Art of War Papers

 

 US Army Command and General Staff College Press

 US Army Combined Arms Center

 Fort Leavenworth, Kansas

 

Michael L. Valenti

Major, USMC

 

The Mattis Way of War:

 an Examination of Operational Art in

 Task Force 58 and 1st Marine Division 
Cover image: A Marine from the 15th Marine Expeditionary Unit moves 

to a security position at Forward Operating Base Rhino, Afghanistan, 

25 November 2001. Photo by Sgt. Joseph R. Chenelly. (DVIC DMSD-06-03033).
The Mattis Way of War:

an Examination of Operational Art in 

Task Force 58 and 1st Marine Division

Michael L. Valenti, Major, USMC

M.M.A.S., Command and General Staff College,

Fort Leavenworth, Kansas, 

2014

US Army Command and General Staff College Press

US Army Combined Arms Center

Fort Leavenworth, Kansas
ii

First Printing September 2016

Layout and Design by 

Elizabeth J. Brown

Combat Studies Institute Press

US Army Command and General Staff College Press 

publications cover a wide variety of military topics. 

The views expressed in this publication are those of the 

author(s) and not necessarily those of the Department of 

the Army or the Department of Defense. 

The seal of the US Army Command and General Staff 

College authenticates this document as an official publication of the US Army Command and General Staff 

College Press. It is prohibited to use this official seal on any republication without 

the express written permission of the US Army Command and General Staff College Press.

Library of Congress Cataloging-in-Publication Data

Names: Valenti, Michael L., author.

Title: The Mattis way of war : an examination of operational art in Task 

 Force 58 and 1st Marine Division / Michael L. Valenti, Major, USMC.

Other titles: Examination of operational art in Task Force 58 and 1st Marine 

 Division

Description: Fort Leavenworth, Kansas : US Army Command and General Staff 

 College Press, an imprint of the Combat Studies Institute Press, [2014] | 

 Includes bibliographical references and index.

Identifiers: LCCN 2015034147 | ISBN 9781940804057 (alk. paper)

Subjects: LCSH: Mattis, James N., 1950---Military leadership. | Operational 

 art (Military science)--Case studies. | Command of troops--Case studies. | 

 United States. Navy. Task Force 58--History--21st century. | United 

 States. Marine Corps. Marine Division, 1st--History--21st century. | Iraq 

 War, 2003-2011--Campaigns--Case studies. | Afghan War, 

 2001---Campaigns--Case studies.

Classification: LCC U162 .V28 2015 | DDC 956.7044/345--dc23 LC record 

available at Caution-http://lccn.loc.gov/2015034147
iii

Abstract

The generalship, leadership, and operational art of General James N. 

Mattis, US Marine Corps is examined by using Task Force 58 in Afghanistan as a formative base and then comparing elements of operational art to 

the conduct of the 1st Marine Division in Operation Iraqi Freedom, 2003. 

Mattis draws upon many historical influences that shape his operational 

design in both campaigns. He puts great effort and focus on ensuring that 

his commander’s intent is understood by all his subordinates and uses a 

preference for a small staff in the planning and execution of his intent. He 

makes heavy use of personally selected liaison officers to form and sustain 

habitual relationships with higher and adjacent units. Through the use of 

historical examples and a refusal to be constrained by doctrine and popular thought he uses innovative approaches in his design. These innovative 

approaches often constitute paradigm shifts with contemporary thought 

and doctrine. A “Mattis Way of War” is postulated in the conclusion which 

draws from his use of history, commander’s intent, and leadership to build 

up a capacity, or potential energy, for action in his unit. Once built up, he 

unleashes this energy utilizing explicit trust in his staff and subordinates.
iv

Acknowledgements

I wish to thank my wife, Colleen, for her unrelenting support in this 

endeavor. My long nights and weekends sequestered in the basement left 

her to care for our children and run the house. She never complained. To 

my children, Mickey and Brigid, thank you for being “good” during the 

“best year of our lives.” I hope someday my example of hard work and 

dedication will become apparent to you. Thank you to my in-laws, Kevin 

and Susan for their frequent trips to Kansas to help my family and keep 

us sane.

Much appreciation and gratitude is felt for a variety of people at 

CGSC: my fellow Art of War Scholars for the invaluable feedback they 

have given me for this thesis; Dr. Dean Nowowiejski for having the confidence in me to finish this thesis, when I lacked the confidence myself; 

Colonel John Sullivan, USMC (Ret) for giving me the mentorship and 

motivation that only one Marine could give to another; and to my committee members for providing me with feedback and showing remarkable 

patience. 

I wish to thank the United States Marine Corps History Division for 

aiding me in my research and providing me with a wealth of information, 

especially Mr. Tom Baughn. Mr. Vincent Goulding of the Marine Corps 

Warfighting Lab wrote an article in the Marine Corps Gazette that spurred 

my interest in Task Force 58. For all those I forgot to mention, thank you.

Within one hour of contacting General Mattis, he responded with a 

wealth of information and offers to assist me in this project. His material 

and the interview he honored me with have been invaluable. He is a true 

steward of our profession.

Finally, I wish to thank my father, Bill, and my mother, Angie, for 

all the support they have given me and the confidence they have bestowed 

upon me. My mother’s unexpected death during this thesis dealt a hard 

blow from which I was not sure I could recover. I am confident that she has 

given me the strength to pick myself up, is watching over me, and excited 

to see me finish and return to my family. The streets to heaven are guarded 

by United States Marines and no doubt my brothers there embraced her 

when she entered. I love you. Semper Fidelis! Go Navy! Beat Army!
v

Contents page

Abstract.......................................................................................... iii

Acknowledgements........................................................................ iv

Acronyms...................................................................................... vii

Chapter 1 Introduction .....................................................................1

Chapter 2 Task Force 58 ................................................................11

Chapter 3 Commanding General 1st Marine Division 2003 .........27

Chapter 4 Command and Leadership Philosophies.......................41

Chapter 5 Conclusions and Recommendations..............................53

Glossary .........................................................................................59

Appendix........................................................................................65

Bibliography ..................................................................................69
vi

Figures page

Figure 1. Marine Air-Ground Task Force. .......................................4

Figure 2. USS Bataan Amphibious Ready Group...........................7

Figure 3. USS Peleliu Amphibious Ready Group. ..........................7

Figure 4. Chain of Command...........................................................8

Figure 5. FOB Rhino and ISBs......................................................17

Figure 6. Jersey Drill, LSA Matilda, Kuwait, 27 February 2003...31

Figure 7. The Mother of all Terrain Models. .................................32

Figure 8. The Push Towards Baghdad. ..........................................35

Figure 9. Mattis Way of War. .........................................................55
vii

Acronyms

ARG Amphibious Ready Group

CENTCOM US Central Command

CP Command Post

DOD Department of Defense

FOB Forward Operating Base

ISB Intermediate Staging Base

LOC Logistics Operations Center

MAGTF Marine Air Ground Task Force

MEB Marine Expeditionary Brigade

MEF Marine Expeditionary Force

MEU Marine Expeditionary Unit

OIF Operation Iraqi Freedom

1

Chapter 1

Introduction

Overview and Biography

This study examines General James N. Mattis’s staffing philosophies, 

the influence of history on his operational planning and execution, and his 

general command and leadership philosophies using Task Force 58 as a 

formative base. A brief look at his time commanding the 1st Marine Division in Operation Iraqi Freedom (OIF) examines whether his philosophies 

and concepts evolved or remained consistent. A chapter dedicated to his 

command philosophies and leadership explores common themes that were 

present during both periods and their influence on his later generalship.

General Mattis is an iconic figure in recent Marine Corps history and 

is known by many nicknames such as Mad Dog and the Warrior Monk. 

He gets the latter because of his intense love and study of military history, 

leadership, and the art of war. He had humble beginnings; born in a small 

town in the Pacific Northwest at the base of the Columbia River which 

had deep-rooted agricultural ties and a nuclear industry. His father was a 

Merchant Mariner and his mother worked with United States Army intelligence in South Africa. Growing up, his family never had a television, but 

had a rather extensive library. He has never married.1

After retiring in June of 2013, Mattis completed over 41 years of 

service. He commanded at all levels including Recruiting Station Portland, 1st Battalion, 7th Marines, 7th Marines (reinforced), 1st Marine Expeditionary Brigade, Task Force 58, 1st Marine Division, Marine Corps 

Combat Development Command, I Marine Expeditionary Force, US Joint 

Forces Command, and US Central Command.2

Synopsis of Events Surrounding 9/11

In response to the attacks of 9/11, the United States had to determine which military options in its arsenal would be best suited for the 

initial campaign in Afghanistan. There was initially much debate amongst 

President George W. Bush and his National Security Council as to the 

form of America’s initial response. The debate focused between the use of 

the Central Intelligence Agency and the Department of Defense (DOD) to 

lead the military response. When asked what the military could provide in 

the way of developing the campaign, Secretary of Defense Donald Rumsfeld said “very little, effectively.”3
2

Secretary Rumsfeld had to develop DOD options quickly and relied heavily on the input of two men: General Hugh Shelton, Chairman 

of the Joint Chiefs of Staff and General Tommy Franks, Commander of 

the US Central Command (CENTCOM). Rumsfeld’s initial guidance was 

for “something creative between launching cruise missiles and an all-out 

military operation.”4 In order to meet the intent, General Franks quickly 

dismissed any Marine Corps option stating, “We can’t make use of the 

Marines’ amphibious capabilities. Whatever the final shape of the operation, it’ll depend on airlift.”5

 In his monograph entitled “US Marines in Afghanistan 2001-2002,” Colonel Nathan S. Lowrey writes, “General Franks 

may have been acknowledging that the doctrinal capability of Marine expeditionary units limited amphibious operations to within 200 miles of the 

Pakistani coast.”6

By 14 September 2001, the DOD had no options except for a cruise 

missile strike. General Franks summarized by stating, “The long poles of 

this operation will be access and sustainment. Any operation we conduct 

in Afghanistan will be dependent on airlift...thousands of tons a day.”7

Pressured to come up with courses of action the CENTCOM staff came 

up with the a four part plan: (1) Tomahawk missile strikes against Taliban 

and al-Qaeda forces in Afghanistan; (2) After the missile strike, conduct 

a three to ten day air war utilizing US Air Force bombers; (3) Following 

the missile and bomber attacks, put “boots on the ground” consisting of 

special operations forces from the Army, Navy, Air Force, and Central Intelligence Agency; and (4) Prosecute the first three options simultaneously 

then introduce conventional US Army and US Marine ground forces.8

Bush wanted something more than the military plan presented and 

initially dismissed the DOD’s approach calling it “unimaginative.”9 On 

17 September 2001, President Bush approved a separate Central Intelligence Agency option developed by Director George Tennant that involved 

a worldwide media plan and partnership with the Northern Alliance. He 

directed Secretary of State Colin Powell to issue an ultimatum to the Taliban “demanding that they turn over Osama bin Laden or suffer the consequences.”10 The consequences would take the form of the missile strikes 

and boots on the ground mentioned above. Rumsfeld was still pressuring 

the DOD to break the mold on conventional airlift stating, “This is chess, 

not checkers. We must be thinking beyond the first move.”11

Units that could fulfill the boots on the ground requirement had to be 

mobilized and then transported to the theater of operations. Another option was to take already forward deployed units and retask them to support 

upcoming operations. Early in the planning process with focus on force 
3

protection and posturing already deployed units for a possible role in up 

and coming operations, General Franks ordered the Commander, 5th Fleet 

and US Naval Forces Central Command to, “put [all ships] to sea and 

cancel future port visits to avoid the possibility of another incident like the 

bombing of the USS Cole.”12 This decision early on set the stage for Marines with the 15th Marine Expeditionary Unit (MEU) currently in Darwin, Australia to put to sea and start focusing on other possible missions.

A MEU represents a powerful option to the president to project combat power. A MEU’s organic aviation assets give it the capability to insert 

forces into an area with minimal outside assistance required. MEUs are 

trained to this standard and are already forward deployed. The two forward deployed MEUs with the capability to project combat power into 

Afghanistan were the 15th and 26th MEUs Special Operations Capable.13

However, there was a significant challenge in projecting the Marines’ 

combat power into Afghanistan. Forces would have to travel over 350 

nautical miles inland to conduct operations. The use of aviation assets and 

Intermediate Staging Bases (ISBs) was the only feasible way to accomplish the mission. Before discussing employment of the MEUs and General Mattis’s role, it is useful to explain several Marine doctrinal concepts 

and units.

The Marine Air Ground Task Force

The Marine Air Ground Task Force (MAGTF) is the principle fighting organization of the Marine Corps. It is a scalable (meaning that the size 

of the organization can be changed to suit its need) and tailorable organization consisting of four elements: Command Element, Ground Combat 

Element, Aviation Combat Element, and Logistics Combat Element. The 

MAGTF is commanded by a single commander who task organizes the 

formation in order to meet mission objectives which span the range of 

military operations.14

There are typically four types of MAGTFs based on size from largest to smallest: Marine Expeditionary Force (MEF), Marine Expeditionary Brigades (MEB), MEU, and Special Purpose MAGTF (SPMAGTF). 

MAGTFs can best be identified by the size of the Ground Combat Element. A Marine division, regiment, and battalion constitute the Ground 

Combat Element for a MEF, MEB, and MEU respectively.15 A SPMAGTF 

is a temporary MAGTF formed to conduct missions for which a MEF or 

other unit would not be appropriate or is not available.16
4

The Marine Expeditionary Unit

The MEU is centered around a reinforced infantry battalion landing team which forms the Ground Combat Element. The Aviation Combat 

Element is composed of a composite squadron centered around a helicopter or tilt-rotor squadron with attached detachments from a Marine Attack Squadron (AV-8 Harrier), a Light Attack Squadron (UH-1 Huey and 

AH-1 Cobra), Heavy Helicopter Squadron (CH-53E Super Stallion), and 

an Aerial Refueler Transport Squadron (KC-130 Hercules). The Logistics Combat Element is formed around a combat logistics battalion. The 

units are broken down and embarked on amphibious ships provided by the 

Navy. Together the MEU and the amphibious ships form an Amphibious 

Ready Group (ARG).17

The versatility of the MEU lies in its ability to project power, provide 

deterrence, and respond to a multitude of scenarios with organic assets. 

There are seven standing MEUs in the Marine Corps, three on each coast 

of the United States and one in the Pacific. They are designed to provide 

the nation with a continuous forward presence throughout the globe. The 

MEU is capable of fifteen days of sustainment while conducting operations ashore before needing to be resupplied.18

Figure 1. Marine Air-Ground Task Force.

 Source: United States Marine Corps, “Marine Corps 101,” 17 October 2013, 

accessed 6 June 2014, http://www.hqmc.marines.mil/Portals/61/MarineCorps101.

pdf.
5

Amphibious Operations

Assaults, raids, demonstrations, withdrawals, and amphibious support to other operations comprise the five types of amphibious operations. 

Amphibious operations are conducted by amphibious forces consisting of 

an amphibious task force and a landing force. Amphibious operations are 

favorable to changing political situations because they generally do not 

require diplomatic clearances or host-nation support.19

Traditionally a beachhead is secured and is used to flow in follow 

on forces and build combat power. Amphibious operations tend to focus 

on littoral regions for this reason. With respect to Afghanistan and its land 

locked nature, an amphibious operation is still possible, but due to distances from sea ISBs were necessary to provide an area for buildup of forces 

and allow the refueling of aircraft.20 The latter would prove to be a classic 

case of ship-to-objective maneuver.

