And, Matar’sorders are to attack. And, that’s it, youknow—nothing else. Attack.” Matar’sbattalion had received the order to attack at 1600, but it was not in position until2000. Captain Molofsky observed thatMatar was “really nervous; smoking ciga-rettes, pacing back and forth.”160

ere was a 15 minute preparatory fireby 1st Battalion, 12th Marines, and then

the 7th Battalion literally charged forwardagainst al-Khai. “Out of nowhere, vehi-cles start up and people start driving for-ward,” observed Captain Molofsky, who joined the 7th Battalion for the attack.e Saudi battalion drove straight up themiddle of the road, but the Qatari tankspulled to the side as the force approachedal-Khai. As the first couple Saudi vehi-cles entered under the arches of the city,“the whole place lights up,” Molofsky said.“I mean a whole lot of directed fire,straight down the road … just a firestormof tracers, and tank main gun. And I no-tice a V-150 blow up, or it looked like itblew up, about 30 meters off to the side of the road.”161

e Saudi attack was disorganized andundisciplined; they expended massiveamounts of ammunition fired wildly intothe city, as 1st ANGLICO reported aer-wards. At one point, Qatari tanks firedon their Saudi allies although quick ac-tion by Captains Dillard and Gentil


Photo courtesy of Capt Charles G. Grow

The water tower in southern al-Khafji washeavily damaged during the battle. It wasa favorite target for both Iraqi and Sauditroops, and was strafed at least once by U.S. Marine Cobra helicopters.



ended the fire before any casualties weretaken. Still, the undisciplined fire andscattered assault was suspected to havecaused two Saudi deaths.162

Lieutenant Colonel Michael Taylorwas the U.S. Army advisor to the 7th Bat-talion and he aided Lieutenant ColonelMatar throughout the battle.163 rough-

out the night Saudi and Qatari soldiersfought against the Iraqi forces, sufferingfire so heavy that Taylor, a Vietnam War veteran, described it as “flabbergasting.”164

But the Saudis and Qataris did not hesi-tate to return fire, as Captain Molofsky noted: “Qatari tanks came back up theroad and were shooting up from behindand, at one point, the volume of fire gotso heavy that we all got out of the truck and took cover in a ditch and you knowthe Saudis were shooting TOW missilesup in the air. Once they started shooting,

they were shooting. I mean everybody was shooting at the max rate.”165

Despite their efforts, the 7th Battalionwas not able to retake al-Khai nor was itable to relieve the reconnaissance teamsstill trapped within the city.166 CaptainMolofsky later recalled the engagement’ssurreal conclusion: “We pulled back intodefilade in a small depression, just south

of the city, and they [the Saudis] got out of the vehicles and they put their cloaks on,built fires and brewed up coffee, and thenthey prayed. I think my sense then wasthat the team couldn’t have been muchdifferent than if they were riding withLawrence except that they were mecha-nized vehicles instead of horses. Really

extraordinary. “167

North of al-KhaiAt nightfall, Lieutenant Colonel Naif’s

5th Battalion, 2d Saudi Arabian NationalGuard Brigade, moved into position toblock Iraqi movement in and out of al-Khai from the north. e battalion wassoon reinforced by a battalion of the 8thMinistry of Defense and AviationBrigade, companies of which driednorth throughout the night. Iraqi forcesattempted several times to reinforce al-

Khai, but Coalition air support was nowavailable in copious amounts, and the air-naval gunfire teams attached to the 5thBattalion were able to call F/A-18s, AV-8s, and A-10s down on the Iraqi forces,inflicting a large number of casualties andforcing an even larger number of Iraqitroops to surrender to the Saudis.168 eSaudis claimed 5 Iraqi vehicles destroyed,

6 captured, and 116 prisoners taken.169

e engagements were not withoutproblems. e lack of joint training be-tween the Saudi Arabian National Guardand Ministry of Defense and Aviationforces led the 8th Ministry of Defense andAviation Battalion’s commander to fearthat the two Saudi forces might fire on

each other, so in the morning he pulledback to refuel and rearm. is kept theSaudis from completely sealing al-Khaiat the end of the first night of battle, al-lowing a few Iraqi units to escape back into Kuwait.170

Coalition airpower was now focusedon the al-Khai area, taking advantage of the Iraqi offensive to strike at their forceswhich had previously remained hidden.e E-8C Joint Surveillance and TargetAcquisition Radar System aircra wereused to track Iraqi movements in Kuwait.

