By early afternoon, the attack was complete. To support the Division through this complex

battlefield maneuver, 1 1th Marines had adroitly changed the missions of firing battalions to

match the shifts in direction and status of the main effort. To support RCT-5, 2/11 was in DS,

with 5/11 reinforcing and 3/11 in GS. To support RCT-7 when it became the main effort, 3/11

was shifted to DS, with 5/11 reinforcing. The 1 1th Marines fires professionals smoothly made

the transitions in fires control without disrupting supporting fires to either attack. Finally,

Marines fired disengagement fires and all three prongs of the Al Kut attack disengaged. RCT-1

was ordered to withdraw and affect a link up at An Numaniyah by the most expeditious means.

The Division hurried west to strike at the enemy's heart in Baghdad. Would-be Regime fighters

in Al Kut were cut-off from Regime support, and could only watch helplessly as the Americans

continued their unrelenting march to Baghdad.

The Inchon Marines pulled out and began the second of their 'Mother of all Movements'

retracing their steps south on Highway 7, turning west on Highway 17, moving north on

Highway 1, and northeast on Highway 27 to An Numaniyah; covering 200 km in 24 hours. The

RCT crossed the Tigris River at the An Numaniyah Bridge and raced to join the Division in the

continued attack to Baghdad.

First Recon Battalion reverted to Division control and remained on Route 7 south of Al Kut

to block until relieved by the 24th MEU. The Battalion moved up and established a blocking

position to cover the withdrawal of RCT- 1. The Battalion expected to remain in place for at least

24 hours until elements of TF Tarawa could come up to relieve them.

The Division had accomplished its second strategic victory. The deliberate planning that had

identified the routes, seams, and scheme of maneuver for the Division's actions had all paid off.

The combined arms team had set the conditions, and the blood and sweat of the infantry

battalions had made it a reality. The Division had successfully weathered the 'Mother of all

Sandstorms', and had taken the time to secure its LOCs coming up from the south. The Division

cared for its casualties, topped-off fuel and ammunition, and marched to the northwest, heading

for the final battle to bring down Saddam Hussein's Regime.

The sun sets on the 1" Marine Division 's Antenna Farm.

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"We 're the Marines. We took Iwo Jima. Baghdad won 't be shit."

- Brigadier General John Kelly

while under fire along Highway 7

Chapter 6

Attack to Secure Eastern Baghdad

The Division was now poised on the north bank of the historic Tigris River. The attacks of

RCT-7 and RCT-1 against the Baghdad Republican Guard Division had destroyed the last

remnants of the conventional capability around the city, leaving a small number of Fedeyeen and

paramilitary fighters holed up in Al Kut. The Regime no longer had unfettered access from

Baghdad to Basrah, and the survivors of III and IV Corps were cut off from the capitol. More

importantly, the Fedeyeen fighters in the south were now cut off from any hope of reinforcement

or support. Behind Blue Diamond, the door from Baghdad was closed. The Regime's loss of

control in southern Iraq was now merely a matter of time.

To the Marines this meant that they now had a straight shot at the enemy's capitol, but it also

meant that they were nearing the final confrontation with the Regime. If the Iraqis had the

capability and intention to use chemical weapons against the Division, this would have to be the

time. The terrain around Highway 6 offered little maneuver room, and the Division would be

stretched in column, generally along the downwind hazard line. Having spent the last 15 days in

chemical suits, the Marines had gotten used to the constant awareness of the risk of chemical

attack. The Division had already crossed over several alleged 'triggers' for Saddam to employ

chemical weapons without incident. Each alleged trigger line crossed increased the potential that

the next could be the one that would trigger a WMD response.

The Iraqis Prepare to Defend Baghdad

The Iraqi conventional resistance in the south had seemingly melted away in the face of the

Division's advance. The Fedeyeen and paramilitary threat that had replaced the conventional

defense had been surprisingly vigorous, but had proven ineffective. The Iraqis had not made

good use of their significant numbers of tanks and artillery systems, and had not launched the

much-anticipated barrage of surface-to-surface missiles. The weakness of this response was not

entirely unexpected from the two southern corps of the Iraqi Regular Army. Although the

resistance in the south had been less than anticipated, even the Regime had not counted on the

southern forces to put up a rigorous defense. Baghdad was expected to be a different story.

