2nd Battalion 5th Marines 2nd Battalion 5th Marines ( 2 / 5 ) is an infantry battalion in the United States Marine Corps consisting of approximately 800 Marines and Sailors . They are based out of Marine Corps Base Camp Pendleton , California and fall under the command of the 5th Marine Regiment and the 1st Marine Division . The battalion has seen combat in World War I , World War II , the Korean War , the Vietnam War and the Gulf War and has deployed many times in support of Operation Iraqi Freedom and the current War on Terror . 2 / 5 is the most highly decorated battalion in the Marine Corps and their motto , " Retreat , Hell ! " , comes from the French trenches of World War I , when a Marine officer named Lloyd W . Williams was ordered to retreat and replied , " Retreat ? Hell , we just got here ! " History . Early history . 2nd Battalion 5th Marines was formed on July 1 , 1914 and immediately sailed to the Caribbean to quell political turmoil in the Dominican Republic and Haiti . In June 1917 , as part of the United States ' entry into World War I , the battalion sailed for France with the rest of the 5th Marine Regiment and the American Expeditionary Force . At the time the battalion was composed of four companies ; the " 18th " , " 43rd " , " 51st " and " 55th " . They fought during the Battle of Belleau Wood , Soissons , and the Meuse - Argonne campaign and were twice awarded the French Croix de guerre with Palm . To this day , members of the Battalion wear the French Fourragère representing this award . Following the armistice of 1918 , 2nd Battalion , 5th Marines was assigned to occupation duties in Germany until their return to Quantico , Virginia in August 1919 . Interwar years . Beginning in 1920 , the Battalion began guarding US Mail trains throughout the United States . In 1927 , the Battalion was sent to Nicaragua to fight bandits and to supervise the 1928 Nicaraguan national elections . World War II . In 1941 , the battalion joined the newly formed 1st Marine Division at New River , North Carolina , but later relocated to the west coast of the United States . During World War II the battalion fought in the Battle of Guadalcanal , Battle of Cape Gloucester , Battle of Peleliu , and the Battle of Okinawa . Following the Japanese surrender , the battalion was assigned to occupation duty in Northern China until 1947 , at which time they returned to the United States . Korean War . Immediately following the 1950 North Korean invasion of South Korea , 2nd Battalion , 5th Marines sailed from Camp Pendleton , California to defend the Pusan Perimeter as a part of the famous " Fire Brigade " . The Battalion would also participate in the landing at Inchon , the liberation of Seoul , the Chosin Reservoir Campaign , and the defense of the East , Central , and Western Fronts before the war was over . From July 1953 to February 1955 , 2nd Battalion , 5th Marines assisted in the defense of the Korean Demilitarized Zone , after which they again returned to Camp Pendleton . Vietnam War . In April 1966 , the Battalion deployed to the Republic of Vietnam and would remain there until 1971 . During this time , 2nd Battalion , 5th Marines participated in combat operations at Hue City , Que Son , Phu Bai , Dong Ha and Phu Loc . Immediately after their return to Camp Pendleton in 1971 , the Battalion joined Operation New Arrivals , the relocation of Southeast Asian refugees to the United States . 1980s and 1990s . For the next fifteen years , the battalion deployed regularly as part of the Marine Corps ' Unit Deployment Program . In December 1990 , 2nd Battalion , 5th Marines sailed for the Persian Gulf in support of Operations Desert Shield / Desert Storm . They were staged in Saudi Arabia and participated in the liberation of Kuwait . During the return transit to the United States , the battalion was diverted to Bangladesh in order to provide humanitarian relief as part of Operation Sea Angel . In 1993 , 2nd Battalion , 5th Marines deployed as the ground combat element of the 11th Marine Expeditionary Unit and participated in Operation Distant Runner , the Non - combatant evacuation operation ( NEO ) of Rwanda and Operation Restore Hope and Operation Quick Draw in Somalia . In 1995 , the battalion began regular deployments to Okinawa