“e new JSTARS system proved a vitalasset in beating back the Iraqi attacks,” anAir Force study noted. “An airborne radarthat could monitor enemy vehicle trafficat night with impressive clarity, JSTARSwas an indispensable element in ensuringthe efficient and effective use of Coalitionaircra.”171 e tactical air control centerwas focusing aircra on al-Khai and in-


Marines of 1st Battalion, 12th Marines, prepare an M198 155mm howitzer. The battalion fired numerous missions in support of Saudiand U.S. Marine forces during the Battle of al-Khafji.




terdiction missions in southern Kuwait.But the success of the air interdiction

was not without loss. A U.S. Air ForceAC-130, call sign “Spirit Zero ree,” re-mained over its targets as the sun came updespite the policy that AC-130s only beemployed at night. An Iraqi surface-to-air missile struck the aircra, killing its

14-man crew.172

e massive effort had an effect on theIraqi forces. General Salah Aboud had al-ready begun requesting permission towithdraw. Although the offensive wastermed “e Mother of Battles” by Sad-dam, General Salah radioed that “e

mother was killing her children.”173

31 January

Early in the morning on 31 January,Batteries A and C, 1st Battalion, 12thMarines, attached to the 3d Marines, firedan improved conventional munitionsmission into al-Khai under the control

of the Marine reconnaissance teams in-side the town.174 Corporals Ingrahamand Lentz, the team leaders, requested theartillery strike on a large Iraqi column be-tween their positions at 0645. Initially,clearance was denied by 3d Marines firesupport control center, but the mission

was approved at 0701. At 0705, BatteriesA and C responded to the call for fire. At0740, 1st Battalion, 12th Marines, wastold by the fire support control center thatall future fire missions had to be approvedby the air-naval gunfire teams attached tothe Saudi forces.175

e barrage was a success from the

perspective of the Marines inside al-Khai, as it landed a solid blow againstthe Iraqis and essentially eliminated theIraqi column. But it was placed danger-ously close to their positions; CorporalJeffrey Brown received a wound from theshrapnel.176





e fire cameas a shock tothe 1st AN-GLICO teams maneuvering outside thecity alongside the Saudis and Qataris,since Colonel Turki and Colonel Admirehad agreed that all fire would be coordi-nated through the supporting arms liai-son teams. Lieutenant Colonel WilliamC. Grubb, Jr., 1st ANGLICO commander,

went to the 3d Marines combat opera-tions center and fixed the fire support co-ordination problem, which led to theorder that all fire missions be approved by the air-naval gunfire teams. Despite theseattempts to avoid firing on Coalitionforces, the Qatari’s claimed one of theirAMX-30s was disabled by Marine ar-tillery fire, although it was not con-firmed.177

Meanwhile, the 7th Battalion, 2d SaudiArabian National Guard Brigade, waspreparing another attempt to storm al-

Khai and relieve the reconnaissanceteams. is time, the attack was morecarefully prepared, with artillery supportfrom both Saudi and Marine artillery units and extensive Marine close air sup-port coordinated by the teams workingalongside the Saudi Arabian NationalGuard units. Despite the air and artillery

support, the Iraqis still put up a fiercefight, destroying three Saudi V-150 ar-mored cars.178 “Tank main gun, recoillessrifle, TOW [antitank missile], and smallarms fire came thick and furious,” 1st AN-GLICO later reported. “e Saudis andQataris charged through the streets firingat everything and anything and in every direction.”179

e battle raged through the southernhalf of al-Khai, while Marine AV-8BHarriers and AH-1W Cobras provideddirect support to the Saudi and Qatari

troops. Air-naval gunfire teams directedthe Cobras in a strafing run against thetown’s water tower, and Harriers de-stroyed Iraqi vehicles at the major roadintersection in that quarter of the city.180

e Marine reconnaissance teams took advantage of the confusion of this assaultto withdraw safely from al-Khai, one on

foot, the other team in humvees that hadsat inside a courtyard, undetected by theIraqis since the first hours of the battle.181

In the aernoon, the 7th Battalionwithdrew to rest and resupply, and the8th Battalion, 2d Saudi Arabian NationalGuard Brigade, took its place clearing al-Khai buildings. By this point the Saudishad lost 7 Cadillac Gage V-150 ArmoredCars, 18 dead, and 50 wounded. eclearing operation continued throughoutthe night. “Saudi urban operations weredifferent than what Americans practice,”

Captain Braden later noted. “Instead of room-by-room clearing, they simply oc-cupy a block and if they take fire they tar-get with TOWs and heavy machine gunsuntil resistance stops and then move tothe next building of street. As a result of these techniques there were numerouspockets of Iraqis lein the city that wouldbe killed or captured over the next fewdays.”182

In the north, 5th Battalion, 2d SaudiNational Guard, and its attached air-navalgunfire teams under Captain Kleinsmith

and First Lieutenant Paul B. Deckertstopped Iraqi units trying to reinforcetheir forces in al-Khai. At ObservationPost 7, a battery of Iraqi self-propelledhowitzers had taken up position, sup-ported by infantry and armored person-nel carriers. A division of four Cobrasdestroyed the battery under CaptainKleinsmith’s direction, but their arrivalcoincided with the destruction by enemy fire of two Saudi armored cars and an am-bulance. Convinced that they had suf-fered friendly fire, the Saudis withdrew,leaving Captain Kleinsmith and his teamto stabilize the line with air support.When the immediate Iraqi threats wereremoved, Kleinsmith’s team rejoined the5th Battalion. 183

