20 December 1989 - 12 January 1990

Oral History Interview
JCIT 027


Colonel (Promotable) Thomas H. Needham
J-3, Joint Task Force SOUTH, and
G-3, XVIII Airborne Corps



Interview conducted 6 March 1990 at the Headquarters of the XVIII Airborne Corps, Fort Bragg, North Carolina

Interviewer: Dr. Robert K. Wright, Jr., Historian, XVIII Airborne Corps


20 December 1989 - 12 January 1990

Oral History Interview JCIT 027


DR. WRIGHT: This is an Operation JUST CAUSE interview being conducted 6 March 1990 in the Corps Headquarters building at Fort Bragg. The interviewing official is Dr. Robert Wright, the XVIII Airborne Corps Historian.

Sir, if I could get you to give me your name, rank and serial number.

COL NEEDHAM: Thomas H. Needham, Colonel, ***-**-****.

DR. WRIGHT: Sir, you are the Corps G-3?


DR. WRIGHT: And how long have you been in that position, sir?

COL NEEDHAM: Since 30 June 1987.

DR. WRIGHT: And down in Panama during Operation JUST CAUSE you additionally served as the J-3?

COL NEEDHAM: That's right, the J-3 for JTF [Joint Task Force] SOUTH.

DR. WRIGHT: When did you first become aware of the plan for the contingency operation to go to Panama, sir?

COL NEEDHAM: Well, a very close-hold plan was formulated under LTG [John W.] Foss [then Commanding General, XVIII Airborne Corps] in March of [19]88, and subsequently, since that time, it's been a major part of our operation. Of course, as we got closer to the latter part of [19]89, it became full-time as part of our operation.

DR. WRIGHT: And you were involved in all the planning meetings that went on with the staff down in Panama, and then with GEN [Maxwell] Thurman [Commanding General, US Southern Command] when he took over.

COL NEEDHAM: Yes, all the meetings that we had. Now, they had a plan of their own down there that they had developed and we were not privy to, but any time that there was a meeting conducted that XVIII Airborne Corps was in the capacity of JTF SOUTH, I was there and knew about it, and pretty much spent most of the last half of 1989 on it.

DR. WRIGHT: And when LTG [Carl W.] Stiner would deploy down to Panama in civilian clothes, you would go with him?

COL NEEDHAM: Went with him every time.

DR. WRIGHT: Who else within the G-3 Section here at Corps was privy from the very beginning, sir?

COL NEEDHAM: Well, from the very beginning in March of '88, LTC [Timothy] McMahon [Chief, G-3 Plans] and COL [W. P.] Walters (the Corps G-2). I think, that's about the only ones that have been here the whole time. There may have been MAJ (USMC) [Edward J.] Lesnowicz in FSE [G-3 Fire Support Element]. Of course, since that time we've had people come and go in the normal PCS [permanent change of station rotation].

Then you have MAJ [David] Huntoon from G-3 [Plans], who, since he got here in, I think, July of '88, has put a heck of a lot of time in on it too. And prior to him a LTC Janiseck.

DR. WRIGHT: As the plan was developed and it went through the different iterations, did you feel comfortable with the constraints we were working under or were there things you tried to get changed?

COL NEEDHAM: No, I think, from my perspective, most of the things that I wanted to get into the plan, and most of the adjustments that I wanted to make in their plan, were either approved by the commander according to the plan or were adjusted based on the commander's decision. So I felt that we in the Corps G-3 did have a tremendous amount of influence and were able to put the things in the plan that we were concerned about.

We were concerned about securing the [Panama Canal's] locks, the Bridge of the Americas, the Madden Dam. And of critical importance to us in our analysis was Torrijos-Tocumen Airport. It had to be under U.S. control, and U.S. control early, so that that part of the city could be sealed, and we would have a second airfield in case something happened to Howard Air Force Base.