Baghdad was the Regime's strategic center of gravity, and critical to Saddam's survival.

Baghdad was also at the end of all lines of retreat for Iraqi forces that had withdrawn in the face

of the us 3d Infantry Division or the 1st Marine Division advances. Whatever forces the Regime

had left were now reinforcing the capitol defenses.

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The Republican Guard, Regular Army remnants and paramilitary groups establish an outer cordon

around Baghdad. The defense of Baghdad itself was left in the hands of the Special Republican

Guard and the Fedeyeen.

The intelligence reporting continued to assess that the Iraqi strategy was to 'circle the

wagons' around Baghdad and Tikrit. The Republican Guard (RG) was expected to defend the

capitol in a series of concentric defensive rings. The outer ring would be established by the RG,

defending in depth in a series of supplementary positions 25-60 km from the city. Inside that

ring, the Fedeyeen and paramilitary forces were expected to establish an urban-centric defense in

the capitol itself. Inside this defense would be a third ring of defense, composed of the Special

Republican Guard and Iraqi Intelligence Service troops. These would be the last holdouts,

defending Saddam Hussein and his sons to their final deaths in the palaces of Baghdad. In the

international media, the Iraqis claimed that they would draw the Americans into the city, where

the US technological advantage would be diminished. The Iraqis had visions of posing a

'Chechnya' or 'Stalingrad' problem to the Coalition in the suburbs and streets of Baghdad.

256
Allegedly, the defense of Baghdad would also entail the free and liberal use of chemical

agents on the battlefield. If the Iraqis had this capability, there did not seem to be a deterrent to

their use at this late stage in the fight. There was no more diplomatic leverage to be gained, and

the presence of 'infidel' invaders on the holy ground of Iraq might actually gain some sympathy

for the Iraqis in the Arab press. The use of chemicals, moreover, would probably not be

restricted to use against attacking US forces. Missile strikes on Israel, the Gulf Cooperation

Council countries, and southern Iraqi cities under Coalition control were considered possible.

The Division began to question this assessment as it crossed the Tigris River. The Baghdad

Republican Guard Division had certainly not posed the significant challenge it had been

expected to. Many of the defenders had adopted the same civilian-clothes strategy of their

brothers in the south, making it easy for them to fade into the civilian populace as their military

situation became untenable. The Baghdad RG Division had also been the subject of hundreds of

sorties by Coalition aircraft, and had been largely disabled by air fires. Most identifiable armor

or artillery targets had been destroyed. Without their combined arms, the infantry did not

possess the combat power required to defend the city. The only strategy left to the Baghdad RG

Division had been to fade into the urban area, and defend as irregulars. Would the same model

hold true for the Baghdad defenders?

The Al Nida Division, to the east of Baghdad, had been on the receiving end of a significant

volume of shaping fires already. Curiously, the Al Nida Division's equipment was still reported

holed-up in large numbers in the revetment fields to which they had moved early in the war. The

continued presence of these systems in their revetments might indicate a crafty strategy of

patience on the part of the Iraqis, waiting until the last minute to mass for a counterattack or

move to a final defensive line. The Division began to arrive at an alternative conclusion. The Al

Nida Division may have abandoned most of its conventional equipment, and had either taken up

positions in the city as infantrymen or had abandoned the fight altogether. The 'weapons

system' focus of the US intelligence collection apparatus could count the tanks in the revetments,

but could not determine their intent. The Division would attack toward Baghdad keeping a wary

eye on the equipment of the Al Nida Division, and would continue to shape it as if it were a

viable threat. If the Al Nida remained a viable fighting force, destroying them in their current

positions would be much easier than if they were allowed to withdraw into urban areas where

they would possess additional advantages, and the potential for innocent civilian casualties

would skyrocket.