As the ground fight for al-Khai drewto a close, the air effort continued to dev-astate the Iraqi forces. Aer a slow start,Coalition air forces claimed hundreds of tanks, armored personnel carriers, andartillery tubes destroyed during the five


Operating in their doctrinal role as part of the Marine air-ground task force, AV-8B Har-riers provided needed close air support during the Battle of al-Khafji.




days that al-Khai remained the main ef-fort. An Air Force post war study high-lighted the effect of the air attacks: “pilotsdescribed the frantic maneuverings of surviving Iraqi vehicles as visually equiv-alent to the results of ‘turning on the lightin a cockroach-infested apartment.’” ereport added: “perhaps the most reveal-

ing comment of all came from a memberof the Iraqi 5th Mechanized Division whohad fought in the Iran-Iraq War. is vet-eran soldier stated that Coalition air-power imposed more damage on hisbrigade in half an hour than it had sus-tained in eight years of fighting againstthe Iranians.” 184

e next morning, 1 February, Saudiunits advanced all the way through al-Khai, encountering only light resistance.ey cleared the city of remaining Iraqitroops, although solitary holdouts would

appear to surrender over the next fewdays, and established a defensive positionnorth of the city. e Battle of al-Khaihad ended.185

ConsiderationsEvery battle has losses. During the

Battle of al-Khai, 25 Americans lost theirlives, 11 Marines and 14 airmen. reeMarines were wounded and two soldierscaptured by the enemy. One LAV-25, oneLAV-AT, and one AC-130 gunship weredestroyed. e Saudis and Qataris suf-

fered 18 killed and 50 wounded. Ten ar-mored cars and two tanks were destroyed.Aer the war, the Iraqis claimed to havedestroyed 4 helicopters, 30 tanks, and 58armored personnel carriers, as well ascapturing 13 prisoners.186 ey listedtheir losses as 71 dead, 148 wounded, and702 missing, as well as 186 vehicles de-stroyed, but their actual losses were likely higher. In the immediate vicinity of al-Khai alone, 1st ANGLICO reported 90 vehicles destroyed, at least 300 Iraqi sol-diers killed, and 680 captured. By mostaccounts, the 6th Brigade, 3d Armored Di-vision was badly mauled and the 15th,20th, and 26th Brigades of the 5th Mecha-nized Division were nearly destroyed.187

e Battle of al-Khai had some im-mediate consequences. e deaths whichoccurred in the early morning hours of 30January, when an Air Force A-10 fired themissile into the Marine LAV-25, were oneof several similar events during January.As a result, General Boomer ordered an

investigation to determine what measurescould be taken to prevent future casual-ties. e investigation team’s report wascompleted prior to the invasion of Kuwait

and its recommendations implemented.Otherwise, Marines, Saudis, and Iraqis

all took differing views of the battle.Marines generally took away an increasedconfidence in techniques and doctrines,and a clearer idea of the enemy they would face. Lieutenant Colonel Myersfelt that the screening forces along theborder had exceeded expectations and thebattle “proved the concept, philosophi-cally” of the light armored vehicle.188 Cap-tain Braden saw al-Khai as proof of the value and importance of the air-navalgunfire liaison company, and long aerthe battle ended, he was using al-Khai asan example to argue against its disband-ment: “Without ANGLICO, it is difficultto envision another successful Battle of al-Khai,” he wrote.189

Marines gained confidence in theirSaudi allies. Colonel Admire, for one,now felt there was “no doubt in the Ma-rine Corps force’s mind that when thetime would come to in fact attack into

Kuwait, the Saudis and the Qataries andthe Coalition forces would be with us.Absolutely no doubt.”190 Captain Molof-sky agreed because “when push came to

shove, without any real plan, any real di-rection, those Saudi soldiers obeyed theirorders and went forward. And, they didso courageously.”191

General Boomer saw al-Khai as fur-ther proof that the Iraqi military was ahollow force. “We knew they weren’t mo-tivated even by the time al-Khai oc-curred, and it confirmed it. We werebeginning to pick up POWs who said, ‘Idon’t want any part of this deal. I amdown here getting the heck pounded outof me everyday, food and water are short.Why am I here?’ In essence they weresaying, ‘I don’t want to die here, in thisconflict.’ We were getting enough of thatso that I really came to believe that therewas a significant morale problem on theother side.”192 But for Captain Molofsky,the view at the tactical level was some-what different: “My opinion was that; if that’s what it was gonna take to get startedin the recovery of a small town like al-Khai, that we were gonna be involved in



Cpl Jeffery D. Brown of 3d Platoon, Company A, 3d Reconnaissance Battalion, stands inone of his team’s humvees. The humvee’s tires were punctured and its windshield shat-tered by shrapnel from a Marine artillery barrage called in on Iraqi forces near the re-connaissance teams’ positions. Cpl Brown was wounded by the same artillery strike.