for service as the Battalion Landing Team for the 31st Marine Expeditionary Unit and participated in several operations in East Timor . War on Terror . On February 2 , 2003 , 2 / 5 left MCB Camp Pendleton for Kuwait where they staged prior to the beginning of the war in Iraq . On March 20 , 2003 at approximately 2 : 30 am local time 2 / 5 , as an element of the 15th Marine Expeditionary Unit , commenced operations in Iraq with the start of the Battle of Al Faw . For this operation they were attached with Royal Marines from the 3 Commando Brigade crossing into Iraq the first night of the invasion . The initial objective was to secure to Rumalia Oilfields . Upon completing the seizure of this objective , 2 / 5 attacked north and got as far as Samarra before the end of the initial combat phase of the Iraq War . They then conducted security and stabilization operations ( SASO ) in Samawah , Iraq . Relieved by the 1st bn of the Royal Netherlands Marine Corps ( who were soon augmented by Japanese forces acting in a strictly non - combat role ) , 2 / 5 returned to Camp Pendelton in August . September 2004 saw 2 / 5 return to Iraq , this time being stationed in Ramadi , a hotbed of insurgent activity 30 miles west of Fallujah and 60 miles west of Baghdad . During this deployment 2 / 5 suffered 15 Marines killed in action , 10 from Weapons Company . Elements from 2 / 5 began returning to Camp Pendleton on Easter , 2005 . From December 2005 to July 2006 , 2 / 5 was deployed to Okinawa as part of the 31st Marine Expeditionary Unit . They participated in several humanitarian operations on Jolo Island and landslide recovery in Southern Leyte in the Philippines . In March 2007 , 2 / 5 was deployed to Iraq for the third time , stationed again in Ramadi . While deployed to Ramadi , Golf Company was unexpectedly tasked with operations in the city of Karmah . In September 2009 , 2 / 5 deployed as a Battalion Landing Team ( BLT ) as part of the 31st Marine Expeditionary Unit ( MEU ) . BLT 2 / 5 relieved their sister battalion BLT 3rd battalion 5th Marines . The MEU deployed for its fall patrol in a small deck ARG configuration aboard the USS Denver , USS Tortuga and USS Harpers Ferry . The MEU had started its Certification Exercise ( CERTEX ) when it was redirected to the scene of several natural disasters in the Republic of the Philippines and Indonesia . With the relief effort complete , the MEU transitioned to PHIBLEX and conducted bilateral training with the Philippine Armed Forces . Additionally , the Japanese Self Defense Force ( JSDF ) and Co . G , BLT 2 / 5 conducted Exercise Forest Light 2010 at Sekiyama , Japan . The two nations conducted live fire ranges including mortars , Combat Marksmanship Program ( CMP ) , machinegun ranges and helicopter - borne operations . 2 / 5 returned to Camp Pendleton in April 2010 . In January 2011 , 2 / 5 was again designated as a Battalion Landing Team ( BLT ) as part of the 31st MEU . 2 / 5 relieved BLT 1 / 7 . 2 / 5 was instrumental in supporting humanitarian assistance missions for the victims of the earthquake and tsunami in Japan . After conducting several bilateral training exercises with multiple nations , BLT 2 / 5 was relieved by BLT 2 / 7 and returned to Camp Pendleton in June 2011 . In February 2012 , 2 / 5 deployed for the first time to Helmand province , Afghanistan , in support of Operation Enduring Freedom . 2 / 5 was a part of Regimental Combat Team 6 ( RCT - 6 ) and served as the ground combat element of Regional Command Southwest . The Marines serving with the battalion worked in partnership with the Afghan National Security Forces , helping the Afghan army and police provide security services to the Afghan people and smothering insurgent activity . The battalion was assigned to cover Now Zad and Musa Qala districts in northern Helmand province , and all cities and villages that lied in between . During the deployment , the battalion executed a 17 - day operation in a village that was a Taliban stronghold between Now Zad and Musa Qala , dubbed Operation Branding Iron . Tragically during the deployment , the battalion lost three Marines to combat action : Sgt . Wade Wilson , Cpl . Anthony Servin and Lance Cpl . Joshua Witsman . The battalion returned to Camp Pendleton in September 2012 .