The U.S. Army Air Corps, an independent service that operated under the War Department initially, was created in May 1917 through the passage of the National Defense Act. The Air Service, as the Air Corps was known at the start, was organized into two wings, each of which was devoted to a specific mission role.

The beginning of World War II was marked by dismal failure for the Royal Air Force (RAF). By the end of 1939, the once-proud RAF had been reduced to a third-rate air force that was woefully short of modern aircraft, trained pilots, and effective leadership. When the war began, the RAF was in the midst of a personnel crisis. Only half of its pilots were combat ready. Only the Royal Canadian Air Force was as short of aircraft. Many of the combat squadrons were composed of aircraft cobbled together from various models and versions—some with less than a month’s service. Training was a joke.

Colonel Frank A. Armstrong made history high above Europe with his fierce love and conviction.

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According to aide and biographer James Parton, he noticed the 97th’s pilots “were poor at formation flying, had little high altitude flying experience, and were lazy, loose-jointed, fun-loving, and in no sense equipped for combat.” Eaker sacked the commanding commander right away and started about finding someone who could turn the squad around. He had the perfect candidate in mind—a lively, talented 40-year-old aviator whose natural leadership abilities had impressed him over the years, and whose career would be defined by doing the seemingly impossible: Colonel Frank Alton Armstrong Jr. is the son of Colonel Frank Alton Armstrong. “I have a minor job for you,” General Eaker stated as he invited him into his office. Within 16 days, you will complete the training of our new heavy bomb group and lead them into combat.” “I’ll do my best, sir,” Armstrong answered.

How a Resolute Commander Turned Around Two Underperforming Bomb Groups, Leading Them to Storied Firsts Against Germany Colonel Frank A. Armstrong (Getty Images/Margaret Bourke-White/The LIFE Picture Collection) )

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He was assigned to a bomber group after finishing basic and advanced flying training in 1929, and later worked as a flight instructor. When President Franklin D. Roosevelt selected the army to replace private airplanes in an effort to reduce fraud in 1934, Armstrong operated airmail routes. During this tour of duty, Armstrong met Ira Eaker, a renowned aviator who set a global flying endurance record in 1926 and, more recently, became the first man to fly across the country “blind”—using only instruments to control an airplane. Eaker would eventually mentor the young officer. Armstrong received his first Distinguished Flying Cross in 1937 for skillfully landing a badly damaged twin-engine amphibious aircraft in Panama’s jungle fastness on a small, marshy patch. The next year, he became the commander of the Louisiana-based 13th Bombardment Squadron.

Armstrong was assigned to the Royal Air Force as a combat observer in late 1940, with the mission of understanding how Britain fought its air war, from broad strategy to the smallest details of base operations and gunner training. He came in London in October of that year, right in the middle of the Blitz. His first night in the capital was an unforgettable experience. “I heard the first bomb burst with a peculiar, terrible ‘thud,’” he wrote in his diary. That sound will stay with me forever, as will the way our hotel rocked from the shock waves.” 

Armstrong left the United Kingdom in January 1941 to take over command of the 90th Bombardment Squadron before joining the Army Air Forces’ operations division in the Munitions Building in Washington, D.C. the following year. Eaker’s office was on the second floor. The general, who had recently been given the task of forming VIII Bomber Command, began assembling a team of trustworthy senior officers to assist him. “You’re going to England with me,” he said to Armstrong when he cornered him. Today is the day for the orders to be cut.”  

How a Resolute Commander Turned Around Two Underperforming Bomb Groups, Leading Them to Storied Firsts Against Germany Brigadier General Ira C. Eaker, the head of Europe’s VIII Bomber Command (shown above with an air force mascot dubbed Winston Churchill), rapidly recognized Armstrong’s leadership abilities and resorted to him multiple times during the war. (Getty Images/Hulton-Deutsch Collection/Corbis) )

IN RESPONSE TO THE Blitz, the RAF launched a nighttime “area bombardment” operation on German towns in late 1941. Although it was not a particularly efficient tactic, the British continued to utilize it because they believed that night bombing made their planes more difficult to target and reduced their casualties. When the advance units of Eaker’s VIIIth arrived in the United Kingdom in the spring of 1942, the RAF pressured him to join them on night raids. Eaker retorted that he was under orders to use high-altitude precise daylight bombing strikes when targets could be seen. This tactic would make use of the strong four-engined Boeing B-17 “Flying Fortress,” a plane equipped with substantial defensive weapons to keep it safe even during daytime raids. With the ability to transport 4,200 pounds of bombs over 2,000 miles, the “Fort” would quickly become the Allied workhorse of the European war. The British, on the other hand, were apprehensive, thinking that daytime operations would result in massive American losses.