DR. WRIGHT: As you envisioned the plan unfolding, working in conjunction with LTG Stiner, did you see it essentially as a concentric ring? In other words, you picked certain critical issues, critical targets that had to be taken down, and then you positioned the rest of your forces to prevent others from influencing the battle?

COL NEEDHAM: Yeah, I would say that's true. It's much easier when you're quarterbacking it afterwards to say what you were thinking. I would say that in our initial planning we basically saw two key battles. We saw the battle for Panama City in the area immediately adjacent to Panama City, and the battle for the rest of the country, because it was our assessment that Panama City was the seat of government, it was the ultimate objective. It was a large city, and so that was going to be the primary focus. And based on how far you wanted to say, we went out to the periphery, I think, we were pretty much on it. Basically, we saw two main areas: the city, and the rest of the country.

DR. WRIGHT: As you allocated the forces, did you get the units you wanted? Did you get the strength you wanted? Was there anything that was just impossible to work into the plan?

COL NEEDHAM: No. I think that we actually ended up with probably a little bit more than we envisioned because the city turned out to be just a little bit tougher than we thought. But no, I think that this was one time where if it was in the inventory and we asked for it, that we got it. I don't know if anybody else has mentioned anything, but I can't think of anything major.

Now, there were obviously some decisions made in task organization where we took this unit as opposed to that unit, or put so-and-so in charge as opposed to somebody else so as to try to work everybody out together, and so maybe from that standpoint. But, I think, in the overall, whether we had X unit in charge or Y unit in charge, and the composition of it, we basically got what we needed, and we got it there.

We learned some lessons like everybody else. That probably, if we had to do it over again, there were some things that we might have done a little bit sooner, in a little bit greater quantity. But, by and large, everything--if we wanted it, it was there, and we got it.

Did anybody say anything, just out of curiosity, anybody say anything major that they thought was needed?

DR. WRIGHT: No, sir, as a matter of fact, the only comments I've got along those lines have been more along the lines of hey, you know, we brought something we didn't really turn out to need.

COL NEEDHAM: Well, we did. You know we found out we didn't need a lot of artillery, but we didn't bring much artillery. The general was very limited on the artillery, and what we had turned out to be more than enough.

DR. WRIGHT: As you looked at the complexity of the plan, taking down of the multiple targets, how did you feel about that? Was it a concern of yours that so many things had to happen simultaneously?

COL NEEDHAM: No, it never was really a concern of mine for a couple of reasons. Number one, we had practiced this. We had run an operation March of [19]89, and previous to that November of [19]87 that had multiple targets.

Yes, there were a lot of targets; but we had, with the JSOTF [Joint Special Operations Task Force] and with the other people, I mean, we had the subordinate headquarters to execute. It wasn't like we at the JTF were taking down all these targets simultaneously. We had subordinate headquarters that had the responsibility of executing the missions.

And, I think, if you go with the war-fighting philosophy of LTG Stiner and our Corps [which] is that we go in with overwhelming combat power, and try to do it at night, as fast as we possibly can so that we can redeploy quickly, and ... . I think that you just saw an execution of the war-fighting philosophy of the Corps Commander.

DR. WRIGHT: The plan was drawn up in such a way that timing wasn't dependent, [that] one target didn't have to fall for the next one to be taken out. Was that consciously built into it?

COL NEEDHAM: Well, there were--first of all, the overriding factor was to go at night. That was number one. Number two, we chose 1:00 in the morning for a number of reasons, one of them being [that] we thought there would be the least activity at Torrijos-Tocumen. And obviously more people are asleep at 1:00 in the morning than are at 10:00 at night. There were not many targets that were dependent on the other. Obviously, there were some. But the vast majority of the targets were independent, but not all of them.

DR. WRIGHT: Good working relationship with the Special Operations community?

COL NEEDHAM: Absolutely, you can't say enough about those guys. I think, one of the keys to this was there was no bickering. Everybody got along. They had their battles, and if they won their battle or if they lost their battle they just went about their business.