Formation of Task Force 58

Amphibious operations were initially dismissed for Afghanistan because of its landlocked nature as early as 12 September 2011. General 

Franks stated that amphibious operations were “untenable for Marine amphibious forces and that ground operations would require US Army combat power supported by US Air Force logistics.”21 This quick dismissal of 

a Marine component was based on the assumption that all forces would 

have to be flown in by the Air Force, and thus the ground component 

should be the Army. Marine Brigadier General John G. Castellaw, Deputy 

Commanding General, Marine Forces Pacific, quickly interjected and advocated for involvement of the Marine Corps. General Franks’ dismissal 

of initial Marine involvement may have been due to an unfamiliarity of 

Marine Corps and Navy doctrine that had changed since the end of the 

cold war.22

The plan initially chosen by the president was to conduct a strategic 

bombing and missile strike campaign in Northern Afghanistan, striking 

targets that would “inform America’s enemies that ‘there is a dear price to 

be paid for actions like 9/11 that strike at the United States’.”23 However, 

the campaign did not effectively degrade the Taliban’s capability and National Security Advisor Condoleezza Rice pointed out that a strategy and 

plan for countering the Taliban stronghold at Kandahar was needed.24 The 

question still remained as to which units and by what means they would 

be utilized in the prosecution of the Taliban. A unit conducting an exercise 

in Egypt would ultimately answer that question.
6

Military deployments and operations were not completely halted after the events of 9/11. It was important to show the world that the United 

States was still committed to its international partners by continuing to 

support previously negotiated operations. The United States had already 

committed to participate in a biannual training exercise with the Egyptians 

called Exercise Bright Star. The importance of this particular exercise was 

twofold: it served as a way to posture additional forces in the Middle East 

under the cover of an exercise and demonstrated America’s resolve not 

to shy away from its commitments.25 Brigadier General James N. Mattis wore many different hats during this period including: Commanding 

General of the 1st Marine Brigade (forces involved in Bright Star); Deputy Commanding General of I MEF; Commanding General, Marine Corps 

Forces, Central Command (Forward); and Combined Joint Task Force 

Consequence Management.26

Prior to his deployment for Exercise Bright Star, Brigadier General Mattis had the foresight to prepare his Marines for possible action 

in response to the terrorist attacks. His foresight coupled with the determination of General Castellaw to get the Marines in the fight eventually 

led to the formation of Task Force 58. Castellaw advocated the idea of a 

composite amphibious brigade for use by CENTCOM for operations in 

Afghanistan. After one of the capstone exercises in Bright Star, this plan 

came to fruition and Task Force 58 was born. It was eventually to consist 

of two ARGs, the USS Bataan and USS Peleliu and use the headquarters 

of Bright Star for the command element, Figures 2, 3, and 4.27 (The 13th 

MEU appears in Figure 4 because it eventually relieved the 15th MEU.) 

For the purposes of this study, the actions of the 13th MEU will not be 

considered or included because it did not participate in the initial formation of the task force or seizure of FOB Rhino.
7

Figure 2. USS Bataan Amphibious Ready Group.

 Source: Nathan S. Lowrey, S. U.S. Marines In Afghanistan, 2001-2002: 

FROM THE SEA: U.S. Marines in the Global War on Terrorism (Washington, 

DC: United States Marine Corps History Division, 2011), 72.

Figure 3. USS Peleliu Amphibious Ready Group.

 Source: Nathan S. Lowrey, U.S. Marines In Afghanistan, 2001-2002: FROM 

THE SEA: U.S. Marines in the Global War on Terrorism (Washington, DC: United States Marine Corps History Division, 2011), 23.
8

The primary research question that guides this study is: using Task 

Force 58 as a formative base, how did General Mattis’s theories on historical influences, staff organization, and leadership influence the planning 

and conduct of Task Force 58’s operations, and how did they evolve or 

remain constant during his command of the 1st Marine Division in OIF 

in 2003?

The secondary questions that shape the research are: 

Did his innovations work? Are they worthy of repeating? Did 

his style evolve as he increased in responsibility?

What role did current doctrine play in the planning and execution of the Task Force 58’s mission?

Were exceptions to doctrine necessary to accomplish the mission?

Figure 4. Chain of Command.

 Source: Nathan S. Lowrey, U.S. Marines In Afghanistan, 2001-2002: FROM 

THE SEA: U.S. Marines in the Global War on Terrorism (Washington, DC: United States Marine Corps History Division, 2011), 91.
9

What specific shortfalls existed in leadership/command and 

control, task organization, and planning that proved to be hindrances to mission accomplishment?

The assumptions made in conducting the research for this study are: 

all Marine Corps units participating in Task Force 58 were trained and 

equipped to accomplish their original missions as part of the MEU; upon 

their original deployment as part of separate MEUs, there was no anticipation of combining the forces; the reader is familiar with the general events 

surrounding Task Force 58 and the 1st Marine Division in OIF I.

This study is intended to look critically at General Mattis’s staffing 

philosophy, how history influenced his concepts, and his philosophy of 

leadership and command. It is not meant to be an authoritative examination of Task Force 58 or the 1st Marine Division’s role in OIF circa 2003.
10

Notes

1. General James N. Mattis, interview by Harry Kreisler, 20 March 2014, 

interview #28135, Conversations with History, University of California at Berkley, Berkley, CA, University of California Television, accessed 29 August 2014, 

http://www.uctv.tv/shows/Reflections-with-General-James-Mattis-Conversations-with-History-28135. Referred to hereafter as Mattis-Kreisler interview.

2. Headquarters, United States Marine Corps, “Official Biography: General James N. Mattis,” accessed 8 November2014,https://slsp.manpower.

usmc.mil/gosa/biographies/rptBiography.asp?PERSON_ID=121& PERSON_

TYPE=General.

3. Nathan S. Lowrey, U.S. Marines In Afghanistan, 2001-2002: FROM 

THE SEA: U.S. Marines in the Global War on Terrorism (Washington, DC: United States Marine Corps History Division, 2011), 21.

 4. Lowrey, U.S. Marines In Afghanistan, 23.

 5. Lowrey, U.S. Marines In Afghanistan, 24.

 6. Lowrey, U.S. Marines In Afghanistan, 24.

 7. Lowrey, U.S. Marines In Afghanistan, 25.

 8. Lowrey, U.S. Marines In Afghanistan, 25.

 9. Lowrey, U.S. Marines In Afghanistan, 25.

10. Lowrey, U.S. Marines In Afghanistan, 26.

11. Lowrey, U.S. Marines In Afghanistan.

12. Lowrey, U.S. Marines In Afghanistan, 21.

13. Commander, Task Force 58, “Task Force 58 Command Chronology for 

the Period 27 October to 26 February 2002,” 21 February 2002, 7-8. Referred to 

hereafter as “Task Force 58 Command Chronology.”

14. United States Marine Corps, Marine Corps Doctrinal Publication 

(MCDP) 1-0, Marine Corps Operations (Washington, DC: Headquarters, United 

States Marine Corps, 2011), 2-6.

15. United States Marine Corps, MCDP 1-0, 2-9.

16. United States Marine Corps, MCDP 1-0, 3-19.

17. United States Marine Corps, MCDP 1-0, 2-12 thru 2-13.

18. United States Marine Corps, MCDP 1-0, 2-13 thru 2-14.

19. Chairmen Joint Chiefs of Staff, Joint Publication (JP) 3-02, Amphibious 

Operations (Washington, DC: US Government Printing Office, 2014), I-2.

20. “Task Force 58 Command Chronology,” 10.

21. Lowrey, U.S. Marines In Afghanistan, 34.

22. Lowrey, U.S. Marines In Afghanistan, 34.

23. Lowrey, U.S. Marines In Afghanistan, 51.

24. Lowrey, U.S. Marines In Afghanistan, 56.

25. Lowrey, U.S. Marines In Afghanistan, 66.

26. Lowrey, U.S. Marines In Afghanistan, 70.

27. Lowrey, U.S. Marines In Afghanistan, 70-73.
11

Chapter 2 

Task Force 58

Overview

This chapter will examine the formation and structure of General 

Mattis’s staff. A discussion on doctrinal influences on the command and 

control of Task Force 58 will demonstrate where a departure in doctrine 

was needed in order to effectisvely employ the units in the operation. A 

case study detailing the seizure of Forward Operating Base (FOB) Rhino 

will illustrate the staff process. Finally, the chapter will analyze historical 

influences that contributed to the operational design of the operation and 

its execution.

General Mattis’s Staff in Task Force 58

Simply put, the problem General Mattis had to solve was how to 

project combat power ashore in order to disrupt Taliban command and 

control in Southern Afghanistan.1 An inject into the enemy system was 

needed in order to deny it freedom of action. Mattis was aware of this and 

told his staff “Okay, this is what we’re going to do. We’re going to get 

over there and form a very small team [staff]...and we’re going to start 

thinking about what we are going to do to go kick some ass.”2 The notion 

of a small staff was born both out of necessity, lack of physical space, and 

personal style. Efficiencies gained from a small staff generate speed in 

orders production and execution that proved to be instrumental in the accomplishment of the mission. Before that speed could be realized, General 

Mattis had to shed some responsibilities and trim the staff.

Mattis wore many different hats and was charged with a myriad of 

responsibilities. He was commanding general of the 1st Marine Brigade; 

Deputy Commanding General for I MEF; Commanding General for Marine Corps Forces, Central Command (Forward); and Commanding General for Combined Joint Task Force Consequence Management.3

 Until he 

was relieved of some of these responsibilities, Mattis had to accomplish 

multiple missions with a staff that was designed for the planning and execution of Bright Star. On 29 October, Mattis was gradually relieved of his 

additional duties so that he could focus on operations in Afghanistan.4 As 

of 31 October, his staff consisted of six personnel: three Marines from 1st 
12

MEB, two Marines from Marine Corps Forces Central Command, and a 

single Marine from Task Force Consequence Management.5

Once free to concentrate his efforts exclusively on operations in Afghanistan, his staff and command structure started to take shape. US Navy 

Vice Admiral Charles W. Moore, commander of US Naval Forces Central 

Command and Combined Forces Maritime Component Commander, designated General Mattis as commander of Naval Expeditionary Task Force 

58. This designation flew in the face of current doctrine that called for a 

naval officer to command an amphibious task force.6 Admiral Moore’s 

rationalization was simple and profound. In the doctrine of amphibious 

operations, the commander of the amphibious force and commander of 

the landing force participated in a supporting and supported relationship. 

Admiral Moore surmised that because there was no coastal threat, and 

because significant coordination between ground combat operations, Special Operations Forces, and the Northern Alliance would be necessary, the 

amphibious force commander would be in a supporting relationship to the 

landing force commander. By putting Mattis in charge of the Naval Expeditionary Task Force, Admiral Moore generated significant operational 

flexibility and authority for him.7

Two key constraints played a significant role in the necessity of a 

small staff: the limited space available in Bahrain and the lack of an amphibious command ship.8

 Mattis eventually settled on a staff of approximately 32 individuals. To do so, he used a concept that he coined “Skip 

Echelon.”9 Essentially Skip Echelon eliminated redundancy at various 

levels of the command. For example, not every level necessitated a chaplain, public affairs officer, medical personnel, etc. If these personnel were 

required to perform a function, they would simply skip an echelon up or 

down the chain of command in order to fulfill their requirement. 

Mattis’s concept of Skip Echelon may have been influenced by British Field Marshal Sir William Joseph Slim who had asserted that there 

are three ways to cut down staffs: a flat cut (reduction by ten percent for 

example), a cut of one complete tier of staff hierarchy, or an elimination 

of complete sections.10 In Mattis’s, mind the elimination of complete sections could work as long as the flow of information within the staff was 

open and its members were willing to working together.11 Mattis employed 

Skip Echelon by eliminating the surgeon, staff judge advocate, chaplain, 

and sergeant major from his staff. If these staff functions were needed, he 

would take them from subordinate units.12

Upon further research, it was discovered that General Mattis’s use 

of Skip Echelon was influenced by a major in the Iraqi Army that Mattis’s 
13

battalion had taken prisoner in the Gulf War. Through interrogation, the 

prisoner revealed that Skip Echelon was a practice in the Iraqi Army.13

At one time, Iraq was a colony of Britain, so Slim’s influence could have 

been relevant.

Mattis gave guidance on the construction of his staff. He wanted 

“a small staff comprised of aggressive officers who were able to act with 

initiative, make rapid decisions and recommendations, and exercise good 

judgment.”14 Due to the small size of the staff and few enlisted Marines 

to support it, General Mattis made it clear that everyone had to “fill sandbags.”15 The initial tempo of planning was intense and as new members 

arrived to fill positions, they had to be caught up to speed quickly and start 

working quickly. In order to expedite this process the creation of a “Brain 

Book” was implemented. The book consisted of various references and 

orders that were needed to get new members ready to operate quickly. The 

Brain Book by itself would not be enough. Instead, professionalism, willingness, and doctrinal foundation of the new members of the staff would 

carry them the rest of the way.16

General Mattis’s personal feelings about staff size are worthy of 

comment and discussion. He believed that a smaller staff would have more 

shared situational awareness and be faster in reacting to changes in situations and opportunities presented by the enemy.17 These qualities would be 

important in the environment in which Task Force 58 was going to fight. 

The distances that had to be traveled to reach objectives were enormous 

and unforgiving. A large staff tends to take on a bureaucratic nature and 

can oppose the speed of planning and information sharing. Elements of 

operations, plans for support, and intricacies of details could not afford to 

be lost or misunderstood. He believed that if his staff had more of a human 

face rather than a large mass of people, the bureaucratic process would 

decrease and be less procedurally driven thus increasing speed.18

In the formation of the staff, Mattis gave less concern to finding the 

perfect staff officer to construct it. It was believed that each individual 

possessed certain capabilities that when employed in concert with other 

individuals with different and complementary capabilities would create 

a synergy where the sum of the parts is greater than the whole. This synergistic effect was accepted and staff members were encouraged to think 

critically beyond typical solutions to problems and come up with solutions 

that creatively used resources to solve problems. The capability of an individual meant most, sometimes even more than rank. Egos did not have a 

place at the table and were quickly tamed.19
14

General Mattis was a huge proponent of the book Good to Great by 

Jim Collins.20 In this book, Collins focuses initially on getting the right 

people on board in your organization and getting the wrong people out.21

There was a natural selection process in the staff of Task Force 58, in 

which only the strong survived. Mattis marginalized the weak members 

of the staff and their duties and responsibilities were absorbed by more 

competent members of the staff. Cut out of the circle of trust, the weaker 

members who failed to step up were eventually sent back to their parent 

commands.22

Now that his core staff was formed and focused on planning initial 

operations into Southern Afghanistan, General Mattis had to construct a 

command climate that fostered interoperability between the 15th and 26th 

MEUs and the Navy ships they were aboard. In order to ease confusion and 

enable a tighter integration of the Navy and Marine Corps team, General 

Mattis adopted the “N” section nomenclature used by the Navy, instead of 

the “G” and “S” designations used by the Marine Corps.23 For example, 

his logistics section would be the N4 shop vice the G4 shop. He originally 

only wanted to have a plans section (N5) and did not see the need for an 

operations section (N3). The insatiable thirst for information from higher 

proved this impossible and he later created an operations section.24

MEU Relationships

The Task Force 58 staff needed to integrate its efforts with the two 

MEU staffs. Three independent staffs existed in Task Force 58: the Headquarters Staff (Task Force 58 staff), the 15th MEU staff, and the 26th MEU 

staff. Integration and unity of effort between the staffs would be pivotal in 

the success of any operation.