a prolonged and bloody struggle.”193

e U.S. Air Force saw the Battle of al-

Khai as the proof of air power: “e Bat-tle of Khai was preeminently an airpower victory.” Close air support and battlefieldinterdiction had isolated the battlefield andinflicted great destruction upon the Iraqis.e result wasa “devastating defeat” for theIraqi military and “airpower was the deci-sive element.”194

General Khaled bin Sultan explainedthat while thebattle wassuch an important victory for the Saudis had it gone badly,“the blow to our morale would have beensevere. But victory changed the mood of our soldiers to an amazing degree. ey had been given a chance to prove them-selves and had done so splendidly…. Ourforces were now equalpartnerswithour al-lies, ready to play a full role in any futurebattle.”195

Perhaps the most surprising conclusionconcerning the Battle of al-Khai camefrom the Iraqis. Iraqi post-war studiespresent al-Khai as a victory whose tech-niques and procedures should be emulated

to ensure future success. e Iraqis wereable to plan and launch a major offensive

despitethe Coalition’s air power advantage.ey succeeded in capturing al-Khai andheld it for two days against an enemy supe-rior in technologyand numbers.196 As Gen-eral Salah Aboud concluded: “e al-Khaiconflict is on the list of the bright conflictsin Iraqi Army history…. one of the thou-sands recorded in the Iraqi Army history for the new generations.”197

In the end everyone but the dead andwounded won the Battle of al-Khai. Al-though thebattle didnotaccomplish any of the Iraqi objectives, it presented enough of an appearance of success that Saddam wasable to claim a credible propaganda victory.Aer the war, the Iraqis were convincedthat the battle had somehow influenced theCoalition’s decision to end the war aerevicting the Iraqis from Kuwait, but beforeremoving Saddam Hussein from power.

e Saudis faced an invasion of theirterritory and defeated it. Although Coali-tion air power undoubtedly played a key role in the defeat of the Iraqi offensive, it

wasthebraveryof theSaudi groundtroops,with American advisors, who actually

ejected the Iraqis from Saudi soil. Al-Khai hasenteredSaudi military history asa great victory.

For the Americans, al-Khai was wonalmost by accident. American forcesproved so superior that it did not com-pletely register that a major Iraqi offensivehad occurred. As a result, U.S. CentralCommand planners did not expect theIraqis to collapse as quickly as they did inthe February invasion.198

At al-Khai, all of the Marine deathswere caused byU.S. fire, but that should notdetract from their sacrifice, nor from thebravery of the Marines who survived thebattle through luck and training. Endors-ing the final report on the Marines killedby the A-10’s missile, General Boomer said:“e technological marvels thathelped theCoalition forces defeat Iraqsometimes fail,andwith disastrous results…. Marines, he-roes in my heart, lost their lives while re-pelling an enemy force. ey were goodMarines.”199


Marine Corps Art Collection

Marines of 3d Battalion, 3d Marines, search al-Khafji for Iraqi stragglers and examine the battle damage as depicted in the painting “Cleaning up Khafji” by Capt Charles G. Grow.




Al-Khafji Order of Battle

U.S. Marine Forces

I Marine Expeditionary Force Lieutenant General Walter E. Boomer

1st Surveillance, Reconnaissance, and Intelligence Group Colonel Michael V. Brock 1st Air Naval Gunfire Liaison Company Lieutenant Colonel William C. Grubb, Jr.

st Marine Division Major General James M. Myatt

1st Reconnaissance Battalion Lieutenant Colonel Michael L. Rapp1st Light Armored Infantry Battalion (Task Force Shepherd) Lieutenant Colonel Clifford O. Myers III1st Battalion, 12th Marines Lieutenant Colonel Robert W. Rivers3d Marines Colonel John H. Admire

d Marine Division Major General William M. Keys

2d Light Armored Infantr y Battalion Lieutenant Colonel Keith T. Holcomb

d Marine Aircraft Wing Major General Royal N. Moore, Jr.

Marine Light Attack Helicopter Squadron 367 Lieutenant Colonel Terry J. FrerkerMarine Light Attack Helicopter Squadron 369 Lieutenant Colonel Michael M. Kurth

Saudi Arabian and Qatari Forces

Joint Forces Command General Khaled bin Sultan bin Saud

Joint Forces Command East Major General Sultan ‘Adi al-Mutairi

d Saudi Arabian National Guard Brigade Colonel Turki Abdulmohsin al-Firmi

5th Battalion, 2d Saudi Arabian National Guard Brigade Lieutenant Colonel Naif 7th Battalion, 2d Saudi Arabian National Guard Brigade Lieutenant Colonel Hamid Matar8th Battalion, 2d Saudi Arabian National Guard Brigade Lieutenant Colonel Hamud