And, of course, it helped, as I said before, we had practiced this. Most of the people are located at Fort Bragg or have recently served at Fort Bragg so that all the senior commanders and the senior staff officers had known each other for years and had worked with each other so that ... and we all understood what the other guy's mission was, and people went out of their way to forego personal or turf battles.

DR. WRIGHT: Who was your point of contact at JSOTF on operational matters during the planning phase? Was there one individual?

COL NEEDHAM: Well, generally, I would deal with the J-3.

DR. WRIGHT: In terms of using an in-place logistics structure and the facilities that existed in Panama, that's not normal to the way the Corps assumes it will deploy for contingency. Did that cause any problems?

COL NEEDHAM: Well, no, you know, actually it was a big help because you had no resistance. First of all, that's not normal. It depends on the scenario, you know. If we're going into a place that we have a base we'll take advantage of it. But it did help. Obviously, we didn't have to worry about that much resistance.

But you have to remember that in this operation our purpose was to go in [with] overwhelming power, travel light, take as many of the targets down as fast as we could. So we took a little bit of risk on the logistics side just knowing that there was a logistics set up in-country that needed to be augmented with ... . For example, we brought in movement control teams, we brought in extra medical support, we brought in trucks, and we brought in selected command and control, and staff officers to augment them in positions that either they didn't have filled or were filled by civilians that were not able to get to work or had actually left the country.

DR. WRIGHT: In terms of the phasing of the operation. On the 16th [of December 1989] there is the shooting incident, and I guess, the clock starts ticking at that point?

COL NEEDHAM: I thought the shooting was the 15th, but you may be right. In fact, I'm pretty sure the shooting was Friday the 15th. No ... well, then let's go back. Maybe you're right. He [Noriega] declared war on the 15th. I thought it all happened on the 15th, but it was either the 15th or 16th.

DR. WRIGHT: Where were you at that time, sir? Where you here at Bragg?

COL NEEDHAM: I was here at Bragg on the 15th. I went to Winston-Salem for a wedding on the 16th. I had been watching the papers and somehow got a gut feeling that I better come back. I was gonna spend the night, but I came back. I got here about 10:00 at night. I walk in my house, and the phone was ringing. It was LTG Stiner, and he said that I need to talk to you. That was Saturday night, the 16th of December.

DR. WRIGHT: And when did you deploy down, sir?

COL NEEDHAM: I actually went down with LTG Stiner on the afternoon of the 18th of December.

DR. WRIGHT: And how did you fly down, sir?

COL NEEDHAM: We flew down in a U.S. Army ... I think it's called a C-20.

DR. WRIGHT: No signature in going down--civilian clothes?

COL NEEDHAM: No, as a matter of fact, we were scheduled to go down there a little bit earlier that day. We were going to be down there Monday and Tuesday for a meeting anyway. We just went down a little bit later on Monday, as part of our update for the ongoing review of the plan on a bi-weekly basis.

DR. WRIGHT: Getting back a little bit to the rehearsal process that you mentioned. We had done a rehearsal here with the 82d [Airborne Division] in November?

COL NEEDHAM: Yes, it was November, I think, 29th. I wasn't here that day, but that was the main day we practiced the Torrijos-Tocumen exercise.

DR. WRIGHT: How did that rehearsal go from your prospective?

COL NEEDHAM: I thought it went pretty well. We flew Sicily [Drop Zone] backwards. We tried to create a set-up that somewhat replicated the Torrijos-Tocumen, and people told me that it went pretty darn well.

DR. WRIGHT: No adjustments needed to be made to the plan based on that?

COL NEEDHAM: From our level there were no adjustments that I know of made to the plan as a result of that rehearsal. Now you have to ask the 82nd Airborne Division; I'm sure they probably made some adjustments, but I don't know of any that we made as a result of that particular episode.

DR. WRIGHT: How closely were you monitoring the rehearsals that were going down with the in-place forces in Panama?