Combining the two MEUs into a MEB in order to integrate MEU 

staff efforts was considered, but disregarded. This would enable Task 

Force 58 to have a single commander for each part of the MAGTF. The 

Command Element would be the Task Force 58 headquarters under Mattis. The two separate Aviation Combat Elements, Logistics Combat Elements, and Ground Combat Elements would be combined and their new 

commanders selected from within the existing MEU construct. However, within the current time constraints these new command relationships 

would be difficult to form and exercise. Adding to the friction, communications between the combined seven Navy ships would also be difficult. 

Had the MEB been formed prior to deployment and been given the chance 

to train and operate as such, command and control relationships could 

have been developed and honed.
15

Another reason why the combining of the two MEUs would not be 

advantageous is that the MEU is set up to be very independent. Each MEU 

trains together for deployment and institutes multiple Special Operating 

Procedures that curtail planning time and aid standardization of multiple 

complex mission sets. Combining two MEUs under these circumstances 

would have been possible, but it would have hindered their ability to use 

each of their own common training bases to rapidly and safely execute 

complex missions.

Another consideration was that initial missions for Task Force 58 

were a series of raids of undetermined length.25 There was no perceived 

need for a massed land force of two Battalion Landing Teams that constituted the Ground Combat Element of each MEU. A method that maximizes the previous training and cohesiveness requisite in each MEU and 

provides for maximum operational flexibility was needed. Keeping the 

MEUs separate and establishing a supporting and supported relationship depending on the mission was the most logical choice under the circumstances. Had the two MEUs combined to form a MEB, the resultant 

Ground Combat Element would have been a Regimental Landing Team 

minus. The commander of this new unit would most likely have been the 

senior battalion commander. He would now have to control a unit that had 

not trained together and spend precious time forming his own staff and 

merging the two separate units. Given the already complex and time sensitive nature of the operation, this would have been a recipe for disaster.

Doctrinal Influences

It is useful to look at the influence of doctrine (or lack of understanding) on the decision to include or exclude Marine Corps forces as a viable 

option to conduct operations early on in what would become Operation 

Enduring Freedom. On 12 September 2001, General Franks, commanding 

general of CENTCOM, began to develop military options for the president and joint chiefs. The early dismissal of Marine Corps capabilities by 

General Franks was indicative of the lack of understanding of post-Cold 

War amphibious doctrine.26 Cold War amphibious doctrine was largely 

centered on countering the Soviet global maritime threat.27 At the time 

of the 9/11 attacks, the advertised Marine amphibious capability was the 

insertion of a battalion overland or by air to an objective 200 nautical 

miles away.28 The landlocked nature of Afghanistan coupled with limited 

strategic access may have caused the oversight of Marine capabilities by 

senior leadership.
16

Contemporary Marine Corps doctrine compares the capabilities of 

an expeditionary force with that of a traditional land force in Marine Corps 

Doctrinal Publication 3, Expeditionary Operations: “In general, naval expeditionary forces provide a self-sustaining, sea-based capability for immediate or rapid response, especially through forward deployment. Landbased forces, on the other hand, generally require a longer deployment 

phase and the creation of an in-theater logistics apparatus to achieve the 

buildup of decisive force.”29 Applying this difference in forces to the situation after the terrorist attacks, it is apparent that an expeditionary force 

would be most suited as the initial conventional force to execute combat 

operations in Afghanistan. The organic aviation assets of the MEU further 

its capability to deploy its sea-based force utilizing ship to objective maneuver rather than ship to shore movement.

Doctrine was of little utility when it came time to frame the command and control network of the newly created expeditionary force. Contemporary doctrine called for a Commander Landing Force and a Commander Amphibious Task Force that shared a supported and supporting 

relationship. Generally the Commander Landing Force would be assumed 

by the Marine Corps (if a Marine unit was the landing force) and the Commander Amphibious Task Force would be assumed by the Navy.30 In a 

break from doctrine, a Marine general (Mattis) was put in command of all 

amphibious forces and shipping. This was unprecedented for the time, but 

simplified the command relationships within the task force. Mattis would 

keep his staff small and create broad operational concepts while the MEU 

commander executing the operation would fill in the details, and the other 

MEU assumed a supporting role.31

Task Force 58 Staff Process: A Case Study—Rhino

The general planning construct for the Task Force 58 staff and the 

two MEUs was simple in theory. The Task Force 58 staff concentrated on 

operational planning, developing plans, validating targets, and providing 

mission type orders to the MEU that was going to execute the mission.32

The Task Force 58 staff handed off the concept plan to the executing MEU 

and then started planning the next mission. The non-executing MEU 

would have a supporting relationship to the executing MEU. This method 

provided the MEU commanders with the widest possible latitude in the 

successful execution of the mission.33 The individual MEUs were able to 

capitalize on their previous training and standard operating procedures to 

accomplish their missions without wasting time trying to form new units.
17

In order to comply with Admiral Moore’s original intent of conducting raids, three courses of action were developed: first, a six- to 

twelve-hour company sized short duration raid; second a twenty-four- to 

thirty-six-hour near simultaneous raid employing two companies on two 

different objectives; and third, a forty-eight- to seventy-two-hour long duration raid consisting of a Battalion Landing Team.34 Continual refinement 

Figure 5. FOB Rhino and ISBs.

 Source: Nathan S. Lowrey, U.S. Marines In Afghanistan, 2001-2002: FROM 

THE SEA: U.S. Marines in the Global War on Terrorism (Washington, DC: United States Marine Corps History Division, 2011), 112.
18

of the plan, new intelligence information, and the realization of the need 

to seize a FOB in Southern Afghanistan led to a final mission of “seizing a 

FOB in order to attack lines of communications leading into Kandahar.”35

In order to overcome the distance associated with operating in excess 

of 350 nautical miles inland, ISBs were necessary to provide for refueling 

of aviation assets, forward staging of personnel and equipment, and shorten the logistical chain. Close coordination with the American Embassy 

in Islamabad, Pakistan, Marine liaison officers, and CENTCOM yielded 

three ISBs in Pakistan: Pasni, Shamsi, and Jacobabad, Figure 5.36

General Mattis purposefully kept the Task Force 58 staff looking forward in time and anticipating requirements. They were able to do this because they did not have to get involved with the details of the two MEUs. 

This paid off on 10 November 2001, during a concept of operations brief 

the staff was giving to the Deputy Commanding General of CENTCOM 

when they were instructed to continue planning for operations in Southern 

Afghanistan and start preparing for seizing and holding a FOB.37 The staff 

was already looking at Rhino that was a hunting camp complete with a 

6,400-foot dirt runway and a couple of buildings. Rhino had been previously seized by 3d Battalion, 75 Ranger Regiment (Task Force 3/75) on 17 

October 2001, then subsequently abandoned due to other mission requirements.38

As with any operational planning, friction plays an integral part that 

tends to cause a staff to plan and plan again due to changing situations. 

The objective changed from Kandahar Airport, to Herat, to Shindand, and 

finally back to Rhino.39 Communication between the Task Force 58 staff 

and the MEU staffs was paramount in order to ease the frustration and 

obtain a unity of effort. In order to solidify and endorse the relationships 

within Task Force 58, General Mattis released a message addressed to the 

MEU and Amphibious Squadron commanders detailing that his top priority was to develop “a mutually supportive relationship between the two 

MEU commanders themselves.”40

A MEU is designed to be a highly effective and self-contained organization able to execute missions independently utilizing their common 

training and standard operating procedures. The Task Force 58 staff looked 

to capitalize on that by assigning each MEU missions that would exploit 

their training and cohesiveness. The 15th MEU was tasked with seizing 

and securing FOB Rhino, and the 26th MEU was tasked with conducting 

the raid, interdiction, and seizure missions from Rhino.41 The 15th MEU 

was specifically chosen for the seizure of Rhino because it had earlier 

planned to conduct operations at Rhino in support of Task Force Sword 
19

(a special operations unit conducting missions in Afghanistan). Due to a 

helicopter crash from a unit supporting Task Force Sword, the 15th MEU 

did not execute that mission. Instead, they executed missions to recover 

the downed aircraft from an airfield in Pakistan.42

The staff identified resource shortfalls and promulgated requests for 

forces. They ascertained that aviation assets from both MEUs were needed 

in the initial seizure of Rhino. This meant that roles and responsibilities 

for each MEU had to be clearly articulated and increased communication 

both laterally and up the chain of command was required and fostered. 

Throughout this process, the Task Force 58 staff outgrew their temporary 

accommodations at Naval Support Activity Bahrain and had to procure a 

new site in a parking lot. This was significant because their original spaces 

were never suited for a staff to occupy them. Navy SEABEES responded 

to the task and in record time constructed concrete pads and emplaced 

tents for the staff. The administrative friction with moving their headquarters in the middle of planning cannot be overstated. New email accounts 

were necessary and were created and disseminated. Every manner of logistical office supply from desks, pens, and paper to phones and printers 

had to be “acquired” in true Marine Corps fashion.43

It is important to note that at this time while the main staff for Task 

Force 58 was working out of makeshift accommodations in Bahrain, the 

other two MEUs were out conducting other missions. The 15th MEU was 

conducting security operations in Jacobabad and awaiting relief from this 

tasking from the Army. The 26th MEU was enroute to the area of operations and uncertain of their arrival time. Communication was made possible via email and video teleconference. The different staffs had to coordinate their planning efforts and were sometimes the last to know when 

plans were changed by higher headquarters in Tampa.44

On 20 November 2001, 19 members from the Task Force 58 staff 

at Bahrain transitioned to the USS Peleliu in preparation for the assault.45 

While this was not easy, it was made easier by having a small staff. Billeting and working spaces on the USS Peleliu were at a premium and, as 

alluded to previously by Admiral Moore and General Mattis, could not 

handle a large staff.

Once on board the USS Peleliu, the 15th MEU staff presented a three 

and a half hour long formal confirmation brief for the seizure of FOB 

Rhino to General Mattis and his staff. D-Day was set at 1700Z on 23 November 2001. It was an extremely detailed plan and the “most complex 

landing plan in anyone’s memory.”46 More detail was needed for the flow 

of Marines to the ISBs in Pakistan and coordination was made with Ma-
20

rine liaison elements in Pakistan. As a fitting end to the arduous days leading up to and including the confirmation brief, a Thanksgiving Day meal 

was served on board the ships. In order to reinforce lateral communication 

between the MEUs, liaisons were crossdecked, or transferred, between 

ships in order to “reinforce the integrated nature of [Task Force 58] and to 

continue coordination planning between the three staffs.”47

Trust in his staff’s capabilities allowed General Mattis to focus on 

commander issues. One such instance was when he was reviewing the rules 

of engagement for the assault force. He found them to be too restrictive because they required a hostile act or intent to be committed or demonstrated 

prior to the engagement of potential targets. He officially requested that 

all personnel in the landing zone be declared hostile which would allow 

the ground force commander to engage targets at will. This was initially 

met with resistance from the CENTCOM staff in Tampa, Florida. Naval 

Forces Central Command commander, Admiral Moore, probably because 

of his close relationship with General Mattis, fully supported the change 

citing that “our Marines required the freedom to proactively engage the 

enemy using their initiative and trusting the Marine’s good judgment.”48 

The request was later approved by CENTCOM.

D-Day was postponed until 25 November due to CENTCOM not 

issuing an execute order although the Marines were ready on the 23rd. Essentially the seizure of Rhino went off without any major complications. 

Colonel Thomas D. Waldhauser, Commanding Officer of the 15th MEU 

(Special Operations Capable), later recalled, “It was really...awesome...

one of those days where things go well and you just have to savor it.”49

On D+1, a Marine KC-130 flew in a forward observation post to 

Rhino consisting of General Mattis, a communications team, and a SEABEE liaison officer.50 This observation post would serve as General Mattis’s forward command post and stretched the Task Force 58 staff between 

three locations: Rhino, the USS Peleliu, and Bahrain.51 Since he was now 

forward and technically still in command of the entire ARG, General Mattis designated Commodore William Jezierski (Commander, Amphibious 

Squadron One) as the Deputy Commander of Task Force 58. Prior to this 

designation, Mattis retained a chief of staff, but had not officially designated a deputy commander of Task Force 58 prior to November 28th.52 The 

new designation facilitated the operational control and tactical direction of 

the shipping assigned to Task Force 58 by allowing a senior naval officer 

to command both ARGs while Mattis was ashore. Commodore Jezierski 

was never caught flat-footed and was pivotal in the execution of what was 

believed to be the “most difficult amphibious landing in 20 years.”53
21

Task Force 58’s staff was effective by emphasizing close and detailed coordination through command relationships and liaison officers. 

The Task Force 58 staff was able to plan broad operational muscle movements and left the detailed planning to the respective MEUs. When the 

MEUs had to combine resources such as aviation assets for the initial 

assault into Rhino, the command climate established by General Mattis 

enabled them to do so via the heavy emphasis he placed on communication and liaison officers. The small Task Force 58 staff proved invaluable 

during this operation. It did not overwhelm the already crowded spaces on 

board the Peleliu and ensured that information flowed freely and timely 

throughout the operation and was not caught up in staff bureaucracy that 

can sometimes be inherent to larger staffs.

Historical Influences

General Mattis is a huge advocate of the study of military history, 

and it was apparent in his operational approach to the conduct of operations in Task Force 58. General Mattis refers to using history as a guide 

to “practice informed boldness.”54 He advocates the use of history to 

“broaden your operational reach, giving you mental models that you can 

apply imaginatively.”55 He cites a number of historical examples that influenced his Task Force 58 operational design to include Major General Orde 

Charles Wingate’s operations in Burma.56 Other historical influences on 

the operational design include the firebase concept used during Vietnam 

and Grierson’s Raids during the Civil War.57 As long as the historical context is understood, past operations can be used as a point of departure for 

the design of current operations. By examining the premise of Wingate’s 

second raid into Burma, similarities can be drawn from the seizure of FOB 

Rhino and subsequent operations of Task Force 58.

In 1944, while operating in Burma under Field Marshal William Joseph Slim, Wingate devised a plan to infiltrate well behind Japanese lines 

by flying in his forces. His aim was that “a force, which penetrating behind 

the enemy lines, [could] operate in comparatively small, lightly-equipped 

columns to harry [the enemy’s] communications and rear establishments.”58 When put next to Task Force 58’s initial guidance of conducting 

raids in Southern Afghanistan and Mattis’s summation of “Give me 1,000 

men ashore for 30 days and we could make the enemy’s life hell on earth 

for raids,”59 the linkage becomes apparent. To solidify the linkage even 

more, one of Slim’s objectives for Wingate was to “[inflict] the greatest 

possible damage and confusion on the enemy in North Burma.”60
22

An interesting similarity between Wingate’s forces and Mattis’s is 

that Wingate was in command of a MAGTF-like unit (minus Marines of 

course). Wingate had under his command or at his direct disposal the No. 