The 97th’s new commanding officer arrived on station two days after the July 29 gunnery show disaster and began making plans. “The 97th was in awful shape,” Armstrong wrote in his memoir. The mood was gloomy. Military etiquette was nearly non-existent. I knew I’d have to be tough if I was going to prepare this outfit for combat.” Captain Paul Tibbets, a 97th squadron leader (and subsequently of Hiroshima infamy), said of him, “He had a dominating presence.” He had the appearance of being the boss. He appeared to be a man who was certain that what he was doing was correct.” 

Armstrong retrieved his belongings the next morning. He went over his responsibilities. He clarified their function. He promised them that if they got combat-ready, they’d launch the Eighth Air Force’s first heavy-bomber strike on targets in Western Europe from England. The crewmen were definitely taken aback by this. He concluded by emphasizing that they all had a lot of work ahead of them.

Armstrong’s first directive was for everyone to return to school. The airmen studied flight manuals and watched instructional DVDs in makeshift classrooms. The Fortresses were then launched into the air to practice low-level attacks, flying no higher than 300 feet above the tranquil Northamptonshire countryside. The colonel, when stern was required, made sure he flew with each pilot, putting them through their paces and critiquing or applauding their performance. After four days of training, the party moved up to 25,000 feet, where the B-17s were best suited to perform. Armstrong took advantage of the chance to drill formation flying into his pilots’ minds, as well as teach them the delicate complexities of navigating in Europe’s changeable weather. The colonel threw in a lot of towed target gunnery work. He made sure there were enough of bombing drills, should their core purpose be ignored. 

The 97th’s confidence, morale, and spirit became stronger with each passing day. The party was given orders on August 12 to prepare for a raid on the huge, bustling train yard and store complex at Rouen-Sotteville, 90 miles northwest of Paris, on August 16. The attack was delayed by one day due to bad weather over the Channel at the last minute. Bomber Command’s final call came late on the 16th, and it said simply, bluntly, “Pull the cord.” The strike was in full swing. “In the few hours before the briefing, I didn’t get much sleep,” the CO recounted.    

The airbase was a swarm of activity on the morning of the 17th. Last-minute changes were made to the engines. Planes have to be refueled. The bombs had been fused. There were firearms on the premises. Everything was in place for the 12 B-17s flying to Rouen to take off at 3:30 p.m. Colonel Armstrong was in command of the Butcher Shop Fort. Yankee Doodle carried General Eaker as an observer. The flight crews convened at the operations cabin shortly after noon for a last weather briefing. Colonel Armstrong gave his men only a few words of encouragement, figuring they didn’t need it at this hour. “I want you boys to fly as near to me as possible,” he said. I’ll be right in front of you.” Butcher Shop lumbered down the runway and into the air when the control tower flashed the “go” signal, to the delight of ground crews, staff, and media lining the runway.   

How a Resolute Commander Turned Around Two Underperforming Bomb Groups, Leading Them to Storied Firsts Against Germany Armstrong and Eaker both set an example for others to follow. On the 97th’s maiden flight, August 17, 1942, Armstrong was the first in formation, flying the B-17 Butcher Shop (above) on a raid over Rouen, France. (FRE 885) (IWM) (IWM) (IWM) (IWM) (

How a Resolute Commander Turned Around Two Underperforming Bomb Groups, Leading Them to Storied Firsts Against Germany Yankee Doodle, Eaker flew as an observer on a B-17 that was getting ready for action. (IWM FRE 4053) (IWM FRE 4053) (IWM FRE 4053