Qatari Brigade Lieutenant Colonel Ali Saeed

Iraqi Forces

III Corps Major General Salah Aboud Mahmoud

5th Mechanized Division Brigadier General Flyeh Yaseen

15th Mechanized Brigade Colonel Khalif Hamid26th Mechanized Brigade Colonel Amid Abduljabir20th Mechanized Brigade –

3d Armored Division Brigadier General Hussan Zedin

6th Armored Brigade Colonel Ibdil Raziq Mahmoud

IV Corps Major General Yaiyd Khalel Zaki

1st Mechanized Division Brigadier General Hussen



Notes1 This section based on material from

LtCol James R. Braden, “The Battle of Khafji:A Coalition Air Ground Task Force Victory”(Paper, USMC Command and Staff College,1999), p. 11-12, hereafter Braden, “Khafji”;see also Williamson Murray, Air War in thePersian Gulf (Baltimore: Nautical & Aviation

Publishing Company, 1995), hereafter Mur-ray, Air War in the Persian Gulf ; LieutenantGeneral Bernard E. Trainor and Michael R.Gordon, The Generals’ War (Boston: Little,Brown and Company, 1995), hereafter Gor-don and Trainor, Generals’ War .

2 James Titus, “The Battle of Khafji: AnOverview and Preliminary Analysis” (Paper,Air University, 1996), p. 7, hereafter Titus,“Khafji.”

3 Northrop Grumman Corp., “Joint StarsData Analysis: The Battle of Khafji” (Paper,USAF Studies andAnalysis Agency,1997),p.18.

4

This section based on material fromKevin M. Woods, et al., Iraqi PerspectivesProject: A View of Operation Iraqi Freedom

from Saddam’s Senior Leadership (Joint Cen-ter for Operational Analysis, u.d.), hereafterIraqi Perspectives; Captured Iraqi War Col-lege Study, Al-Khafji Conflict (ISGQ-2003-00046031), hereafterIraqi War CollegeStudy;Kenneth M. Pollack, Arabs at War: MilitaryEffectiveness 1948-1991 (London: University of Nebraska Press, 2002), hereafter Pollack, Arabs at War .

5 Iraqi Perspectives, p. 6.6 Ibid., pp. 15, 20.7 Ibid., p. 16.8 Ibid., p. 95.9 Ibid.10 Ibid.11 Ibid.12 Ibid., p. 96.13 Edgar O’Ballance, The Gulf War (New

York; Brassey’s Defense Publishers, 1988),summary of discussion on pp. 94, 143-145,164-166, 173-174, 194; Gordon and Trainor,Generals’ War , p. 268-269; LtCol Peter J.Palmer, “Battle of Khafji: A Gulf State Per-spective” (Paper, Marine Corps University,u.d.), hereafter Palmer, “Gulf State.”

14 How They Fight: Desert Shield Order of

Battle Handbook, AIA-DS-2-90 (1990); DOD,IraqCountry Handbook, DOD-2600-642794,(1994).

15 Iraqi War College Study; Captured IraqiTrainingPamphlet, Battle of al-Khafji (ISGQ-2003-00054592), hereafter Iraqi TrainingPamphlet.

16 Iraqi War College Study, pp. 104-105.17 Air War College Study, “EPW Inter-

views” (Maxwell AFB: Air Force HistoricalResearch Agency); Palmer, “Gulf State.”

18 Iraqi War College Study, p. 101.

19 Bruce R. Nardulli, “Dance of Swords:U.S. Military Assistance to Saudi Arabia,1942-1964” (unpublished Phd Dissertation,The Ohio State University, 2002).

20 Mohamed Heikal, Illusions of Triumph(New York: HarperCollins, 1992).

21 Anthony H. Cordesman, Saudi Arabia,(Boulder: WestviewPress, 1997), p. 122, here-after Cordesman, Saudi Arabia; Palmer, “Gulf

State.”22 Cordesman, Saudi Arabia, p. 137;

Palmer, “Gulf State”; Martin Stanton,Road toBaghdad (New York, BallantineBooks, 2003),hereafter Stanton, Road to Baghdad .

23 Stanton, Road to Baghdad, pp. 14-18;Braden, “Khafji,” pp. 5, 23, 29-30; Palmer,“Gulf State.”

24 General Khaled bin Sultan, Desert War-rior (New York:, Harper & Collins Publish-ers, 1995), hereafter Khaled, Desert Warrior .

25 Ibid., p. 379.26 Col Joseph Molofsky intvwwithauthor,

30Jun06 and 16Aug06 (MCHC, Quantico,

VA), hereafter Molofsky intvw, 30Jun06 orMolofsky intvw, 16Aug06.27 Stanton, Road to Baghdad, pp. 23-25.28 LtCol D. P. Hughes, “Battle for Khafji:

29Jan/1 Feb1991,” Defense Quarterly, pp. 15-22; Palmer, “Gulf State.”