1 Air Commando (Aviation Combat Element), a Logistical Combat Element, and a Ground Combat Element. Using all three in concert, Wingate 

planned to fly his forces into Burma well behind enemy lines. Gliders 

flew in initial waves putting engineers in place to make open fields into 

improvised landing strips capable of accepting Dakota transport aircraft 

to facilitate a rapid build-up of combat power and logistical supplies.61 

This was much akin to the seizure of Rhino and subsequent efforts by 

SEABEES to get Rhino capable of accepting the venerable Marine KC130 combat transports. Wingate’s operations in Burma served as a mental 

model, a point of departure for Mattis.

General Mattis also used Grierson’s Raid in Mississippi during the 

American Civil War as a model demonstrating how a relatively small unit 

can cause chaos in the enemy’s rear by attacking lines of communication.62

A 1904 U.S. Cavalry Association Journal described Grierson’s raid as “a 

diversion in the rear, to assist Grant in his operations against Vicksburg, 

as well as to divide the ‘Confederacy’ and cut communication between 

[Vicksburg and Tennessee].”63 Grierson’s Raid put the enemy in a dilemma by making them choose to divert forces to counter the raid (thus taking 

some pressure off Grant) or to continue to have his lines of communications threatened. A similar dilemma for the enemy is found in one of the 

endstates in Mattis’s commander’s intent for Task Force 58 (emphasis is 

his): “Taliban/Al Qaida Leaders in disarray, facing an operational dilemma 

on how to allocate their forces (northern front or southern Afghanistan).”64

Mattis further explained in his commander’s intent (emphasis is his) that 

the raids were designed to “destroy the enemy’s sense of security and shatter his will.”65 Grierson’s Raid influenced Mattis’s intent by giving him a 

mental model of what raid forces were capable of when inserted deep in 

the enemy’s rear.

Mattis was able to make an adaptation on the firebase concept employed in Vietnam for use at FOB Rhino. A firebase was a temporary operating base composed of infantry and artillery from which the units could 

launch offensive actions.66 He traded out artillery for aviation-delivered 

fires which enabled him to bring more assault forces into FOB Rhino in 

the initial waves. Because of his established relationship with the Combined Forces Air Component Commander, General T. Michael Moseley, 

he was confident that aviation delivered fires would be there if he needed 

them. General Moseley told Mattis that “if you get in any trouble, you just 

call [your LNOs], and I’ll turn every airframe in the air over your head.”67 
23

It was because of this relationship and trust that General Mattis left behind 

his artillery for the first time in 30 years.68 General Mattis was able to 

adapt the firebase concept to fit his operational design in Afghanistan.69

Conclusion

A small Task Force 58 staff proved to be less bureaucratic and eased 

the rapid and accurate flow of information. By using the technique of Skip 

Echelon, Mattis was able to keep functionality in his staff with fewer numbers. He stated, “keep the staff small unless you need constant, mindless 

reassurance.”70 A small staff worked for Mattis in this case because his 

subordinate MEU staffs were fully formed and staffed. This allowed him 

to utilize their staff functions that were not resident in his own staff. A key 

point, Mattis’s small staff concept works only when subordinate units are 

entrusted with a wide degree of latitude in their planning and execution, 

and they possess the manpower and resources to plan effectively.

It is important to note that a small staff will not work in all situations 

such as when there is a need to communicate laterally with like units. For 

example, if one regiment in a division incorporated a small staff and Skip 

Echelon and the other regiments did not; lateral communication would be 

more difficult. In this situation there were no other like units involved. In 

order to facilitate communication with non-like units, Mattis used liaison 

officers extensively. Of his liaison officers he said, “LNOs are critical, you 

should always send someone you hate to lose.”71

In the area of doctrine, one must be able to take doctrine as a starting 

point, but not the final answer. Doctrine should never constrain thinking or 

make the possible seemingly impossible. Mattis wrote, “Combat experience or confined thinking in doctrinally-constrained exercises can be as 

much a mental straitjacket as a lack of such experience, unless broadened 

by historical study and happy hour conversations [or] challenges.”72 Had 

normal staff doctrine been employed as written, Task Force 58 would have 

faced numerous command and control problems. In fact, operational doctrine might have led to a unit like Task Force 58 never being considered to 

perform an amphibious assault over 200 nautical miles inland. 

Finally, the use of historical examples as mental models can serve as 

a point of departure for innovations. History will not repeat itself, but as 

long as the context is understood, it can lay the cognitive framework for 

innovative solutions to complex problems. General Mattis’s appreciation 

for and understanding of historical examples laid the framework for the 

ground breaking tactical employments of his task force.
24

Notes

1. Lowrey, 80.

2. Lowrey, 67.

3. Lowrey, 70.

4. Lowrey, 79.

5. Lowrey, 80.

6. Chairman Joint Chiefs of Staff, JP 3-02, xii.

7. Lowrey, 80.

8. Lowrey, 82.

9. Commander, Task Force 58, “Thoughts About TF58: Nov 2001-Apr 

2002,” 23 November 2010. Referred to hereafter as “Task Force 58 Thoughts.”

10. Field Marshal Sir William Slim, “Kermit Roosevelt Lecture” (lecture, 

US Army Command and General Staff College, Fort Leavenworth, KS, 8 April 

1952).

11. General James N. Mattis, interview by Dr. Gary Solis, 18 June 2007, 

interview 0052, transcript, Marine Corps Oral History Program, Marine Corps 

History and Museum Division, Quantico, VA, 5. Referred to hereafter MattisSolis interview.

12. Major General James N. Mattis, interview by Captain Crossland, 24 

February 2002, interview CDR-699, transcript, Marine Corps Oral History Program, Marine Corps History and Museum Division, Quantico, VA, 9.

13. General James N. Mattis, telephone interview with author, Lansing, 

KS, 28 October 2014. Referred to hereafter as Mattis-Valenti interview.

14. Task Force 58 Command Chronology, 10.

15. Task Force 58 Command Chronology, 11.

16. Task Force 58 Command Chronology, 12.

17. Mattis-Solis interview, 3-4.

18. Mattis-Solis interview.

19. Lowrey, 85.

20. Mattis-Solis interview, 7.

21. James C. Collins, Good to Great: Why Some Companies Make the 

Leap--and Others Don’t (New York: Harper Business, 2001), 63.

22. Lowrey, 85.

23. Task Force 58 Command Chronology, 11.

24. Task Force 58 Command Chronology.

25. Task Force 58 Command Chronology, 12.

26. Lowrey, 34.

27. Lowrey, 35.

28. Lowrey, 37.

29. United States Marine Corps, Marine Corps Doctrinal Publication 

(MCDP) 3, Expeditionary Operations (Washington, DC: Headquarters, United 

States Marine Corps, 1998), 36.

30. Lowrey, 81.
25

31. Task Force 58 Command Chronology, 9-14.

32. Task Force 58 Command Chronology, 13.

33. Lowrey, 81.

34. Task Force 58 Command Chronology, 19.

35. Task Force 58 Command Chronology, 20.

36. Task Force 58 Command Chronology, 21.

37. Task Force 58 Command Chronology, 22.

38. Lowrey, 59.

39. Task Force 58 Command Chronology, 22.

40. Task Force 58 Command Chronology.

41. Task Force 58 Command Chronology, 23.

42. Lowrey, 60.

43. Task Force 58 Command Chronology, 24.

44. Task Force 58 Command Chronology, 24-25.

45. Task Force 58 Command Chronology, 25.

46. Task Force 58 Command Chronology.

47. Task Force 58 Command Chronology, 26.

48. Task Force 58 Command Chronology.

49. Lowrey, 113.

50. Task Force 58 Command Chronology, 30.

51. Task Force 58 Command Chronology.

52. Task Force 58 Command Chronology, 2.

53. Task Force 58 Command Chronology, 37.

54. Task Force 58 Thoughts, 2.

55. Task Force 58 Thoughts.

56. Task Force 58 Thoughts.

57. Mattis-Valenti interview.

58. William Joseph Slim, Defeat Into Victory (London: Macmillan, 1986), 

217.

59. Lowrey, 96.

60. Slim, Defeat Into Victory, 259.

61. Slim, 217-21, 258-270.

62. Mattis-Valenti interview.

63. B. P. Shillaber, “Grierson’s Raid,” Journal of the United States Cavalry 

Association 14, no. 52 (April 1904): 686.

64. General Mattis’s intent for Task Force 58 emailed to the author by General Mattis. Full intent can be found in Appendix A. 

65. General Mattis’s intent.

66. Richard W. Stewart, ed., American Military History: The United States 

Army in a Global Era, 1917-2008, 2nd ed. (Washington, DC: Center of Military 

History United States Army, 2010), 2:350.

67. Lowrey, 96.

68. Lowrey, 96.

69. Mattis-Valenti interview.
26

70. Task Force 58 Thoughts, 3.

71. Mattis-Valenti interview.

72. Mattis-Valenti.
27

Chapter 3

Commanding General 1st Marine Division 2003

Overview

This chapter will analyze General Mattis’s command of the 1st Marine Division in OIF I in 2003 and make comparisons to Task Force 58. 

Specifically staff structure, imaging the division through the first days of 

battle, logistics, and historical influences will show commonalities to Task 

Force 58. Task Force 58 was a formative base for his command of the 1st 

Marine Division.

Immediately after taking command of the 1st Marine Division, literally hours after the change of command ceremony, General Mattis began 

the process of transitioning the division from a peacetime force to one on a 

wartime footing. The general’s purpose was clear: the division was getting 

ready to be part of the invasion of Iraq. General Mattis’s commitment to 

this end was absolute as he stated, “Everything we do is to be focused on 

the destruction of the Iraqi Army. Everything. Anything that does not point 

us to that objective needs to be eliminated.”1 As an example, he eliminated 

extraneous reports, inspections, and conferences that wasted precious time 

and resources.

Staff Structure

The overall staff structure of the 1st Marine Division saw some similarities with that of the Task Force 58 staff in that every member was again 

expected to fill sandbags. General Mattis demanded “aggressive MAGTF 

officers” who were not merely “stove-piped experts” in their particular 

field or staff section.2 This ensured that every member of the staff was 

multi-faceted and could aid in contributing much more to the division’s 

overall mission. This aided when Mattis downsized the division command 

post (CP). Based on his previous experience with Task Force 58 he found a 

CP with a leaner staff and smaller footprint is more mobile and eliminates 

a bureaucratic atmosphere that is an impediment to faster execution and 

decision-making. 

An important part of General Mattis’s overall command climate was 

the relationship between the commanders and staff throughout the division. He stressed, “habitual relationships [between commanders and staff] 

were a conduit for speed.”3 Starting top down, Mattis created a “fraternity 
28

of shared risk and common vision.”4 His initial meetings with commanders and staff were likened to sweat lodge where “tribal chieftains [were] 

joining their tribes for battle.”5 He created an atmosphere where barriers between commanders and staff and officers and enlisted were broken 

down. Members of the division were “valued for the contribution of their 

talents rather than the rank on [their] collar.”6 Empowerment and trust was 

the bedrock of the command culture. Because the staff was small, Mattis 

was able to impart his intent and guidance on every member leaving flexibility for the Marines to make decisions and execute orders on their own 

authority. This created a culture where everyone’s input was valued and 

sought after facilitating speed of information and execution which was 

critical in carrying out their mission.

Mattis employed a concept that he coined ‘Eyes Officers’ or ‘Juliets’ 

to help augment the communication flow on the battlefield. These Juliets 

reported only to him. They could quickly inform him of an exposed flank 

or a morale problem for example. This concept is much like the present 

concept of a directed telescope, where the commander appoints certain 

individuals to be his eyes and ears on the battlefield. Some of his Juliets 

included the sergeant major and the chaplain. His purpose was not to undercut the chain of command, but rather build his situational awareness 

quickly in a developing situation. He stated that if a unit was in contact 

and taking casualties the commander was concerned with fighting his unit 

and communication to higher is lower on his priority list. He was aware of 

the possibility of undercutting the chain of command “with eyes officers 

running around, commanders had to know that they were their friends. 

These were the guys that could get their ideas to me without going through 

the staff.”7 Thus, he opened up another avenue of communication and bypassed possible friction.

Concerning the formation of his staff, Mattis stated that he needed 

people that understood the way he thought.8 The selection of Lieutenant 

Colonel Broadmeadow and Lieutenant Colonel Lethin as his G-4 and Deputy G-3 respectively, were evidence of this. Both of these Marines served 

on his Task Force 58 staff in those positions and their recent combat experience would serve his staff well. Furthermore, Mattis had a longstanding 

relationship with Lieutenant Colonel Lethin as he was his executive officer when Mattis commanded Marine Corps Recruiting Station Portland. 

General Mattis also convinced Captain Cook, his aide during Task Force 

58, to stay on for another tour as his aide recalling that they had invaded 

two countries together.9 These habitual relationships were key components 

of his staffing philosophy.
29

Some key members of his staff, in particular his G-4, were filled by 

personnel of lower rank than called for by the table of organization and 

equipment. The fact that there were lieutenant colonels filling colonel billets has given rise to the perception that General Mattis preferred lieutenant colonels on his staff vice colonels; this was not the case. During the 

time period the division prepared, there was a Marine Corps wide deficit 

of colonels. So Mattis did not prefer lieutenant colonels, it was more of a 

matter of “devolving to lieutenant colonels than preferring them.”10

Imaging

General Mattis believed that in order to generate speed, achieve 

depth in operations, and prepare for the uncertainty of battle, it was crucial that every member of the division understood explicitly the mission 

and the overarching commander’s intent. He accomplished this through a 

process he called imaging. He wanted every Marine and Sailor in the division to be able to visualize everything from embarkation, planning, and 

deployment, to the first five days of combat. In order to accomplish this he 

personally briefed every member of the division on their mission and his 

commander’s intent. This amounted to a 90 minute briefing delivered to 

the units aimed at the lance corporal level. Over 30 briefings were given 

between 10 October 2002 and 13 January 2003. The results were positive 

with one lance corporal stating, “This was the only briefing the Marines 

ever sat through in an auditorium that they actually enjoyed.”11 The importance of commander’s intent to the success of this operation cannot 

be overstated. The Marines knew they were going deep and it was quite 

possible that they would not be in constant contact with their commanders. 

“The commander’s intent is the glue that holds [the division] together and 

ensures [the division] can achieve objectives beyond expectations.”12 A 

similar practice of personally delivering his intent to his subordinates was 

practiced in Task Force 58, but due to time constraints and the physical 

dispersion of his command, he was unable to meet with every subordinate.

While ensuring that nearly every member of the division understood 

the commander’s intent, Mattis worked on the plan. In order to continue 

to image the intricate process coordinating the movement and logistics of 

5,000 vehicles and 20,000 personnel, he wanted a hands on tactile experience.13 After all, the push from Kuwait to the outskirts of Baghdad would 

be the longest Marine overland operation since 1805 when Lieutenant 

Presley O’Bannon led his Marines over 600 miles to attack the fortress at 

Derna, Tripoli.14 General Mattis conceived of the Lego Drill to solve this 

problem.
30

Convoy and logistics planning is a difficult task under normal circumstances. The amount of vehicles and equipment necessary to keep the 

1st Marine Division supplied during battle was vast and extremely complex. Equipment not only had to be prioritized but positioned within the 

order of march such that anticipated equipment would be readily available 

when needed. The potential for traffic jams and confusion due to the fog of 

war, friction, and enemy action was significant. To aid in the visualization 

of this complex operation and expand on the details of movement, General Mattis ordered the purchase of over 6,000 Lego blocks to represent 

each vehicle in the division. Each unit was assigned a color code and their 

appropriately colored Lego vehicles were mounted on a cardboard plate. 