The twelve Forts flew over the English Channel, where they were met by four RAF Spitfire squadrons providing air cover. It was required. On the route into Rouen, German Focke-Wulf Fw 190 and Messerschmitt Me 109 fighters assaulted the formation. The 97th dropped 36,900 pounds of explosives from 23,000 feet while flying through a barrage of flak fired by ground batteries. Frank Armstrong’s Butcher Shop kept his word and was the first to form up and shout out, “Bombs gone!” The Germans continued to assault the B-17s as the aircraft turned around and went back to England. “We were attacked by enemy fighters from every figure on the clock. They pounced, holding their fire until they were within 200 yards or less, flying into our formation, rolling and shooting the entire time,” Armstrong subsequently explained. Sergeant Kent L. West, a belly gunner, received the excitement of his life when he shot down one of the Focke-Wulfs, being the first gunner in the group to do so. “He started climbing on us from underneath,” he later told a reporter. I got him in range and fired a burst of 20 shots at him. He fell down in flames.”  

When all of the planes arrived safely, the mood on the ground was ecstatic. General Eaker was credited with spearheading the raid, while Frank Armstrong, the man who had assembled and led the fighting force, remained in the background to allow his senior to enjoy the limelight. All that was left of the target, according to Eaker, was “a vast pall of smoke and sand.” That day, the 97th had done the Army Air Forces and themselves proud. Over half of the explosives landed in the target area, wreaking havoc on the locomotive shops. The Eighth Air Force’s lengthy and successful mission to humble the enemy began with the first B-17 raid on Western Europe. 

The 97th Bombardment Group performed numerous missions into western France during the next few weeks. Armstrong thanked his crew for a job well done after a particularly difficult day. “It is my desire that every soldier under my command have a personal stake in the 97th Bombardment Group being one of the best fighting groups the United States Air Force has ever produced…. Our achievements have astounded and amazed the entire world. The 97th has etched its name in history.” 

The 97th was assigned to the Twelfth Air Force in North Africa on September 14, 1942, in support of the planned Allied invasion of the region, which came as a shock to the colonel and his troops. Armstrong returned to the United States after only six weeks on the job to go on a two-month tour of training bases to discuss his warfighting skills over Europe. 

How a Resolute Commander Turned Around Two Underperforming Bomb Groups, Leading Them to Storied Firsts Against Germany Despite intense resistance from German fighters, the 97th’s bombing operation against Rouen was a success, as seen here in gun camera footage from a Fw 190 shooting out a B-17’s engine. (From the National Archives)

General Eaker summoned Armstrong back into his office on January 1, 1943, to inform him that he had been recommended for promotion to brigadier general. “He then repeated those now familiar words, ‘I’ve got a modest assignment for you,’” Armstrong subsequently said.  

The 306th Bombardment Group (Heavy) at Thurleigh Airfield in Bedfordshire, north of London, was the next “little mission.” It was a similar duty to Armstrong’s on the 97th, but with a significant difference. The 97th had no combat aviation experience when it entered the European Theater. The 306th, on the other hand, had flown 15 missions since October 9 and had suffered a disproportionate percentage of crew and plane casualties, accounting for 30% of its initial strength—the highest in the Eighth Air Force. The gang had lost nine Fortresses in its three most recent raids. A recently arriving airman inquired about where he should store his belongings in the barracks. “Pick whatever bed you like. A quartermaster told him, “These guys aren’t coming back.” The troops of the 306th had gotten comfortable after so much action, and their discipline had deteriorated. Colonel Armstrong had ordered the group to stand down until he had a grasp on the situation.

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Thurleigh didn’t have a good feeling about January 27, 1943. As groups of fliers struggled across the chilly ground toward the low brick building that held the briefing room, it was still pitch black. Inside, the guys sat on the backless benches that ran the length of both sides of the cramped chamber. Some people smoked. Some rubbed their eyes to wake them up. The majority of the conversation was about irrelevant topics. Despite the apparent tranquility, tension was palpable. The teams had a feeling that this morning’s expedition would be unique. They had no idea what it was; all they knew was that it wasn’t going to be the normal raids on the U-boat pens in St. Nazaire or the railway yards in Lille. 

It’s just after 4 a.m. Colonel Frank Armstrong hurried up the aisle to the low dais in front of the target map. He later wrote that the room was abnormally crowded, and that the “tension was so high, the atmosphere could be sliced with a knife.” So he sliced through it with a single word: “Wilhelmshaven!” without formality. The audience fell silent for a moment before erupting in applause. 