COL NEEDHAM: We were watching them. I can't say that we were watching each and every one of them. When we were down there, we were actually ... got to observe and watch some of the rehearsals, and especially over the Thanksgiving time period. But we knew they were going on and that as we went from this headquarters to see if their commander was carrying out LTG Stiner's mission to execute rehearsals, and they seemed to be doing that. In fact, the proof's in the pudding. They had to be doing them all very well.

DR. WRIGHT: You get down there on the 18th. [Do] you go to Building 95?

COL NEEDHAM: No, as a matter of fact, the CINC [GEN Thurman] called a meeting at what was called his alternate CP, which I believe was known as the Air Force Operations Center or something like that, right on Howard Air Force Base. We were going to do that but the CINC called in kind of a last-minute council of generals, of which I was able to sit into in the capacity of the J-3, where they went over some of the final plans before LTG Stiner took charge of his people.

DR. WRIGHT: And when does JTF SOUTH activate?

COL NEEDHAM: Boy, that's a good question ... is when we actually activated. I think you'd have to check the log for the time. I think it's fair to say that JTF SOUTH activated when LTG Stiner walked into US Army, South, Headquarters, which was sometime around 2100, 2200. Probably closer to 2200 on the night of 18 December.

DR. WRIGHT: Then you remained in the EOC [Emergency Operations Center] down there from that point until the operation goes down?

COL NEEDHAM: That's correct.

DR. WRIGHT: Sleeping in Building 95 [at Fort Clayton]?

COL NEEDHAM: Right. Sleeping, eating, walking.

DR. WRIGHT: As the flow comes down, how do you determine who you're going to bring down out of corps headquarters in pre-position?

COL NEEDHAM: Well we had--that was all in the plan. I mean we had planned to pre-position the, as you know, the [AH-64] Apaches, which were pre-positioned; we had pre-positioned the [M-551] Sheridans; we had pre-positioned aviation crews; we had pre-positioned selected augmentation to the staff, particularly in the J-2. We had brought down some movement control teams, and we had a very close-to time period, where we were bringing in the medical support so it wouldn't be in there too early but it would be there for us to use when the time went down.

And lastly, we pre-positioned the brigade headquarters of the 7th Aviation Brigade, and it was charged with taking responsibility for all aviation assets in-country whether they belonged to the 7th, the 82nd, or the in-country [forces].

[Pause in tape for interruption]

DR. WRIGHT: Okay, sir. How did you arrive at the decision to use the 7th Aviation Brigade rather than, say, the corps' [18th] Aviation Brigade.

COL NEEDHAM: The main reason was the majority of the OCONUS aircraft came from the 7th Infantry Division, and we just felt that that was--it could have gone either way, but the 7th Infantry Division was a major player; he had the proponents of the OCONUS aviation ... excuse me, the OCONUS of ... the aviation from CONUS down there in support of them. So that that's why we did the aviation.

DR. WRIGHT: To what extent, since 7th ID doesn't belong to the corps, it just works with the corps on certain selected op[erations] plans, was there any problem in developing the planning with 7th, or did it go smoothly?


[Pause in tape for interruption]

DR. WRIGHT: Okay, sir, we were talking about the coordination with the 7th ID, and that your observation that it really was a piece of cake even though they don't officially belong to our corps. Is that partially due to the prevalence of key players in the division that have been here?

COL NEEDHAM: Well, I think, it's too--it's first of all the key players, you just heard me talk to the G-3, and the G-3 came from the 82nd. So did the ADC [assistant division commander]. Also Forces Command has put the 7th under our control for certain operations in SOUTHCOM, so that we have worked with them as much as we have any of our divisions except for the 82nd. As we've conducted EDREs [Emergency Deployment Readiness Exercises] for them, we worked with them on [Operation] GOLDEN PHEASANT, and we worked with them on the 82nd FTX. So it's really ... it's as much a part of this corps as they are a part of I Corps.

DR. WRIGHT: As you mentioned GOLDEN PHEASANT, was there anything that we gained from that operation that was folded in in our planning process for JUST CAUSE?