The Legos were then placed on a scale terrain model located on the parade 

deck outside the division headquarters building on Camp Pendleton.

The first Lego drill took place on 5 December 2002, with each unit 

moving their Lego pieces as the division went through the scheme of maneuver. The Lego drill identified friction points that the staff were able to 

work through. Higher headquarters, the intelligence section, and General 

Mattis constantly refined the plan as the political and enemy situation were 

constantly changing. The division’s forward CP was located in Kuwait and 

constantly sent refinements to their reach back cell at Camp Pendleton. 

A second Lego drill was conducted on 10 January 2003, at Camp Pendleton’s Landing Zone Horno. General Mattis flew back from his forward 

command post in Kuwait for each of these Lego drills with updates from 

the front.15

The Lego drill was a complex drill and it was difficult to establish a 

‘who’s who’ amongst the mass of Marines all clad in their identical desert 

camouflaged utilities. Keeping with the spirit of aggressive MAGTF officers, General Mattis’s aide came up with the idea of outfitting the Marines 

with different colored numbered jerseys that corresponded to each unit’s 

colors and unit identification. For example, 3rd Battalion, 5th Marines 

would wear a jersey with 5th Marines colors and the number thirty-five, 

Figure 6.

Once jerseys were procured, they were flown forward along with the 

division’s main CP. A team of Marines dug an 80 meter by 80 meter terrain 

model. Each regimental commander laid out his task organization, mission, and scheme of maneuver while the respective battalion commanders 

walked through the terrain model effectively covering in detail the first 96 

hours of combat operations. In attendance were MEF and division staff 

members. This first jersey drill conducted on 7 February 2003 contributed 

greatly to a shared situational awareness to all those that attended.16
31

A second jersey and Lego drill was conducted on 27 February 2003. 

This was the capstone event to the division’s planning and preparation. 

The terrain model needed to be expanded. A team of engineers equipped 

with bulldozers dug out a 100 meter by 100 meter terrain model consisting 

of an angled sand table surface, multi-tiered amphitheater, and stadium 

type seating for key personnel, Figure 7. In attendance were the I MEF 

commander, Lieutenant General Conway and 3d Marine Air Wing commander Major General Amos, as well as various other ranking key individuals. At the conclusion of the rehearsal, Lieutenant General Conway 

addressed the group and notified them that the president had given the 

notification to attack into Iraq on order. This drill served as the last fullscale rehearsal prior to combat and marked the shift from preparation to 

anticipated combat operations.17

Achieving Speed through Logistics—‘Logistics Light’ Concept

Mattis stated that, “The division scheme of maneuver was based on 

the concept that speed equals success” and therefore a “rapid speed of 

Figure 6. Jersey Drill, LSA Matilda, Kuwait, 27 February 2003.

 Source: Lieutenant Colonel Michael S. Groen, With the 1st Marine Division 

in Iraq, 2003: No Greater Friend, No Worse Enemy (Quantico, VA: History Division Marine Corps University, 2006), 126.
32

advance became the metric that guided all of the division G-4s’ preparations for combat.”18 In order to fully accomplish this end, the division logistics element had to transform itself similarly to the transformation that 

the division staff underwent. A cumbersome and expansive Logistics Operations Center (LOC) could impede the division’s movement; the LOC 

had to become smaller, more agile, and better integrated into the division 

combat operations center.

At the start of the planning process, the LOC was composed of 

120 Marines and Sailors, several tents, and multiple trucks to aid in its 

movement. Of critical importance, the LOC was separated from the division’s combat operations center both functionally and physically.19 If 

the bulk of the logistics section was moved to the division support area 

located in Camp Commando, Kuwait and used for reachback capabilities 

(i.e. requests for information could be sent back), a significant decrease 

in personnel and associated equipment would be realized. Utilizing this 

new concept the LOC shrank from 120 personnel to 26. The new LOC 

construct was focused on current logistical operations; using the MAGTF 

officer/Marine concept, personnel could speak to all manner of logistical 

needs. The smaller LOC was able to occupy a tent with direct access to the 

Figure 7. The Mother of all Terrain Models.

 Source: Lieutenant Colonel Michael S. Groen, With the 1st Marine Division 

in Iraq, 2003: No Greater Friend, No Worse Enemy (Quantico, VA: History Division Marine Corps University, 2006), 127.
33

division COC and it put its G-4 watch officer in the COC directly behind 

the G-3 watch officer.20 This effectively tied the logistics section to the hip 

of the operations section that would allow for increased situational awareness and a rapid logistical response capability.

However, the new structure of the LOC by itself was not enough to 

fully realize General Mattis’s intent for responsive logistics. A concept of 

‘Logistics Light’ evolved which incorporated numerous innovations that 

would make the division a leaner, faster organization. The first of these 

concepts was for members of the staff to think like a brigade-sized element rather than a division.21 The byproduct of incorporating this mental 

shift was speed. In order to think like a brigade staff, however, the division 

had to physically become leaner. General Mattis set the living standard for 

the division to the 0311 (Marine rifleman military occupational specialty) 

lance corporal level. This meant that every Marine was expected to sleep 

on the deck (ground), not in a cot. By the omission of cots alone, a savings 

of eight medium lift tactical vehicle equivalents were freed for other uses. 

General Mattis also expected that every member of the division would eat 

100 percent of issued meals; this meant that every single item in a Meal 

Ready to Eat was to be consumed, without exception.22 This was important 

because food is fuel for the body and like fuel for vehicles, it could not be 

wasted.

The fuel consumption of the division’s 5,000 vehicles was a significant logistical concern to General Mattis and his staff. Innovative efforts 

were taken to minimize fuel consumption at every opportunity. It was a 

court-martial offense to leave vehicles idling, wasting precious fuel. Vehicles were also fitted with gypsy racks that could carry an extra 30 gallons 

of fuel and additional food and water.23 The division also carried fuel test 

kits in order to test and utilize captured enemy fuel stores if they became 

available. External fuel bladders were also added to M1A1 tanks and Assault Amphibian Vehicles that could further increase their range and lessen 

their dependence on logistical trains. In short, anything on the vehicles 

that was not needed for combat operations was taken off and left behind.24

The result of the logistical improvements greatly influenced the ability of the division to move quickly and achieve battlefield depth. This was 

due largely to the innovation and the attitude of the Marines involved. 

Lieutenant Colonel Broadmeadow recalled after the operation, “the [Marine Corps] supply support system was inadequate most times and a total 

failure at its worst.”25 For example, standards for requesting and conducting resupply were non-existent. Multiple non-compatible computer programs were utilized at different levels of supply. Connectivity was not 
34

always possible on the battlefield so requests for supplies, confirmation 

of receipt of supply requests, and in transit visibility of the supplies could 

not be tracked electronically. This led to little faith in the automated systems and caused the Marines to use workarounds such as ‘yellow stickies’ 

and handwritten notes. Lieutenant Colonel Broadmeadow concluded that 

it was only due to the “innovative tenacity” of the Marines that made logistics support for the division a success.26

Historical Influence

In order to gain an appreciation of the terrain he would be fighting 

on, General Mattis turned to history. He mandated that every major and 

above in the division read Russel Braddon’s The Siege. This book chronicled the exploits of the British Expeditionary Force during their campaign 

in Mesopotamia during World War I.27 Mattis said that, “The Siege was 

one of the few books written about fighting in Iraq.”28 Historically, because of the inhospitable terrain, defenders had typically tied themselves 

to “key water and land approaches to Baghdad.”29 The Assistant Division 

Commander, Brigadier General John F. Kelly, summarized what Saddam 

Hussein may have thought the allied invasion would have looked like: “if 

the invasion continued it would follow the failed British 1915 example 

making its way along the Tigris River-Highway 6 corridor from Basra to 

Baghdad. [Saddam’s] defensive dispositions certainly suggested this was 

his expectation.”30 In his operational design, General Mattis, along with 

I MEF, decided to bypass those units by attacking up Highways 1 and 7 

instead of Highway 6 (the eastern approach). It was necessary to threaten 

Baghdad quickly and prevent those units (the Iraqi IV Corps) from reinforcing Baghdad in order to enhance stabilization efforts, Figure 8.31

General Mattis also studied National Geographic magazines to gain 

an appreciation for what would happen if the area between the Tigris and 

Euphrates Rivers flooded as it did in 1955.32 If the Iraqis destroyed dams in 

the area then effects of the flood would be similar to that of the 1955 flood. 

He also studied Alexander the Great’s movements throughout the area.33

A study of enemy commanders is an important part of General Mattis’s operational art. He stated that, “if he could out fight their commanders 

then [he] wouldn’t have to fight their troops.”34 He assigned a group of 

officers to study the Iraqi commanders that he was likely to face. This may 

have been an influence from Slim. During operations in Burma, Slim extensively studied the Japanese commanders he was fighting against, even 

to go as far as hanging pictures of them above his desk.35 Mattis brought a 
35

retired Iraqi general to speak to his officers. This study did not have the effects that he had hoped because there was little information about the Iraqi 

commanders he would face. Nonetheless, the experience of study coupled 

with the information provided by the Iraqi general confirmed some of their 

assumptions about the enemy.36 In maintaining the practice of studying 

enemy commanders, Mattis follows the teachings of Sun Tzu, “When you 

are ignorant of the enemy but know yourself, your chances of winning or 

losing are equal.”37

Conclusion

For General Mattis, a lean staff and small CPs generated speed on the 

battlefield which translated into the division’s ability to achieve physical 

depth in execution. Because of refinements made to the physical size of 

Figure 8. The Push Towards Baghdad.

 Source: Lieutenant Colonel Michael S. Groen, With the 1st Marine Division 

in Iraq, 2003: No Greater Friend, No Worse Enemy (Quantico, VA: History Division Marine Corps University, 2006), 183.
36

the staff and the structure of the CP, it was able to move throughout the 

battlefield quickly while constantly providing command and control.

Imaging was a crucial part in the division’s ability to generate speed 

and tempo on the battlefield. Every Marine and Sailor in the division was 

familiar with General Mattis’s overall intent that allowed flexibility when 

battlefield friction set in. Friction points were identified early on in the 

planning process and worked through with all commanders present. The 

division’s intense study of the scheme of maneuver allowed them to be 

more flexible when changes occurred because they were familiar with alternate courses of action.

The concept of Logistics Light enabled the division to travel great 

distances. In perhaps an earlier form of Logistics Light in Task Force 58, 

General Mattis decided not to take artillery to FOB Rhino because of the 

advances in combat aviation support. A single aircraft was now capable 

of attacking multiple targets during a single sortie. By not taking artillery 

into Rhino, it meant that he could bring more assault forces in the initial 

waves.38 He used artillery in Iraq, but would have a bias for aviation fires 

because it meant less artillery rounds he would have to carry.39

As in Task Force 58, General Mattis’s study of history influenced his 

operational art in Iraq. He was able to gain insights on the effects of terrain 

on his operations as well as likely enemy courses of action. General Mattis 

gained confidence in the distance he was able to achieve from his operations in Task Force 58 and stated, “he was unimpressed by the distance to 

Baghdad and beyond.”40

General Mattis accepted risk by deciding not to secure all his lines 

of communication as he pressed forward in the attack. He expected every 

Marine to be a rifleman and expected that logistical resupply elements 

would sometimes have to “fight their way up to resupply the division’s 

combat trains.”41 This would free up units otherwise dedicated to rear area 

security to provide maximum combat power in the attack, thus generating 

speed and tempo. He summed up his decision to accept risk by stating, 

“the more you strike deep against the enemy the more concern they have 

for their flanks and the less you have to have for yours.”42

Speed was a necessary part of this operation because of the ground 

the division was fighting on and traveling through. When the Combined 

Forces Land Component Commander assigned the division its area of 

operations, the staff conducted a detailed terrain analysis. The analysis 

concluded that the majority the area of operations was “No Go” terrain 

because of a series of canals, drainage ditches, and untrafficable terrain.43 

This meant that the division’s movement would be more or less restricted 
37

to roads. In order to keep pace with the other units on their flanks, the 

division had to ensure that it kept moving quickly. There was a threat that 

the Iraqis would attempt to flood the region by blowing dams. Speed of 

advance was necessary to deny the enemy that capability.44 This speed of 

advance was made possible by the division’s intense study of the scheme 

of maneuver through imaging. The speed of the staff process allowed any 

friction points to be quickly overcome.
38

Notes

1. Lieutenant Colonel Michael S. Groen, With the 1st Marine Division in 

Iraq, 2003: No Greater Friend, No Worse Enemy (Quantico, VA: History Division 

Marine Corps University, 2006), 10.

2. Groen, 11.

3. Groen.

4. Groen, 12.

5. Groen.

6. Groen, 10.

7. Mattis-Valenti interview.

8. Mattis-Valenti interview.

9. Mattis-Valenti interview.

10. Mattis-Solis interview, 4.

11. Groen, 38.

12. Lieutenant Colonel Clarke R. Lethin, “1st Marine Division and Operation Iraqi Freedom,” Marine Corps Gazette 88, no. 2 (February 2004): 22.

13. Groen, 109.

14. Michael R. Gordon and Bernard E. Trainor, Cobra II: The Inside Story 

of the Invasion and Occupation of Iraq (New York: Vintage Books, 2007), 209.

15. Groen, 110-111.

16. Groen, 114-115.

17. Groen, 126.

18. Lieutenant Colonel John J. Broadmeadow, “Logistics Support to 1st 

Marine Division During Operation Iraqi Freedom,” Marine Corps Gazette 87, no. 

8 (August 2003): 44.

19. Broadmeadow.

20. Broadmeadow.

21. Groen, 11.

22. Broadmeadow, 45.

23. Mattis-Solis interview, 18.

24. Groen, 3.

25. Broadmeadow, 45.

26. Broadmeadow.

27. Groen, 6.

28. Mattis-Valenti interview.

29. Groen, 180.

30. Brigadire General John F. Kelly, “Tikrit, South to Babylon,” Marine 

Corps Gazette 88, no. 2 (February 2004): 16.

31. Groen, 182-183.

32. Mattis-Valenti interview.

33. Mattis-Valenti interview.

34. Mattis-Valenti interview.

35. Slim, “Kermit Roosevelt Lecture.”

36. Mattis-Solis interview, 10.
39

37. Sun Tzu, The Art of War, trans. Samuel B. Griffith (London: Oxford 

University Press, 1971), 84.

38. Lowrey, 96.

39. Groen, 4.

40. Mattis-Solis interview, 22.

41. Groen, 32.

42. Mattis-Solis interview, 17.

43. Groen, 6.

44. Mattis-Valenti interview.

41

Chapter 4 

Command and Leadership Philosophies

Overview

This chapter discusses General Mattis’s command and leadership 

philosophies. In addition, a case study of leading in coalitions and team 

building will be analyzed that will see Mattis’s philosophies put into action. The concepts of speed, harmony, commander’s intent, and leadership 

form the bedrock of General Mattis’s philosophy.

Command and Leadership Philosophies

General Mattis’s leadership encompassed many facets, the base of 

which has a strong spiritual undertone. In this case, the word spiritual does 

not refer to religion; instead, it refers to esprit de corps, a sense of cohesion and trust that creates a harmony on the battlefield. The “spirits of the 

Sailors and Marines are [the] first and last the real weapon that we have. 