Within hours, crews from the 306th Bombardment Group would be flying high over the North Sea, leading the first daylight precision bombing assault against Germany. Being first was a huge accomplishment for the 306th.

How a Resolute Commander Turned Around Two Underperforming Bomb Groups, Leading Them to Storied Firsts Against Germany In January 1943, Armstrong (far left) gained command of the battle-weary 306th Bomb Group. He and this B-17 crew performed the first American daytime raid over Germany, a bombing run on the naval base at Wilhelmshaven, after returning the group to combat readiness (below). (IWM FRE 4404) (IWM FRE 4404) (IWM FRE 440

How a Resolute Commander Turned Around Two Underperforming Bomb Groups, Leading Them to Storied Firsts Against Germany (Photo credit: National Army Museum)

Colonel Armstrong, as usual, flew the lead plane in the attack formation, which included 91 bombers from six separate groups. The weather over the target, the German navy base at Wilhelmshaven, was bad, with just a few breaks in the clouds. The Americans were surrounded by approximately 100 enemy fighters as they approached the target, but the 306th’s gunners claimed 22 were shot down during the mission. The group sustained just small losses, as the CO promised. Because of the terrible weather, post-raid analysis only rated the bombing accuracy as “fair but sufficient.” The strike also made the German people aware that the Fatherland was no longer safe from American bombers.

Pressmen smothered the crews upon their return. “Better than bombing the Jerries in France and a hell of a lot more satisfying,” one crewman told a young Stars & Stripes reporter, Andrew Rooney (later a correspondent for CBS’s 60 Minutes). But the quote of the day came from Colonel Armstrong, elated by the success of the attack: “I could go out and dance all night.”  

Armstrong, who was promoted to brigadier general immediately after the raid, flew a few more missions with the 306th before returning to the United States in May 1943 to command an operational training wing, which was constructed to supply the Eighth Air Force with a large number of competent fliers. In 1945, he was assigned to the 315th Bombardment Wing (Very Heavy), which flew B-29 bombers, to train and command. The unit’s mission was to destroy Japanese gasoline manufacturing and storage sites. Armstrong climbed behind the controls of one of the Super Forts on August 15, 1945, just before Japan announced its surrender, and took out on the war’s final heavy bombing raid, a 3,800-mile round-trip journey to Japan—the war’s longest nonstop combat flight. Armstrong led the Eighth Air Force’s first heavy bombing mission in Western Europe and the Pacific War’s final raid, two events that neatly bookended strategic aviation combat in World War II, as he later wrote in his memoir.

The turnarounds he performed at the 97th and 306th were “stuck.” Both groups came out of the battle unscathed, with excellent fighting records.

THE AFTERMATH OF THE WAR General Armstrong split his time between operational commands and training. In May 1961, he was the CO of Alaskan Command when he was summoned to Washington for his public assertion that the Department of Defense was endangering national security by slashing military funding for Alaska’s defense. The 33-year veteran was told to “quietly submit a retirement request” by the Pentagon. Armstrong was taken aback by the news. “It was the end of my career.” 

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How a Resolute Commander Turned Around Two Underperforming Bomb Groups, Leading Them to Storied Firsts Against Germany Beirne Lay Jr. and Sy Bartlett, both 306th officers, based the protagonist of their war novel “Twelve O’Clock High” on Frank Armstrong. In 1949, the novel was adapted into a Hollywood picture, which won two Academy Awards and received critical praise as a study in effective leadership. (Getty Images/Movie Poster Image Art)

The film, which received critical acclaim and was nominated for an Academy Award for Best Picture, struck a chord with top air force and naval officials as the ideal visual tool for demonstrating how leaders lead. Twelve O’Clock High was used by the service academies as a treatise on effective leadership for young officers-in-training for decades. Frank Alton Armstrong Jr. has the kind of legacy that few men accomplish because of the film’s long-term impact.

This story appeared in the World War II magazine in June 2023. 

This article broadly covered the following related topics:

  • raf 38 group
  • 40th bomb squadron
  • raf bomber command squadrons
  • 5 group raf
  • 2 group raf
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