29 BGen Thomas V. Draude intvw withauthor and Dr. Fred Allison, 21Jun06(MCHC, Quantico, VA).

30 Col John A. Admire intvw, CD 10234(Grey Research Center, Quantico, VA), here-after Admire intvw.

31 Molofsky intvw, 30Jun06, 16Aug06;Braden, “Khafji,” p. 8

32 Molofsky intvw, 16Aug06.33 Braden, “Khafji,” pp. 8-9.34 Ibid., pp. 6-7.35 Titus, “Khafji,” p. 9; Gordon and Trainor,

Generals’ War , pp. 268-269.36 Molofsky intvw, 16Aug06.37 1st Air-Naval Gunfire Liaison Com-

pany/1st Surveillance, Reconnaisance, Intel-ligence Group After Action Report for theBattle of Khafji, 29Jan91-1Feb91(MCHC,Quantico VA), hereafter ANGLICO AAR.

38 LtCol Clifford O. Myers intvw by LtColCharlesH. Cureton, 8Mar91 (MCHC, Quan-tico, VA), hereafter Myers intvw, 8Mar91.

39 Khaled, Desert Warrior ; Braden,pp. 7-8;

Palmer, “Gulf State.”40 Maj Steven M. Zimmeck, U.S. Marines

in the Persian Gulf, 1990-1991: Combat Serv-iceSupport in Desert Shield and Desert Storm.(Washington, D.C.: History and MuseumsDivision, Headquarters, U.S. Marine Corps,1999), p. 108.

41 Molofsky intvw, 16Aug06.42 Braden, “Khafji,” p. 8.43 Leroy D. Stearns, U.S. Marines in the

Persian Gulf, 1990-1991: With the 3d Marine Aircraft Wing in Desert Shield and Desert

Storm (Washington, D.C.: History andMuse-ums Division, Headquarters, U.S. MarineCorps, 1999), p.122; LtCol Charles H. Cure-ton, U.S. Marines in the Persian Gulf, 1990-1991: With the 1st Marine Division in Desert Shield and Desert Storm (Washington, D.C.:History and Museums Division, Headquar-ters, U.S. Marine Corps, 1993), pp. 26-28.

44 Iraqi War College Study, p. 97.

45 Ibid., pp. 99-101.46 Ibid., p. 98.47 Ibid., p. 99.48 Ibid., p. 103.49 Gordon and Trainor, Generals’ War , p.

269.50 Iraqi War College Study, pp. 104-107.51 Titus, “Khafji,” p. 7.52 Braden, “Khafji,” p. 13.53 Ibid.54 Ibid.55 Ibid., pp. 13-14.56 ANGLICO AAR.57 Braden, “Khafji,” pp. 13-14.58

David J. Morris, Storm on the Horizon(New York: Free Press,2004), p. 145,hereafterMorris, Storm.

59 Iraqi War College Study.60 Morris, Storm, p. 145.61 Iraqi War College Study, pp. 108-109.62 Ibid., pp. 144-146.63 Ibid., pp. 108-109.64 Braden, “Khafji,” p. 14.65 ANGLICO AAR.66 Braden, “Khafji,” p. 14.67 Morris, Storm, pp. 31-32.68 Ibid., Ch. 1.69 Ibid., pp. 3, 31-34.70 Morris, Storm p.50; Roger Pollard, “The

Battle for Op-4: Start of the Ground War,” Marine Corps Gazette, Mar92, hereafter Pol-lard, “Op-4”; Myers intvw, 8Mar91; 1st LAIComdC, Jan-Feb91 (Gray Research Center,Quantico, VA).

71 Pollard, “Op-4”; Myers intvw, 8Mar91;1st LAI ComdC, Jan-Feb91 (Gray ResearchCenter, Quantico, VA).

72 Iraqi War College Study, pp. 120-125.73 Morris, Storm, pp. 1-6.74 Pollard, “Op-4”; Myers intvw, 8Mar91.75 Morris, Storm, pp. 66-73.76 Pollard, “Op-4.”77 Ibid.78 Lt David Kendall intvw, 7Feb91 (Gray

Research Center, Quantico, VA).79 Pollard, “Op-4.”80 Pollard, “Op-4”; Pollard, Capt Roger L.

intvw with LtCol Charles H. Cureton, CD#10441(Gray Research Center, Quantico,VA),hereafter Pollard, intvw.

81 Lt David Kendall intvw, 7Feb91 (Gray Research Center, Quantico, VA).

82 Pollard, “Op-4”; 1st LAI ComdC, Jan-Feb91(GrayResearch Center, Quantico, VA).

83 Fratricide - Investigation intoUSAF At-




tack on Marine LAV, SWA-0062, Seq. No.01980 (MCLLS, Quantico, VA)

84 Pollard intvw.85 Ibid.86 Myers intvw, 8Mar91.87 Pollard, “Op-4”; Pollard intvw; Myers

intvw, 8Mar91.88 Iraqi War College Study, pp. 120-125.89 Ibid., pp. 144-146.