With high spirits they can do anything...they will rapidly overcome any 

training deficiency...they’ll find a way to get around the enemy...[they’ll] 

create a sense of harmony that nothing can stop.”1

Harmony was another key aspect of his leadership base. Harmony 

starts with the familiarity and cohesiveness of a unit. A unit gains familiarity, harmony, and cohesion by training together, experiencing hardships, 

and trusting each other. Measures must be taken to preserve the harmony 

and cohesiveness of a unit. He cited the greatest threat to the Marine Corps 

as not the enemy, but “a leader who is not admired.” Mattis contended that 

the corps needed, “[Leaders] that earn the trust and respect of their subordinates, peers, and superiors, but also the affection of their subordinates.”2

Admired leaders create harmony in their units.

For example, just before 1st Marine Division was about to deploy for 

OIF, one of the company commanders received orders to Marine Security 

Guard Duty. General Mattis denied his orders and transfer under the pretense of harmony stating that, “I really wanted him with us because I really 

value cohesion and trust; habitual relationships and friendships when we 

go into a fight.”3 The Marine later executed his orders to Marine Security 

Guard Duty when the situation allowed it.

Preserving the integrity of a unit is paramount for cohesion. General 

Mattis uses a football analogy to highlight this. A football team would 
42

never be sent to play in the Super Bowl with an ad hoc assortment of 

players that have not practiced and played together. The results would be 

disastrous. He believes that a similar situation on the battlefield (a non-cohesive ad hoc assortment of strangers attempting to fight together) would 

lead to casualties, as arguably may have been the case in certain instances 

in Vietnam.4 “It’s all built on a basis; on a grounding of the spirits of the 

Marines and their willingness to go against the enemy with the people that 

are working alongside them.”5

Mattis embraced General John A. Lejeune’s philosophy that the “relation between officers and enlisted men should in no sense be that of superior and inferior nor that of master and servant, but rather that of teacher 

and scholar. In fact, it should partake of the nature of the relation between 

father and son, to the extent that officers, especially commanding officers, 

are responsible for the physical, mental, and moral welfare, as well as the 

discipline and military training of the young men under their command.”6

In his relationships, General Mattis preferred the term coaching rather 

than commanding.7 He commented that only about 15 minutes a day was 

needed to command and the rest of the time he was coaching and setting 

conditions where his units could succeed.8

Mattis believed in delegating responsibility to the lowest capable 

level. He stated, “Most Marine units and most Marines can do more than 

they are asked to do. It’s how you unleash that, delegate the decision making to the lowest capable level so that units can maneuver swiftly and 

aggressively based on exercising initiative. A sense of co-equal ownership 

of the mission between generals and 18 year olds.”9 He went on to explain 

that commanders that know history and have trust in their subordinates are 

the key to unleashing initiative.

It is imperative that communication is fostered in a command environment. General Mattis used Hegel’s Dialectic as a method to communicate with his staff. Hegel’s Dialectic operates by proposing a thesis, then 

stating the antithesis and from the two a synthesis is reached. Clausewitz’s 

On War is an example of a book that is written in Hegel’s Dialectic. Mattis 

spent most of his time in combat with lead units. When he came back from 

the front, he briefed his staff on the events as he saw them. His staff would 

then brief the events from their point of view. From this interchange of 

thesis and antithesis, a synthesis was obtained. This led to more accurate 

and faster decision making which was brought to bear against the enemy.10

This plays into Mattis’s generalization that there are two kinds of general 

officers: ones that are briefed by their staff and ones that brief their staffs 

on events.11
43

In the 1st Marine Division during Mattis’s command, speed was a 

culture. Speed “was a way of thinking—the mental gymnastics we have 

to do to solve a problem quickly and efficiently.”12 In order to be able to 

operate in an operational design centered on cutting the enemy off from 

his logistics and command and control, required the division’s units to 

move their personnel and equipment simultaneously.13 This was realized 

when, in response to a change in the enemy situation, “Regimental Combat Team (RCT) 5 was able to attack from a standing start within 5 hours 

of notification—a dawn attack modified into a night attack.”14

Marine Corps Doctrinal Publication 1, Warfighting, defines speed as 

a “rapidity of action. It applies to both time and space. Speed over time is 

tempo—the consistent ability to operate quickly.”15 The steps of the Boyd 

Cycle or OODA Loop are: Observe, Orient, Decide, and Act. An orientation (think of it as an estimate of the situation) to an observation is made; a 

decision is contemplated and then put into action.16 Every iteration of this 

cycle keeps the enemy one step behind, observing and orienting on past 

actions while new decisions and actions are being implemented. This will 

ultimately lead to the enemy becoming “less effective until, finally, he is 

overcome by events.”17

Mattis described the importance of speed and alludes to the Boyd 

Cycle when he comments that speed encompasses:

Information passing, speed of logistics resupply, speed of assembly area operations, speed of getting orders out to people. 

But speed in itself creates a dilemma for the enemy because 

even if they’re reacting to what you’re doing, if you’re already 

doing something else, he’s got another problem. And you keep 

doing this faster and faster so long as you don’t lose your own 

basic harmony. [It’s] based on implicit communications. It’s 

based on trust, knowledge of each other, cohesion.18

The Importance of Commander’s Intent

Mattis used commander’s intent to increase speed on the battlefield 

by personally articulating it to his subordinates. Marine Corps Doctrinal 

Publication 1 defines commander’s intent as “a device designed to help 

subordinates understand the larger context of their actions.”19 It goes on 

to further explain the purpose of commander’s intent as allowing “subordinates to exercise judgment and initiative—to depart from the original 

plan when the unforeseen occurs—in a way that is consistent with higher 
44

commanders’ aims.”20 Commander’s intent is the cornerstone for General Mattis’s style of warfare. It “focuses decisive action at the right time 

and place; not the centralized, command by plan/command by direction, 

systems-focused processes that require subordinates to request permission 

before taking action.”21

Intent is a method in which aggressiveness can be unleashed.22 It is 

generally the only part of plan that survives first contact; therefore, it is 

imperative that the “inventiveness, creativity and adaptability of subordinate leaders”are not stifled by blind adherence to a plan that has met the 

enemy’s opposing will.23

Battalion command is most likely the last time that all of the men 

under one’s command are recognized. As rank and responsibility is increased, a more articulate commander’s intent is needed.24 Commander’s 

intent should be written so that it is timeless and enduring. In order to do 

this, a deep understanding of the situation is necessary. This can be linked 

back to speed, for if units are able to act rapidly within the commander’s 

intent, the operation would be over faster thereby reducing casualties.25

Shared situational understanding, commander’s intent, and decentralized 

implementation “enable us to place an adversary on the horns of a dilemma that overwhelms him through cascading tactical events that collapse 

his will to fight.”26

So critical was the commander’s intent to the success of operations 

that before the 1st Marine Division crossed the line of departure in their 

march to Baghdad in 2003, General Mattis delivered his commander’s 

intent personally to every Marine and Sailor in the division. Every word 

and sentence in the intent was intentionally crafted to carry weight and 

meaning. “Equally important to the commander giving the intent was the 

division staff fully understanding the intent.”27 Speed and efficiency were 

capitalized on because of the effort and care that was taken to make sure 

the intent was understood by all. Over 30 fragmentary orders were issued 

during the push to Baghdad. As a testament to the understanding of the 

intent and the staff processes that were in place, transitions between planners and operators were as seamless “as you could find on that chaotic 

battlefield.”28

Command and Control

General Mattis has said that he does not use command and control, 

he uses command and feedback.29 He was not interested in controlling 

units because opportunities on the battlefield presented by the enemy are 
45

fleeting. The only way to capitalize on these opportunities is to understand 

and work within the constraints of the commander’s intent using speed 

and decisive action.30 His understanding of command and control is “command [is] the exercise of authority, and control [is] the feedback generated 

by decision implementation.”31

To General Mattis, command and control is all about communication and coordination up and down the chain of command and laterally 

between units. To emphasize this point, General Mattis discusses situations where fire support coordination measures can favor the enemy and 

decrease speed and tempo in operations. The enemy will not always agree 

with the placement of fire support coordination measures on a map and 

generally will try to exploit them. If few fire support coordination measures 

or boundaries are placed on the map, it necessitates communication and 

coordination between commanders. One could argue that this coordination 

would have happened anyway because of the fire support coordination 

measures, but now commanders coordinate on boundaries that make sense 

to them on the ground they are on. He believes that this can increase speed 

and flexibility because all courses of action are open and not hampered by 

the pretext that “I can’t go that way, because I don’t own the ground.”32

Coordinating over a line on the ground that was put there before the enemy 

got a vote could adversely affect speed.33 It is recognized that this practice 

is controversial and might even introduce more friction or even fratricide, 

but it was a lesson learned when Mattis was in command of 7th Marines. 

The takeaway is that coordination should take place constantly and that a 

line on the ground should not impede initiative.

Mattis’s command and control philosophy was best summarized by 

the way he used it in Task Force 58. He issued broad intent and made sure 

his staff set the conditions for which the two MEUs could succeed. He 

empowered his subordinate commanders to enable them to do what they 

knew how to do best: command their units. In OIF, his philosophy was 

similar. He placed himself at the point of friction to observe whether his 

intent was being carried out. He was in a position where he could adjust 

intent if the situation dictated it.

Professional Military Education

Perhaps one of the greatest influences on General Mattis’s operational art and leadership was the value he places on the importance of 

independent study and learning. He urged warriors to have a “professional 

curiosity that will carry them beyond institutional learning.”34 This state-
46

ment is profound and bolsters the notion of the military being a profession.35 A commitment to lifelong learning is essential as a member of the 

military grows intellectually and professionally.

Mattis asserted that “by reading, you learn through others’ experiences—generally a better way to do business—especially in our line of 

work where the consequences of incompetence are so final for young 

men.”36 This alluded to a responsibility that is inherent to commanders 

and leaders: honest and detailed preparation for the task. It went far beyond just concentrating study on tactics, techniques, and procedures, for 

that will never be enough for “those who must adapt to overcoming an 

independent enemy’s will are not allowed the luxury of ignorance of their 

profession.”37

War is a human endeavor and as such, warriors must be comfortable 

operating on and within the scope of human terrain.38 An object in war is 

to impose our will upon the enemy.39 It is critical in professional study to 

include the study of the human dimension, that is, the study of decisionmaking, group interaction, leadership, etc. When the enemy votes, a study 

of these topics will enable the warrior to beat him to the polls.

As alluded to in previous chapters, General Mattis used history as an 

intellectual stepping stone for his operational design and art or as he dubs 

it the “practice of informed boldness.”40 As proof to his theory that understanding history “means that we face nothing new under the sun,” Mattis 

explains “Alexander the Great would not be in the least bit perplexed by 

the enemy that we face right now in Iraq.”41 The consequences are dire if 

commanders and leaders shirk this responsibility. As General Mattis testified, he believed that “many of [his] young guys lived because [he] didn’t 

waste their lives because [he] didn’t have the vision in [his] mind of how 

to destroy the enemy at the least cost to our guys and to innocents on the 

battlefield.”42

The study of history, in particular in this case, can be viewed as a 

starting point for professional military education. While it will not always 

give all the answers, it will “[light] what is often a dark path ahead.”43 Taken in context with the realization that history will not and does not repeat 

itself, past situations can serve as a cognitive framework for the innovative 

solutions to modern problem sets. Using this technique, Mattis recalls that 

he has “never been caught flatfooted by any situation, and [he’s] never 

been at a loss for how any problem has been addressed (successfully or 

unsuccessfully) before.”44

It is important to note that failure when utilizing this method will 

sometimes occur and that failure should not be frowned upon but should 
47

be encouraged. To have a repository of solutions to problems in the mind 

and have the fear of failure stifle initiative is just as detrimental. Commanders and leaders must cultivate a culture where failure is encouraged 

so that mistakes can be learned from. To put it into context of expeditionary operations in support of combatant commander problem sets, Mattis 

stated that, “we need to push the envelope in our exercises and be unconcerned with failure as we create operational answers to COCOM problems 

by imaginative employment of Navy-Marine expeditionary forces.”45

Building a Coalition Case Study—Philosophies Put into Action

During the planning for and the execution of Task Force 58’s mission, General Mattis quite often found himself lacking in resources, capabilities, and relative authority. Compensating for these lacks was accomplished by building coalitions through personal relationships. As a matter 

of context, coalition in this case includes joint and interagency partners.

When General Mattis and his staff found themselves quickly outgrowing their spaces in Bahrain, he decided to move to a vacant lot. He 

contacted SEABEES from Naval Mobile Construction Battalion 133 who, 

in the course of just five days, erected three concrete pads, three tents, 

and surrounded the new area with concertina wire.46 Mattis was impressed 

with the spirit and accomplishment of the SEABEES that led him to request SEABEE support for Task Force 58 in Afghanistan. The SEABEES 

in Afghanistan were the only reason Rhino was a success. Under extremely austere conditions and with little resources, they were able to keep the 

runway usable for fixed wing aircraft like the venerable Marine KC-130 

and Air Force C-17. The SEABEES also improved sanitary conditions on 

the FOB. They proved to be true combat multipliers.47

Mattis also formed a close relationship with Task Force 57, a US 

Navy P-3 aircraft squadron specializing in reconnaissance. He and some 

of his staff would fly on the P-3s over objectives in Afghanistan to get a 

bird’s eye view of the situation. It was during one of his first flights that 

he realized he could “accelerate the enemy’s downfall by seizing a stronghold to their rear and [force] a turning movement.”48 This was the genesis 

for the seizure of Rhino. Mattis was so impressed with their capabilities 

that he would use them extensively in Afghanistan and again in Iraq for 

airborne reconnaissance and command and control.

Another instance of “HANDCON” (informal command relationships agreed on by the commanders involved) was the relationship formed 

with Naval Special Warfare Group 1. Their commander, Captain Robert S. 
48

Harward, was a student at the Naval Academy Preparatory School when 

General Mattis was a battalion officer. General Mattis met with Captain 

Harward briefly at Naval Amphibious Base Coronado. After a meeting 

with Admiral Moore on 31 October 2001, General Mattis was walking to 

his quarters in Bahrain when he noticed Captain Harward standing under a 

street light. Harward was forming what would become Task Force K-Bar 

and when Mattis asked what he was doing, Harward replied, “I’m trying to 

get into the fight, but I don’t have any helicopters.”49 Mattis jumped at the 

opportunity and over a handshake, he agreed to provide the SEALS with 

lift capable in return for strategic reconnaissance of Task Force Objectives. The SEALS from Task Force K-Bar were in place at Rhino four days 

before the assault and provided the Task Force 58 staff with intelligence 

and aided in the landing of the first assault waves. Mattis also traded liaison officers with the SEALS.