The Regime had also made attempts to bring selected forces down from the north. Although

the threat posed by the Kurds had actually intensified, the Regime had decided to pull elements

piecemeal to reinforce the southern defenses. The Adnan RG Mechanized Division was the most

significant unit to be recalled to the defense of the capitol. In addition, there were reportedly

additional brigades from the Regular Army's northern corps that made their way to Baghdad.

Whether any of these reinforcing units retained their full combat power by the time they reached

their defensive positions was questionable, but their reported presence colored the Division's

perceptions of the assault on Baghdad. The significant Coalition shaping efforts on the Medina

and Hammurabi Divisions had left Baghdad's approaches vulnerable from the south and west.

The forces pulled from the north were now plugged piecemeal into the gaps in the Baghdad

defenses until unit integrity was meaningless. It became nearly impossible to assess the position

257
or strength of any conventional unit. The Iraqis were trying to preserve enough combat power to

put up stiff resistance inside the Baghdad urban area, using the remnants of their faltering tactical

efforts outside the capitol.

The remaining wildcards for the Iraqi defense were the Fedeyeen and the foreign Jihadis. As

the Division had been told on multiple occasions, there were reasons to fight other than loyalty to

Saddam. It was likely that some fighters with a nationalistic, religious, or pan-Arab motivation

would continue to fight even if the Iraqi soldiers of the Regime would not. Intelligence reports

were received indicating that terrorist extremists from surrounding countries were rushing to the

Baghdad area. The Regime had aggressively recruited this extremist element, and believed that

thousands of these aggressive fighters would remain to fight the Americans. These fighters

could fight conventionally, and could also serve as a cadre for popular resistance. The Regime

had already dispersed surprisingly large amounts of ordnance in weapons caches and equipment

across the countryside (undetected by US intelligence efforts) stored principally in schools and

mosques, to arm the population in an uprising against the Americans. These weapons could also

arm thousands of foreign volunteers if they were to come to the aid of Saddam's regime.

Because of the rapidity of the US attack and the lack of popular support, they never had a

chance. The Iraqi people were not about to take up arms in defense of the Regime that had so

brutally repressed them for decades. When the Fedeyeen and paramilitary cadre were dead or

had faded into the population, their dreams ofjihad or popular rebellion faded with them.

The Operational Design

The Iraqi's Baghdad defenses were in disarray, and maintaining the Coalition's momentum

through relentless attack would prevent them from reorganizing or gaining the support of

additional fighters. The original operational design was to establish an outer cordon around

Baghdad that would prevent both the escape of high-profile Regime figures and keep

reinforcements from adding to an urban-centric defense. By the plan, CFLCC forces from the

outer cordon would then conduct raids into the city against selected targets. This pattern would

continue until conditions in the urban area would permit a more deliberate and long-term

presence in the city without prohibitive casualties.

The Blue Diamond concept was slightly different. To the Division, destroying the Al Nida

Division would eliminate the last remaining obstacle to operations inside Baghdad itself. The

heavy concentration of Shia Muslims in east Baghdad, especially in the Saddam City area,

offered a potentially sympathetic area of the city that might offer a less dangerous entry into the

urban area. Additionally, once the Division had fought to seize objectives in the urban area, it

did not intend to give them up and have to fight for them all over again. Withdrawals from

portions of the city after seizing raid objectives would embolden the enemy and lessen the

'dominating effect' the Division wanted to portray to the enemy and to the international media.

This was a lesson learned through bitter experience by Marines past, as discussed in the

Division's MOUT Seminar in Camp Pendleton the previous December. If the Iraqis contested

the city, identifying important targets by raiding and then abandoning them would give the Iraqi

fighters the opportunity to reoccupy, mine, booby trap, or preplan fires. This would likely

increase casualty figures from an outright seizure and occupation strategy. On these points, the

Division shared the same vision as the US 3" Infantry Division.

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Two strategies emerged for dealing with the Baghdad urban area. One

strategy involved cordoning the city and conducting raids into the urban

center. Blue diamond preferred a more conventional penetration strategy.

If the Iraqis mounted a credible urban-centric defense, the Division was prepared to respond.