90 Ibid., pp. 120-125.91 2d LAI ComdC, Jan-Feb91 (Gray Re-

search Center, Quantico, VA).92 Ibid.93 Ibid.94 Titus, “Khafji,” p. 12; Dennis P.

Mroczkowski, U.S. Marines in the PersianGulf, 1990-1991: With the2d Marine Divisionin Desert Shield and Desert Storm (Washing-ton: HQMC, 1993), pp. 20-23; Gordon andTrainor, Generals’ War , pp. 274-275.

95 Morris, Storm, pp. 114-118.96 Titus, “Khafji,” p. 12; Gordon and

Trainor, Generals’ War , p. 275; Morris, Storm,

pp. 119-125.97 Titus, “Khafji,” p. 12.98 Pollard, “Op-4”; 1st LAI ComdC, Jan-

Feb91 (Gray Research Center, Quantico,VA).

99 ANGLICO AAR; Braden, “Khafji,” p.15.

100 ANGLICO AAR.101 Ibid.102 Braden, “Khafji,” p. 14.103 ANGLICO AAR.104 Khaled, Desert Warrior , p. 366.105 Palmer, “Gulf State.”106 Titus, “Khafji,” p. 13; Gordon and

Trainor, Generals’ War, pp. 279-286; Khaled,Desert Warrior , pp. 381-387; Rick Atkinson,Crusade: The Untold Story of the Persian Gulf War (Boston: Houghton Mifflin, 1993), pp.208-213, hereafter Atkinson, Crusade.

107 Braden, “Khafji,” p. 14.108 ANGLICO AAR.109 Molofsky intvw, 16Aug06.110 Khaled, Desert Warrior , p. 368.111 Ibid., p. 365.112 Ibid., p. 368.113 Braden, “Khafji,” p. 15.114 Titus, “Khafji,” p. 11.115 Titus, “Khafji,” p. 11; Gordon and

Trainor, Generals’ War , pp. 273, 278.116 HMLA-367 ComdC, Jan91, and

HMLA-369 ComdC, Jan91 (Gray ResearchCenter, Quantico, VA).

117 Leroy D. Stearns, U.S. Marines in thePersian Gulf, 1990-1991: With the 3d Marine

Aircraft Wing in Desert Shield and Desert Storm (Washington, D.C.: History and Mu-seums Division, Headquarters, U.S. MarineCorps, 1999), pp. 124-125.

118 Morris, Storm, p. 150-158.119 Clifton A Barnes, “In Every Clime and

Place,” Leatherneck, Aug91, pp. 16-20.

120 Titus, “Khafji,” p.10; Friedman, pp.197-198; 160; Gordonand Trainor, Generals’ War ,pp. 268-269; Shield and Sword , p. 227-229.

121 ANGLICO AAR; Braden, “Khafji,” p.15.

122 Ibid.123 Ibid.124 Ibid.125 Iraqi War College Study, p. 111.

126 Ibid., pp. 120-125.127 Ibid., pp. 147-148.128 Ibid., pp. 125-126.129 Morris, Storm, pp. 166-169.130 1st Recon ComdC, Jan-Mar91 and 3d

Recon ComdC, Jan-Feb91, (Gray ResearchCenter, Quantico, VA).

131 Molofsky intvw, 30Jun06.132 Morris, Storm, pp. 159-166.133 I Marine Expeditionary Force Com-

mander’s Morning Briefing, 30Jan91.134 Boomer intvw 27Jul06.135 Khaled, Desert Warrior , p. 364.136 Ibid., p. 376.137

ANGLICO AAR.138 Ibid.139 Ibid.140 Braden, “Khafji,” p. 16.141 ANGLICO AAR.142 ANGLICO AAR; Braden, “Khafji,” pp.

16-17.143 ANGLICO AAR.144 1/12 ComdC, Jan-Feb91 (Gray Re-

search Center, Quantico, VA).145 HMLA-367 ComdC, Jan91 (Gray Re-

search Center, Quantico, VA).146 Braden, “Khafji,” pp. 19-20.147 Ibid.148 Admire intvw.149 Ibid.150 Morris, Storm, pp. 194.151 Ibid., pp. 193-196.152 Ibid., pp. 196-197.153 R. R. Keene, “In Every Clime and

Place,” Leatherneck, Mar91, pp. 22-27; Mor-ris, Storm, pp. 196-198; Otto Lehrack, Amer-ica’s Battalion (Tuscaloosa: University of Alabama Press, 2005), pp. 128-131.

154 David H. Mould, “Press Poolsand Mil-itary-Media Relations in the Gulf War: ACase Study of the Battle of Khafji, January 1991,” Historical Journalof Film, Radio & Tel-evision, Jun96, p. 133.