It was apparent to Mattis that today’s operations move at the speed of 

trust.50 Mattis believed that there was a job for everyone when it came to 

operations involving joint and coalition forces and had two prerequisites 

for them: they must be interoperable and they must possess tactical mobility.51 In order to solve issues of interoperability, Mattis turned to the heavy 

use of liaison officers. Speaking on the type of commander of various units, 

Mattis details that anything is possible with the right attitude. “If they’re 

the kind you want to make happen there’s no reason to be concerned about 

whether or not you have the right radios or anything else. If you want to 

make it happen just put a liaison officer in each other’s CPs with their own 

radios so you can talk back and forth and get on with killing people.”52 It is 

about commander’s relationships, not command relationships states Mattis referring to Bruce Catton’s book, Grant Takes Command.53

Mattis asserts that a commander must “be ready to embrace allied 

elements without necessarily having TACON/OPCON over them—use 

HANDCON.”54 Bringing allied elements into the planning process early 

with an emphasis on information sharing a commander can gain battlefield 

harmony through trust building.55 His bottom line is that “you will have 

little formal authority yet expectations for tactical achievements will not 

be diminished just because you lack formal command authority.”56

The greatest attribute a field grade officer can have according to Mattis is anticipation.57 General Mattis anticipated his lack of resources, capabilities, and authorities and actively sought measures to correct them by 

forming relationships and exchanging liaison officers.
49

Conclusion

According to Mattis, “command is all about leadership and self-confidence.”58 Commanders should only use force of personality against the 

enemy and need to have compassion for the Marines they lead.59 A sense 

of humor is included in compassion. He comments, “a sense of humor 

is like body armor around your body. It’s armor around your spirit and 

it keeps your spirit from going grim.”60 Grim refers to the sometimesunthinkable tasks one has to accomplish in combat.

The concepts of speed and harmony when used in concert with a 

strong commander’s intent will carry the day. It is the commander’s responsibility to set conditions where speed and initiative can be brought to 

bear against the enemy. Speed not only linked to movement, but flow of 

information and decision-making. Using these principles in conjunction 

with applied leadership and an atmosphere of trust, he believes that there 

is nothing his Marines could not accomplish.
50

Notes

1. Mattis-Solis interview, 53.

2. Mattis-Valenti interview.

3. Mattis-Solis inerview, 8.

4. Mattis-Solis, 9.

5. Mattis-Solis.

6. Headquarters United States Marine Corps, Marine Corps Manual w/ CH 

1-3, (Washington, DC: United States Marine Corps, 1980), 1-22.

7. Mattis-Kreisler interview.

8. Mattis-Kreisler interview.

9. Mattis-Valenti interview.

10. Mattis-Kreisler interview.

11. Mattis-Kreisler interview.

12. Lethin, 21.

13. Lethin.

14. Lethin.

15. United States Marine Corps, Marine Corps Doctrinal Publication 

(MCDP) 1 Warfighting (Washington, DC: Headquarters United States Marine 

Corps, 1997), 40. 

16. USMC, (MCDP), 102-103.

17. USMC, (MCDP), 103.

18. Mattis-Solis interview, 28.

19. MCDP 1, 89.

20. MCDP 1.

21. Lieutenant General James N. Mattis, “Commanding General’s Command & Control (C2) Intent,” Marine Corps Gazette 90, no. 8 (August 2006): 16.

22. Mattis-Kreisler interview.

23. Mattis, “Commanding General’s Command & Control (C2) Intent,” 16.

24. Mattis-Kreisler interview.

25. Mattis-Solis interview 29.

26. Mattis, “Commanding General’s Command & Control (C2) Intent,” 16.

27. Lethin, 22.

28. Lethin, 21.

29. Mattis-Kreisler interview.

30. Mattis-Kreisler.

31. Mattis, “Commanding General’s Command & Control (C2) Intent,” 16.

32. Mattis-Solis interview, 24-25.

33. Mattis-Solis interview.

34. Mattis-Kreisler interview.

35. Sergeant Major James D. Willeford, “What Is a Military Professional?: 

Do we have a professional enlisted corps?,” Marine Corps Gazette 98, no. 9 (September 2014): 95-96.

36. Major General James N. Mattis, “The Professional Edge,” Marine 

Corps Gazette 88, no. 2 (February 2004): 19.
51

37. Mattis, “The Professional Edge,” 20.

38. Carl von Clausewitz, On War, trans. Michael Howard, Peter Paret, and 

Bernard Brodie (Princeton, NJ: Princeton University Press, 1984), 86.

39. Clausewitz, 75.

40. “Task Force 58 Thoughts,” 2.

41. Mattis, “The Professional Edge,” 19. Also note that the time period 

referenced was circa 2003-2004 in Iraq.

42. Mattis, “The Professional Edge,” 20.

43. Mattis. “The Professional Edge,” 19.

44. Mattis, “The Professional Edge.”

45. “Task Force 58 Thoughts,” 3.

46. Lowrey, 82.

47. Lowrey, 125-126.

48. Lowery, 97.

49. Mattis-Solis interview, 47-48.

50. Mattis-Kreisler interview.

51. Lowrey, 91.

52. Mattis-Solis interview, 50.

53. Mattis, “The Professional Edge,” 20.

54. “Task Force 58 Thoughts,” 5.

55. “Task Force 58 Thoughts,” 6.

56. “Task Force 58 Thoughts.”

57. Mattis-Solis interview, 11.

58. Mattis-Solis interview.

59. Mattis-Solis interview.

60. Mattis-Kreisler interview.

53

Chapter 5 

Conclusions and Recommendations

Conclusions

General Mattis remains one of the most iconic Marines of recent decades as a result of his accomplishments as the commander of Task Force 

58 and later the 1st Marine Division in OIF I. He proved a flexible general 

officer capable of operating in any clime and place. As demonstrated in 

Afghanistan as the commander of Task Force 58 he was able to quickly 

and effectively integrate two disparate units into a single capable combat 

force. He ably employed that force deep in enemy territory, with minimal 

planning time and resources, and to devastating effects.

Less than one year after his command of Task Force 58, General 

Mattis was in command of the 1st Marine Division. Immediately upon 

taking command, he began preparation for combat operations in Iraq that 

later concluded in the “longest sequence of coordinated overland attacks 

in the history of the Corps.”1 The lessons and experiences from Task Force 

58, in particular the distance and depth achieved, left him “unimpressed by 

the distance to Baghdad and beyond.”2

Historical Influences on Decision Making

Mattis informs his decision-making by using historical examples as 

a framework for informed options. His vast knowledge of history coupled 

with personal experiences generated a tempo and speed in his own decision-making. Some decisions can be made on informed instinct rather than 

a quantitative decision making process.3 Using history as a background, 

he was able to size up the situation and then evaluate courses of action. 

This lends to Dr. Gary Klein’s Recognition-Primed Decision Model.4 For 

Mattis, history serves as the mental stimulation that increases his situational awareness and influences his decision-making.5

 This concept is in 

line with Clausewitz’s definition of coup d’oeil: “The quick recognition of 

a truth that the mind would ordinarily miss or would perceive only after 

long study and reflection.”6 

Mattis placed a high priority on reading and reflection of the profession of arms. He stated, “The Marine Corps could explain to you how to 

fight, but they can’t comprehend it for you, you’ve got to be the one who 

takes a responsibility for it.”7 Mattis saw his responsibility started with 
54

reading the Commandant’s reading list. He humbly stated that he “was a 

pretty average Marine, any Marine General could have done [what he did] 

as long as they did their homework and didn’t contract out their thinking.”8

Leadership and Command Philosophies

General Mattis’s leadership and command philosophies seemed to 

be constant throughout these two periods of combat. Both his leadership 

and command philosophies aimed at creating an environment of chaos in 

which the enemy could not thrive, but his Marines could. He accomplished 

this through both mental and physical means. Mentally he prepared his 

Marines for the rigors of combat by emphasizing battlefield harmony and 

promoting professional military education through a rigorous study of history and leadership. Physically he constrained the size of his staffs, developed a logistics concept that would allow him to achieve unprecedented 

depth on the battlefield, solicited aggressive MAGTF officers, developed 

command and control systems that could support rapidly changing situations, and issued durable commander’s intent aimed at providing subordinate commanders maximum flexibility in the accomplishment of their 

assigned missions.

The Mattis Way of War

A common theme emerged amongst his commands of Task Force 

58 and 1st Marine Division in OIF I that was evident in his leadership 

and command philosophies: speed. Not speed as defined by distance over 

time, but speed of information flow, decision making, violence of action, 

and orders production and execution. He used speed to stay ahead in the 

OODA loop sense (OODA as in Observe, Orient, Decide, and Act). Speed 

serves as a common metric in the Mattis Way of War.

General Mattis created a potential energy bolstered on pillars of 

command and control, commander’s intent, logistics light concept, Professional military education, historical influences, liaison officers, small 

staffs, battlefield harmony, and leadership.9 This potential energy can 

be quickly transferred to kinetic energy (read from capability to action) 

which translates to speed. When the action is met by enemy reaction, it 

has enough force to impart his will on the enemy by creating a chaotic environment with which the enemy cannot cope. The speed and violence of 

action has a component of width associated with it that allows for flexibility because of the enemy’s will. This ‘width’ is bounded by commander’s 
55

intent and allows subordinate commanders freedom of action in the accomplishment of their mission in the face of an opposing will, Figure 9.

Another way to grasp Figure 9 is to think of a marble (representing the unit) perched on top of the pillars of commander’s intent, command and control, history, liaison officers, and small staff. These pillars 

are bound by speed, leadership, harmony, and feedback. The marble now 

possesses potential energy and has built up capacity. When the marble is 

released, it rolls down the ramp that is bounded by the commander’s intent 

(signifying that there is flexibility in the path). Its capacity is transferred 

from potential to kinetic energy where it interacts with the enemy’s will. 

The marble then rebounds because of its momentum and increases its potential. It then can be unleashed (transfer of potential to kinetic) again. 

This process is repeated until culmination and then recharged.

Figure 9. Mattis Way of War.

 Source: Created by author.
56

Innovations as Paradigm Shifts

Mattis’s unique innovations in Task Force 58 and the 1st Marine Division such as Skip Echelon, applying historical influences to operational 

design, the Jersey and Lego drills, and Logistics Light concepts constitute 

paradigm shifts. He was able to think and innovate beyond current constructs and apply new methods that did not fit in current methodologies. 

By doing this, he created new paradigms that will inspire further changes 

to a commander’s operational art and design.10

Every action and preparation taken by Mattis generated speed and 

tempo, whether it was the command and control construct he established 

between the 15th and 26th MEU in Task Force 58 or the Jersey Drills 

conducted in preparation to image combat operations in OIF I. They all 

enabled the unit to operate faster than the enemy could cope with. The 

generation of speed was the bedrock for the Mattis Way of War that allowed him to achieve unprecedented depth on the field of battle.

Recommendations for Further Study

The research conducted for this thesis has shed light on further areas of study that would benefit the military scholar. The following list of 

questions and topics serve as possible research questions that could be 

addressed in future works and studies.

A study of General Mattis’s contribution to counterinsurgency doctrine. Starting with an examination of his operational art in OIF II to build 

a base and referencing current and contemporary counterinsurgency doctrine, did he build off the US Marine Corps Small Wars Manual or did he 

implement a new approach? Was his approach successful in OIF II and 

would that approach have been successful in future iterations of Operation 

Enduring Freedom? When General Mattis was the Commanding General 

of Marine Corps Combat Development Command, did he transplant his 

counterinsurgency experience into Marine Corps doctrine?

A study of what can be called the interwar periods of Mattis. What 

positions did he hold and what experiences were gained in between his 

combat operations during the Gulf War, Task Force 58, and OIF I? How 

did these experiences affect his judgment and leadership in the following 

conflicts and operations?

A comparison between the operational art of the 1st Marine Division 

in OIF I and that of the British Expeditionary Force in their exploits in 
57

Mesopotamia in 1914. What are the similarities and differences? Did we 

learn from past experiences? Did the Iraqis learn from their past?

Was the Mattis Way of War adapted by other Marine Corps units or 

other services? Will this way of war work in current conflicts and or larger 

scale more conventional future wars? What has to be adapted to effectively fight future wars? Can this way of war be applied to other domains 

such as cyber?

The generalship of Mattis while serving as Commanding General of 

Marine Corps Combat Development Command and CENTCOM. Did he 

grow as a general officer? Were his experiences as the Commanding General of Task Force 58 and Commanding General of the 1st Marine Division 

evident in his leadership in these positions? Did his practices influence or 

change doctrine? Does the Marine Corps fight differently because of him?
58

Notes

1. Groen, iii.

2. Mattis-Solis interview, 22.

3. Major Christopher J. Kirk, “The Demise of Decision Making: How Information Superiority Degrades Our Ability to Make Decisions,” /luce.nt/ A Journal of National Security Studies (Fall 2014): 84-93, accessed 30 October 2014, 

https://www.usnwc.edu/Publications/-Luce-nt-/Current/Pdfs/Kirk_The-Demiseof-Decision-Making-Colbert_Kirk-C-.aspx. Ideas from this article were taken 

to relate General Mattis’s use of historical influences to informed options. The 

article further goes on to relate the use of Dr. Gary Klein’s Recognition Primed 

Decision Model.

4. Gary A. Klein, Sources of Power: How People Make Decisions (Cambridge, MA: MIT Press, 1998), 10.

5. Klein, 89-109. I am taking the ideas from Klein that make up his Recognition Prime-Primed Decision Making Model and using the information found 

in this chapter to draw out the correlation that history fills in for experience in 

Mattis’s operational art.

6. Clausewitz, 102.

7. Mattis-Valenti interview.

8. Mattis-Valenti.

9. The logistics light concept was brought to the attention of the author for 

inclusion in the pillars from an email conversation with General Mattis.

10. Thomas S. Kuhn, The Structure of Scientific Revolutions, 4th ed. (Chicago: The University of Chicago Press, 2012), 10-18, 43-51. This book is used 

to create a reference for paradigm shifts that can be used to categorize General 

Mattis’s innovations.
59

Glossary

Action Phase. In amphibious operations, the period of time between 

the arrival of the landing forces of the amphibious force in the operational area and the accomplishment of their mission.1

Aerial Refueling. The use of aerial tanker-configured aircraft to 

provide refueling service to helicopters, fixed-wing, and tilt-rotor aircraft 

in flight. Aerial refueling extends the range, time on station, mobility, and 

flexibility of Marine air-ground task force aircraft.2

Air Delivery. Air delivery is the transportation of equipment and 

supplies to Forward Operating Bases (FOBs) or remote areas. Delivery 

can be accomplished with helicopters or loads can be air dropped from 

fixed wing aircraft such as the KC-130. Air drops are normally used 

when surface or helicopter transports cannot be used because of range, 

closed lines of communications, a lack of adequate airfields, a prohibitive 

ground tactical situation, high tonnage, or reduced response time.3 

Air Evacuation. Air evacuation is the transportation of personnel 

and equipment from Forward Operating Bases (FOBs) or remote areas. 

This includes flights from areas of operations to secure rear areas, medical evacuations, and extraction of forces. Transport helicopters and fixedwing transport aircraft perform air evacuations.4

 

Air Logistical Support. Air logistical support operations are conducted by fixed-wing aircraft and provide assault support of MAGTF 

forces on the ground. Air logistical support delivers troops, equipment, 

and supplies to areas beyond helicopter range and lift capability or when 

surface transportation is slow or unavailable.5 

Air Reconnaissance. The acquisition of information by employing 

visual observation and/or sensors in air vehicles. Air reconnaissance is 

one of the six Marine aviation functions.6 

Amphibious Operation. A military operation launched from the 

sea by an amphibious force, embarked in ships or craft with the primary 

purpose of introducing a landing force ashore to accomplish the assigned 

mission.7 

Antiair Warfare. That action required to destroy or reduce to an acceptable level the enemy air and missile threat. Antiair warfare integrates 

all offensive and defensive actions against enemy aircraft, surface-to-air 

weapons, and theater missiles into a singular, indivisible set of operations. Antiair warfare is one of the six functions of Marine aviation. Also 

called AAW.8 
60

Assault Support. The use of aircraft to provide tactical mobility 

and logistic support for the Marine air-ground task force, the movement 

of high priority cargo and personnel within the immediate area of operations, in-flight refueling, and the evacuation of personnel and cargo. 