The payoff from months of hard urban training had resulted in a core element of the Division

that was skilled in urban operations. The tactics, tecimiques, and procedures for intelligence,

fires, and maneuver inside the city were at least developed, if not yet combat tested.

The Division's operational scheme was to attack rapidly to cut off the city by establishing the

Baghdad outer cordon, concurrently assaulting into this urban terrain to hunt down and destroy

the last defending elements of the Regime. The Division would secure neighborhoods and

Regime areas in the city, isolating pockets of resistance for piecemeal destruction. Penetrating

the enemy's outer cordon was mainly a function of destroying the Al Nida Division and

Fedeyeen fighters along the way. After punching through these outer defenses, the Division

would attempt to seize the two existing bridges over the Diyala River intact, using them to

support an attack to fix the remaining eastern Baghdad defenders to the southeast. The

Division's main effort would then shift to an attempt to cross the Diyala River at a point north of

the city, and continue the attack into Baghdad from the northeast, in the vicinity of Saddam City.

The G-2 developed a number of target sets that represented the key terrain sites that had Regime

or WMD significance. Securing these sites would serve to orient lines of operation once inside

the city, but the focus would be on hunting down and destroying any remaining enemy fighters.

After combat operations were complete, the Division planned to rapidly disengage from the city,

prepared for the anticipated order to continue the attack north to Kirkuk or Tikrit.

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3 April

Grizzly Continues the Attack to the Northwest

The Marines and sailors of RCT-5 occupied their blocking position north of the Tigris River

on the afternoon of 3 April. Having seized the Tigris River crossing sites in an 18-hour action,

the RCT now was positioned on both sides of the river. Second Tanks and 3/5 had turned over

An Numaniyah to RCT-7 and were blocking to the northwest in positions on Highway 6 north of

the river. On the south side of the Tigris, the remainder of RCT-5 was located between Highway

27 and the Pearl 3 crossing site, where 8th ESB had continued to ferry tanks and trucks across the

river while the bridge was being constructed. In the morning, the Division's planned main effort

would be RCT-7's attack on the Baghdad Division, while RCT-5 continued to block to the west.

The Marines of RCT-5 were

eager for their own contest

with a Republican Guard

Division, but a day spent in a

blocking position would have

advantages as well. For one

thing, a day that was not

spent in the back of an AAV

would present an opportunity

to tend to feet that were

already suffering in the

airless confines of rubber

chemical protective

overboots. The Division had

been in MOPP 2 since

crossing the Saddam River,

and would remain in this

nosture for as lonc as the The CG, ColonelDunford, and Lieutenant Colonels White andLethin

discuss the details of RCT-5 's assault into Baghdad. Iraqi Regime was considered

capable of employing WMD.

Overnight, RCT-S's mission changed. While RCT-7 dispatched the Baghdad Division in Al

Kut, RCT-5 would immediately conduct a limited objective attack to the west along Highway 6

in order to open up battlespace north of the Tigris River crossings. There would be no day spent

recuperating; Blue Diamond was on the move again. As well as being suited to the temperament

of the Marines, attacking in two directions would allow the Division to position forces and

supplies north and west along the Tigris in preparation for the drive to Baghdad. As if throwing

a basketball head fake, the Division's eyes were moving east to Al Kut, but the momentum of the

body was already moving north and west toward Baghdad. This swift transition from one phase

of the operation to the next was a consistent theme of the scheme of maneuver, and a significant

contributor to the Division's successful tempo. Not pausing to consolidate or count its gains, the

Division would continue a relentless tempo until the final objectives were achieved. Colonel

Dunford was instructed to choose his own intermediate objectives and to get moving.

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The RCT-5 staff focused on the enemy to their northwest. The previous day, the Pioneer

UAV had detected a platoon of T-72 tanks about 15 km northwest along Highway 6. The

Division G-2 assessed that the platoon was from the Al Nida Division and that the presence of

conventional combat power that far forward meant that the Iraqis were going to make a more

vigorous attempt to delay along Highway 6. They had not experienced good success in delaying

in a similar fashion along Highways 1 or 7, but the addition of RG forces and foreign fighters

could make a significant difference. The tank platoon's destruction became RCT Objective

Alpha.