155 Khaled, Desert Warrior , p. 374.156 Gordon and Trainor, Generals’ War ,

p.279.157 Khaled, Desert Warrior , p. 374.158 Boomer intvw, 27Jul06.159 Khaled, Desert Warrior , p. 378.160 Braden, “Khafji,” p. 20; Khaled, Desert

Warrior ; pp. 362-390. LtCol Martin N. Stan-ton, “The Saudi Arabian National Guard Mo-torized Brigades,” Armor , Mar-Apr96, pp.6-11.

161 Molofsky intvw, 16Aug06.

162 Ibid.163 ANGLICO AAR.164 Stanton, Road to Baghdad , p. 261.165 Ibid., p. 262.166 Molofsky intvw, 16Aug06.167 Stanton, Road to Baghdad,pp. 262-264;

Braden, “Khafji,” pp. 20-22.168 Molofsky intvw, 30Jun06.169 Braden, “Khafji,” pp. 22-23.

170 Stanton, Road to Baghdad , p. 266.171 Palmer, “Gulf State.”172 Titus, “Khafji,” pp. 13-14.173 Titus, “Khafji,” pp. 17-20; Gordon and

Trainor, Generals’ War , p. 284. The most de-tailedsecondary accountof theshoot down isin Rick Atkinson, Crusade: The Untold Storyof the Gulf War (Boston:Houghton Mifflin,1993), p. 210.

174 Gordon and Trainor, Generals’ War , pp.283, 285-287.

175 Morris, Storm, p. 253; ANGLICOAAR.

176 1/12 ComdC, Jan-Feb91 (Gray Re-

search Center, Quantico, VA).177 Morris, Storm, pp. 253-258.178 ANGLICO AAR; Braden, “Khafji,” p.

17.179 Braden, “Khafji,” pp. 22-23.180 ANGLICO AAR.181 Ibid.182 Morris, Storm, pp. 258-266.183 Braden, “Khafji,” p. 23-24.184 ANGLICO AAR.185 Titus, “Khafji,” pp.17-20; General Mah-

moud’s comments and the references to Iraqiradio communications are taken from Gor-don and Trainor, Generals’ War , pp. 283, 285-87; the “cockroach” analogy appears in H.Norman Schwarzkopf, It Doesn’t Take a Hero(New York: Linda Grey, Bantam, 1992), p.429.

186 ANGLICO AAR.187 Iraqi Training Pamphlet.188 ANGLICO AAR.189 Myers intvw, 8Mar91.190 Braden, “Khafji,” p. 32.191 Admire intvw.192 Molofsky intvw, 30Jun06.193 Boomer intvw, 27Jul06 (MCHC,

Quantico, VA).194 Molofsky intvw, 16Aug06.195 Titus, “Khafji”; Barry D. Watts, et al.,

“Effects and Effectiveness,” The Gulf War Air Power Survey Volume II, Eliot A. Cohen, etal. 6 vols. (Washington, D.C.: GovernmentPrinting Office, 1993), p. 240.

196 Khaled, Desert Warrior , p. 390.197 Iraqi War College Study, p. 97.198 Ibid.199 Gordon and Trainor, Generals’ War, p.

288.200 Fratricide - Investigation into USAF

Attack on Marine LAV, SWA-0062, Seq. No.01980 (MCLLS, Quantico, VA).




About the Author And Acknowledgements

P

aul W. Westermeyer received a Master of Arts degree in history from the Ohio State University in 1996, and ispursuing a doctorate in history from the same institution. He joined the staff of the History Division in 2005

The Iraqi documents used as sources for this project were translated by Ali al Saadee; the project could not havebeen completed without his excellent work. The finished manuscript also benefited from the aid and advice oDavid J. Morris, Dr. Kevin Osterloh, and Dr. Amin Tarzi. History Division interns Alexander N. Hinman, NicholaJ. Ross, Evan Sills, and Paul R. Zimmerman provided invaluable research assistance.

This work could not have been published without the professional efforts of the staff of the History Division. DrNathan S. Lowrey provided invaluable professional advice and support. The author would like to thank CharleD. Melson, Charles R. Smith, Greg Macheak, and Major Valerie A. Jackson for their comments and revisions. WStephen Hill designed and produced the layout, including maps. Peggy F. Frierson prepared the art and photographfor this publication.

History Division

United States Marine CorpsWashington, D.C.2008

PCN 106 000 400

Background Photo: For wounds suffered dur-ing the Battle of al-Khafji, Cpl Jeffery D. Brownof 3d Platoon, Company A, 3d ReconnaissanceBattalion, receives the Purple Heart at ManifaBay, Saudi Arabia, following the war.


Back Cover: The logotype reproduced on the backcover has as its major element the oldest militaryinsignia in continuous use in the United States. I first appeared, as shown here, on Marine Corpsbuttons adopted in 1804. With the stars changedto five points, the device has continued on MarinCorps buttons to the present day.

u.s. marines in battle al-khafji

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