Assault support is one of the six functions of Marine aviation.9 

Aviation Combat Element (ACE). The core element of a Marine 

air-ground task force (MAGTF) that is task-organized to conduct aviation operations. The aviation combat element (ACE) provides all or a 

portion of the six functions of Marine aviation necessary to accomplish 

the MAGTF’s mission. These functions are antiair warfare, offensive air 

support, assault support, electronic warfare, air reconnaissance, and control of aircraft and missiles. The ACE is usually composed of an aviation 

unit headquarters and various other aviation units or their detachments. It 

can vary in size from a small aviation detachment of specifically required 

aircraft to one or more Marine aircraft wings. In a joint or multinational 

environment, the ACE may contain other Service or multinational forces 

assigned or attached to the MAGTF. The ACE itself is not a formal command. Also called ACE.10 

Battlefield Illumination (BI). Battlefield illumination can be provided by both fixed-wing and rotary-wing aircraft. Illumination may be 

visible to the naked eye or invisible (i.e., visible only with night vision 

equipment). Battlefield illumination can last for a few minutes or several 

hours.11

Combat Assault Support. Provides mobility and logistic support to 

the MAGTF. It is used to deploy forces efficiently in offensive maneuver 

warfare, bypass obstacles, or quickly redeploy forces. Combat assault 

support allows the MAGTF commander to build up his forces rapidly at 

a specific time and location.12

Control of Aircraft and Missiles. The coordinated employment of 

facilities, equipment, communications, procedures, and personnel that allows the aviation combat element commander to plan, direct, and control 

the efforts of the aviation combat element to support the accomplishment 

of the Marine air-ground task force mission. Control of aircraft and missiles is one of the six functions of Marine aviation.13

Electronic Warfare. EW is any military action involving the use 

of electromagnetic and directed energy to control the electromagnetic 

spectrum or to attack the enemy. EW supports the warfighting functions 

of fires, command and control, and intelligence through the three major 

subdivisions:, electronic attack, electronic protection, and electronic 

warfare support.14
61

Embarkation Phase. In amphibious operations, the phase that 

encompasses the orderly assembly of personnel and materiel and their 

subsequent loading aboard ships and/or aircraft in a sequence designed 

to meet the requirements of the landing force concept of operations 

ashore.15 

Marine Air Ground Task Force (MAGTF). The Marine Corps’ principal organization for all missions across a range of military operations, 

composed of forces task-organized under a single commander capable 

of responding rapidly to a contingency anywhere in the world. The types 

of forces in the Marine air-ground task force (MAGTF) are functionally 

grouped into four core elements: a command element, an aviation combat 

element, a ground combat element, and a logistics combat element. The 

four core elements are categories of forces, not formal commands. The 

basic structure of the MAGTF never varies, though the number, size, and 

type of Marine Corps units comprising each of its four elements will always be mission dependent. The flexibility of the organizational structure 

allows for one or more subordinate MAGTFs to be assigned. In a joint or 

multinational environment, other Service or multinational forces may be 

assigned or attached.16

Marine Aviation Functions. The six functions (antiair warfare, 

offensive air support, assault support, electronic warfare, air reconnaissance, and control of aircraft and missiles) performed by Marine aviation 

in support of the Marine air-ground task force.17

Marine Expeditionary Unit (MEU). A Marine air-ground task force 

(MAGTF) that is constructed around an infantry battalion reinforced, a 

composite squadron reinforced, and a task-organized logistics combat element. It normally fulfills Marine Corps’ forward sea-based deployment 

requirements. The Marine expeditionary unit provides an immediate 

reaction capability for crisis response and is capable of limited combat 

operations. In a joint or multinational environment, it may contain other 

Service or multinational forces assigned or attached to the MAGTF.18 

Movement Phase. In amphibious operations, the period during 

which various elements of the amphibious force move from points of 

embarkation to the operational area. This move may be via rehearsal, 

staging, or rendezvous areas. The movement phase is completed when 

the various elements of the amphibious force arrive at their assigned 

positions in the operational area.19

Offensive Air Support. Those air operations conducted against 

enemy installations, facilities, and personnel to directly assist the attainment of MAGTF objectives by the destruction of enemy resources or the 
62

isolation of the enemy’s military forces. Offensive air support is one of 

the six functions of Marine aviation. Also called OAS.20 

Planning Phase. In amphibious operations, the phase normally 

denoted by the period extending from the issuance of the initiating directive up to the embarkation phase. The planning phase may occur during 

movement or at any other time upon receipt of a new mission or change 

in the operational situation.21 

Rehearsal Phase. In amphibious operations, the period during which 

the prospective operation is practiced for the purpose of: (1) testing adequacy of plans, the timing of detailed operations, and the combat readiness of participating forces; (2) ensuring that all echelons are familiar 

with plans; and (3) testing communications-information systems.22

Tactical Recovery of Aircraft and Personnel (TRAP). A mission 

performed by an assigned and briefed aircrew for the specific purpose of 

the recovery of personnel, equipment, and/or aircraft when the tactical 

situation precludes search and rescue assets from responding and when 

survivors and their location have been confirmed.23 
63

Notes

1. JP 3-02, GL-6.

 2. United States Marine Corps, Marine Corps Reference Publication 

(MCRP) 5-12C, Marine Corps Supplement to the Department of Defense 

Dictionary of Military and Associated Terms (Washington, DC: Headquarters, 

United States Marine Corps, 2011), II-2.

 3. United States Marine Corps, Marine Corps Warfighting Publication 

(MCWP) 3-2, Aviation Operations (Washington, DC: Headquarters, United 

States Marine Corps, 2000), 2-3.

 4. USMC, MCWP.

 5. USMC, MCWP, 2-4.

 6. MCRP 5-12C, II-3.

 7. JP 3-02, GL-8.

 8. MCRP 5-12C, II-6.

 9. MCRP 5-12C, II-7.

10. MCRP 5-12C, II-8.

11. MCWP 3-2, 2-4.

12. MCWP 3-2, 2-3.

13. MCRP 5-12C, II-17.

14. MCWP 3-2, 2-4.

15. JP 3-02, XV.

16. MCRP 5-12C, II-30 to II-40.

17. MCRP 5-12C, II-41.

18. MCRP 5-12C, II-43.

19. JP 3-02, GL-14.

20. MCRP 5-12C, II-47.

21. JP 3-02, GL-15.

22. JP 3-02, GL-16.

23. MCWP 3-2, 2-3 to 2-4.

65

Appendix

Commander’s Intent and Letter to All Hands

The following documents were provided to the author via an email 

from General Mattis dated 2 October 2014. They represent his commander’s intent from Task Force 58 and 1st Marine Division 2003. Also included is a letter to all hands of 1st Marine Division. All markings [on the 

documents] are General Mattis’s. 

Figure 10. Document 1, Operation ENDURING FREEDOM – NOV 2001. 
66

Figure 11. Document 2, Operation IRAQI FREEDOM – February 2003. 
67

Figure 12. Document 3, Letter to All Hands of 1st Marine Division, March 2003. 
68

 March 2003

1st Marine Division

Commanding General’s Message to All Hands

For decades, Saddam Hussein has tortured, imprisoned, raped and 

murdered the Iraqi people; invaded neighboring countries without provocation; and threatened the world with weapons of mass destruction. The 

time has come to end his reign of terror. On your young shoulders rest the 

hopes of mankind.

When I give you the word, together we will cross the Line of Departure, close with those forces that choose to fight, and destroy them. Our 

fight is not with the Iraqi people, nor is it with members of the Iraqi army 

who choose to surrender. While we will move swiftly and aggressively 

against those who resist, we will treat all others with decency, demonstrating chivalry and soldierly compassion for people who have endured 

a lifetime under Saddam’s oppression.

Chemical attack, treachery, and use of the innocent as human shields 

can be expected, as can other unethical tactics. Take it all in stride. Be the 

hunter, not the hunted: never allow your unit to be caught with its guard 

down. Use good judgement [sic] and act in best interests of our Nation.

You are part of the world’s most feared and trusted force. Engage 

your brain before you engage your weapon. Share your courage with each 

other as we enter the uncertain terrain north of the Line of Departure. 

Keep faith in your comrades on your left and right and Marine Air overhead. Fight with a happy heart and strong spirit.

For the mission’s sake, our country’s sake, and the sake of the men 

who carried the Division’s colors in the past battles-who fought for life 

and never lost their nerve-carry out your mission and keep your honor 

clean. Demonstrate to the world there is “No Better Friend, No Worse 

Enemy” than a U.S. Marine.

J.N. Mattis

Major General, U.S. Marines

Commanding

Figure 13. Text copy of Document 3, Letter to All Hands of 1st Marine Division, 

March 2003.
69

Bibliography

Primary Sources

Broadmeadow, LtCol John J. “Logistics Support to 1st Marine Division During 

Operation Iraqi Freedom.” Marine Corps Gazette 87, no. 8 (August 

2003): 44-45.

Commander, Task Force 58. “Operation Enduring Freedom, CTF-58, Narrative 

Summary, Operations In Afghanistan, 27 October 2001 to 26 February 

2002.” 

______. “Task Force 58 Command Chronology for the Period 27 October to 26 

February 2002.” 21 February 2002.

______. “Thoughts About TF58: Nov 2001-Apr 2002.” 23 November 2010.

Kelly, BGen John F. “Tikrit, South to Babylon.” Marine Corps Gazette 88, no. 2 

(February 2004): 16-19.

Lethin, LtCol Clarke R. “1st Marine Division and Operation Iraqi Freedom.” 

Marine Corps Gazette 88, no. 2 (February 2004): 20-22.

Mattis, MajGen James N. “The Professional Edge.” Marine Corps Gazette 88, 

no. 2 (February 2004): 19-20.

Mattis, LtGen James N. “Commanding General’s Command & Control (C2) 

Intent” Marine Corps Gazette 90, no. 8 (August 2006): 16-19.

Slim, Field Marshal Sir William. “Kermit Roosevelt Lecture.” Lecture, US 

Army Command and General Staff College, Fort Leavenworth, KS, 8 

April 1952.

Primary Source Interviews

Mattis, Gen James N. Interview by Capt Crossland, 24 February 2002, interview 

CDR-699. Transcript, Marine Corps Oral History Program, Marine 

Corps History and Museum Division, Quantico, VA.

______. Interview by Dr. Gary Solis, 18 June 2007, interview 0052. Transcript, 

Marine Corps Oral History Program, Marine Corps History and 

Museum Division, Quantico, VA.

______. Interview by Harry Kreisler, 20 March 2014, interview #28135. 

Conversations with History, University of California at Berkley, 

Berkley, CA. University of California Television. Accessed 29 August 

2014. http://www.uctv.tv/shows/Reflections-with-General-JamesMattis-Conversations-with-History-28135.

______. Telephone conversation with author, Lansing, Kansas, 28 October 2014.

Books

Braddon, Russell. The Siege. New York: The Viking Press, 1969.
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Clausewitz, Carl von. On War. Translated by Michael Howard, Peter Paret, and 

Bernard Brodie. Princeton, NJ: Princeton University Press, 1984.

Collins, James C. Good to Great: Why Some Companies Make the Leap--and 

Others Don’t. New York: HarperBusiness, 2001.

Coram, Robert. Boyd, The Fighter Pilot Who Changed the Art of War. Boston: 

Little, Brown, 2002.

Gordon, Michael R., and Bernard E. Trainor. Cobra II: The Inside Story of the 

Invasion and Occupation of Iraq. New York: Vintage Books, 2006.

Groen, LtCol Michael S. With the 1st Marine Division in Iraq, 2003: No Greater 

Friend, No Worse Enemy. Quantico: History Division Marine Corps 

University, 2006.

Klein, Gary A. Sources of Power: How People Make Decisions. Cambridge, 

MA: MIT Press, 1998.

Kuhn, Thomas S. The Structure of Scientific Revolutions. 4th ed. Chicago: The 

University of Chicago Press, 2012.

Lowrey, Nathan S. U.S. Marines In Afghanistan, 2001-2002: FROM THE SEA: 

U.S. Marines in the Global War on Terrorism. Washington, DC: United 

States Marine Corps History Division, 2011.

McCoy, B. P. The Passion of Command: The Moral Imperative of Leadership.

Quantico, VA: Marine Corps Association, 2006.

Slim, William Joseph. Defeat Into Victory. London: Macmillan, 1986.

Stewart, Richard W., ed. American Military History: The United States Army 

in a Global Era, 1917-2008. 2005. 2nd ed. Vol. 2. Washington, DC: 

Center of Military History United States Army, 2010.

Sun Tzu. The Art of War. Translated by Samuel B. Griffith. London: Oxford 

University Press, 1971.

Journal Articles

Goulding, Vincent. “Task Force 58: a Higher Level of Naval Operation.” Marine 

Corps Gazette 95, no. 8 (August 2011): 38-41. Accessed 23 March 

2014. https://www.mca-marines.org/gazette/2011/08/task-force-58-

higher-level-naval-operation.

Kirk, Maj Christopher J. “The Demise of Decision Making: How Information 

Superiority Degrades Our Ability to Make Decisions.” /luce.nt/ A 

Journal of National Security Studies (Fall 2014): 84-93. Accessed 30 

October 2014. https://www.usnwc.edu/Publications/-Luce-nt-/Current/

Pdfs/Kirk_The-Demise-of-Decision-Making-Colbert_Kirk-C-.aspx.

Shillaber, B. P. “Grierson’s Raid.” Journal of the United States Cavalry 

Association 14, no. 52 (April 1904): 684-710.
71

Willeford, SgtMaj James D. “What Is a Military Professional?: Do we have 

a professional enlisted corps?” Marine Corps Gazette 98, no. 9 

(September 2014):95-99.

Doctrinal Publications

Chairman Joint Chiefs of Staff. Joint Publication 3-02, Amphibious Operations.

Washington, DC: US Government Printing Office, 2014.

Department of the Navy. Naval Tactics Techniques and Procedures 3-02.1M, 

Ship-To-Shore Movement. Newport, RI: Navy Warfare Development 

Command, 2007.

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Washington, DC: United States Marine Corps, 1980.

United States Marine Corps. Marine Corps Doctrinal Publication 1, Warfighting. 

Washington, DC: Headquarters, United States Marine Corps, 1997.

______. Marine Corps Doctrinal Publication 1-0, Marine Corps Operations. 

Washington, DC: Headquarters, United States Marine Corps, 2011.

______. Marine Corps Doctrinal Publication 3, Expeditionary Operations. 

Washington, DC: Headquarters, United States Marine Corps, 1998.

______. Marine Corps Warfighting Publication 3-2, Aviation Operations. 

Washington, DC: Headquarters, United States Marine Corps, 2000.

______. Marine Corps Warfighting Publication 3-24, Assault Support. 

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______. Marine Corps Reference Publication 5-12C, Marine Corps Supplement 

to the Department of Defense Dictionary of Military and Associated 

Terms. Washington, DC: Headquarters, United States Marine Corps, 

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Internet

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2013. Accessed 6 June 2014. http://www.hqmc.marines.mil/Portals/61/

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______. “Official Biography: General James N. Mattis.” Accessed 8 November 

2014. https://slsp.manpower.usmc.mil/gosa/biographies/rptBiography.

asp?PERSON_ID=121&PERSON_TYPE=General.


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Art of War Papers