First Marine Division initially utilized both sides of the Tigris as it pushed northwest into

Baghdad. Later, the entire Division would shjft to the northern Highway 6

A pontoon bridge crossed the Tigris River at the small town of Az Zubadiyah, about 35 km

west of An Numaniyah. The Division had ordered the pontoon bridge to be destroyed earlier

that morning. Busloads of Fedeyeen reinforcements had been observed traveling south from

Baghdad, and the decision had been made to remove the bridge to keep them from crossing the

Tigris and posing a threat to the Division's southern flank. Twenty km further to the west, a

second RCT objective was a II Republican Guard Corps Anti-Armor Regiment near Al Aziziyah.

Imagery showed a company of armored vehicles mounting anti-tank missiles defending along

Highway 6 just east of the city.

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The final RCT-5 objective for the day was a second pontoon bridge at Al Aziziyah, located

70 km upriver from An Numaniyah. Advancing on either side of the Tigris River, the attacking

columns would converge at this pontoon bridge, the next intact bridge over the river. Even

further west (25 km west of Al Aziziyah), the town of As Suwayrah was the site of a third key

bridge. As Suwayrah was also believed to be a logistics and transshipment point for Iraqi

fighters and equipment. There were indications that a brigade of RA troops and a large number

of Fedeyeen fighters were near As Suwayrah, concealed in the palm groves lining the river.

RCT-5 would be prepared to continue the attack to As Suwayrah the following day.

Destroyed enemy armor on Highway 6. Where the enemy chose to stand and fight, they were quickly

defeated by combined arms attacks.

In the early morning of 3 April, RCT-5 moved into the attack. To the rear of the westwardfacing columns, artillery made a dull racket as two battalions of the ll Marines sent volley after

volley east toward Al Kut in support of RCT-7's main effort attack. Leading the attack the

opposite way, the Scout Platoon of 2d Tanks turned onto Highway 6 and moved to the head of

the column. The Ironhorse began their move to the west with Scouts forcing civilian traffic to

the side of the 4-lane highway and vigilantly scanning for enemy positions.

Second Tanks met no resistance to the west as they passed Az Zubadiyah on the north side

of the river. Along the highway they encountered tanks, armored personnel carriers, air defense

artillery, and howitzers. All were abandoned. Some had been destroyed by air strikes; the

Marines destroyed others as they passed. Instead of the conventional defense they expected, the

Marines encountered vehicle after civilian vehicle traveling south. Cars, trucks, and minibuses,

262
loaded with men, women, and children of all ages displayed white flags, tee shirts, or scraps of

cloth as they fled southeast out of Baghdad.

As the battalion approached Al Aziziyah, the first manned enemy positions were spotted, and

the Scouts in their armored HMMWVs began to take sporadic small arms fire. The Scouts

returned fire and continued to push west and north. The sporadic enemy fire quickly turned into

sustained fire, and the Marines began to spot the flash of RPG rounds or saw the grenades as

they skipped off the pavement next to their vehicles. Unable to pull off the highway to pass the

lead tank platoon forward, the Scout vehicles pulled into the highway median so the tanks could

move forward. Alpha Company moved up, and the tanks began to engage the enemy. Moving

along the median, the Scout Platoon Commander's HMMWV was struck by two RPGs. The

platoon commander, First Lieutenant Matthew Zummo, was seriously wounded, but remained

with his Marines and continued to fight through the barrage of gunfire:

"Leading from the front, he uncovered a company-reinforced ambush, forcing the enemy to

engage prior to the arrival of the Battalion main body and foiling his attempt at a successful

ambush. Personally engaging enemy rocket-propelled grenade and machine-gun teams from

an exposed position, he courageously continued to destroy enemy targets, lead his platoon,

and provide accurate reporting to the Battalion command group. After receiving wounds of

an urgent nature from an enemy RPG, he refused to be evacuated until the enemy had been

completely defeated."

With the tanks moving up on both sides of the highway, and the Scout vehicles in the center, 2d Tank Battalion pushed through the city. Enemy resistance was fierce. With T-55 and T-62

tanks, mechanized vehicles, and air defense artillery employed in a direct-fire role, the enemy

battled in reinforced battalion strength. Iraqi tanks and armored vehicles fought from positions

along Highway 6, supported by mortars and artillery, while two companies of dismounted Iraqi

infantry defended from within the confines of the city. The Marines fought them with combined

arms, using tanks, dismounted infantry, and close air support. It was one of the more significant

battles the Division would fight against a conventional force during the war.

RCT-5 had trained long and hard for such a fight, and the Marines were ready. While 2d

Tanks engaged the enemy defensive positions along the highway, 3/5 (who had been tasked to

follow and support 2d Tanks attack) moved up close behind them. The speed with which 2d

Tanks moved was daunting, and 3/5 fought to keep the gap between battalions closed. Hearing

reports of stiff fighting on the RCT-5 tactical radio nets, Marines from 3/5 could tell they would

encounter resistance this day. As the Battalion approached the southernmost edge of the town,

several groups of Iraqi soldiers from well-hidden positions suddenly opened up on the 3/5

column. Kilo Company, in the lead, quickly dismounted and maneuvered platoons to clear a

compound on the right side of the road. Marines used fire and movement to close with the

enemy, while the company FiST team boldly called in 60 and 81mm mortar fire at danger close

ranges. Aided by the close and steady fires of the tank platoon and CAAT section, Kilo's lead

platoon, led by Second Lieutenant Michael Prato, moved into a series of trenches, bounding from

position to position, firing and killing 30 Iraqi soldiers at close range. The other platoons

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maneuvered to clear the flanks of the company's position, killing and capturing a score of Iraqi

soldiers.

Lima Company, 3/5, and

the Battalion's 81mm mortar

platoon began receiving

accurate machinegun and

small arms fire from groups

of Iraqis occupying positions

along their flanks.

Dismounting quickly, Lima

Company aggressively

cleared the Iraqi soldiers,

killing a good number using

direct fire and devastating

sorties of rotary and fixed

wing CAS. The 81mm

mortar platoon paused long

enough to dispatch a ground

Marines of 3/5 pursue Iraqi defenders into the city, assault, pursuing the Iraqi

soldiers through a wood line

before returning to their guns to pour indirect fire on the enemy.

India Company was ordered to take the lead and resume 3/5's original mission of securing

the Al Aziziyah Bridge. It became apparent, however, that many Iraqi defenders had slipped into

the city and were attempting to engage in an urban fight with the Marines. India moved forward

quickly, dismounted, and began to clear the town. As the infantrymen scrambled from their

AAVs and lined up behind a low sand berm, the AAV crewmen kept up a lively suppressive fire

with their .50-caliber and Mk-19 up-gun turrets. In the heroic fashion of Marine Corps NonCommissioned Officer leadership, individual squad leaders would stand, and with a wave of his

arm, lead his squad over the berm, dashing across the open space to the nearest alleyway or

building. As the Marines vanished into the urban maze, the next squad was already filing in

behind the berm and making ready to enter the city. While India made its approach to seize a

foothold, the CAAT platoon, which had moved up on the right side to provide suppressive fires,

greatly aided the assault. The effects of these fires were devastating, and quickly defeated Iraqis

attempting to ambush the infantry with RPGs.

House to house, the fighting continued for several hours, although by the time 3/5 entered the

town in overwhelming force, it became apparent that much of the stamina of the Iraqi fight was

gone. As the fight progressed through the city and into surrounding farmland, the enemy

resistance dissipated. Second Tank Battalion eventually halted their move when the lead element

was about 10 km west of Al Aziziyah, and was joined by 3/5.

South of the Tigris, the rest of RCT-5 moved on a track parallel to 2d Tanks and 3/5. The

numerous irrigation ditches and canals confined movement to a single paved road dubbed

'Powerline Road' because it ran alongside a line of powerline pylons. This road extended from

264