COL NEEDHAM: I'd have to think about that a little bit. First thing that comes to mind is [that] we got a better working relationship with the 7th. We learned more about the Light Infantry Division. Although I comes from a light infantry division, I think that we around here learned the different weapon systems that they had were different, the logistical requirements that they have. So, I think we looked at that.

I think, we found out from GOLDEN PHEASANT that the 82nd, the 7th, the 101st, you put them on the ground, they're pretty much interchangeable. They're all good soldiers, good leaders, and although not the same, similar type organizations. And then, lastly, I would say that the terrain from which the 7th is deployed is pretty much similar to what we had down there, so that we learned some things in time-distance factor and weather as far as resupply usually goes.

DR. WRIGHT: As the operation starts off with H-Hour, can you give me a little bit on the decision on whether or not to advance H-Hour?

COL NEEDHAM: Yeah, I think, somewhere around 10:00 at night we started to get some indications that maybe some of the private plan was compromised. And then there was a request to go a little bit earlier by one commander, and to go a little bit later by another commander. And, I think, LTG Stiner had pretty much made up his mind that we had a plan, we were going to stick with the plan.

Our OPSKED [operations schedule] was geared to the plan, excuse me, execution checklist. We had a very detailed execution checklist. Once you start adjusting times, your execution checklist falls out, and so, I think, that it was pretty much the staff's position and the boss' position--let's stick with the plan. We did move it up a little bit earlier when he was a little bit concerned about surprise, and that was just a minor correction. Otherwise we stuck with the schedule. And I think, that was one of the reasons that we did have success ... because we didn't make many changes. So that everybody knew the plan. The plan had been back-briefed to the boss from down at battalion levels so that he didn't change the plan. So, therefore, he knew what they were going to do, and they knew what was supposed to happen next, and it basically happened in that order, with a couple of minor delays based on some weather problems--getting all the planes out of Fort Bragg.

DR. WRIGHT: In terms of the advancement, that was just 15 minutes for certain selected special targets?


DR. WRIGHT: As the operation is going down, H-Hour and the clock starts running on that material, you're in the EOC monitoring?


DR. WRIGHT: And you had enough nets up that you were capable of tracking the action, or ... ?

COL NEEDHAM: Commo was absolutely superb. Colonel Jorge Torres, who is [the] commander of the 1109th Signal Brigade, augmented with COL Bill Mason from our shop [corps' 35th Signal Brigade]. I've never been in an operation where signal communication support was so good. We could talk to MG [William A.] Roosma in the "A-B-Triple-C" [airborne command and control center] that was airborne coming out of Fort Bragg. We could talk to JCS. We could hear MG Johnson transmitting underground from Pope [Air Force Base]. We could not talk to him; we had to relay. The Air Force commander was standing right there, LTG [Peter] Kempf. One couldn't have asked for anything more.

DR. WRIGHT: That was sustained throughout the operation?

COL NEEDHAM: Yes, we ... I know of no commo problem, which might seem amazing, but it worked, it worked all the time. And a couple of times when something happened, a phone broke, or a satellite got a little flaky, they just went to the alternate communications. But that was the exception rather than the rule.

DR. WRIGHT: The CEOI that was developed, as a joint CEOI, has been something that has been commented on by a lot of people. A lot of effort went into developing that to ensure that we could talk to each other?

COL NEEDHAM: Oh yeah. As you know, that was one of LTG Stiner's big, big emphasis areas, areas that he emphasized, that COL Bill Mason worked a long time on it. It's very hard for me to say, "did it work in all cases" because I wasn't out there trying to find the frequencies, but, from my perspective, it worked. You could ... when you needed to find somebody you could find them. If you had a call sign, you had a call. You knew who it was. So, I think, it was an overwhelming success. I'm sure there's some lessons learned, and some tweaking that has to be done to it, but from the magnitude of the operation and the size of the forces, I think it went very well.

DR. WRIGHT: This was one of the first wars we've ever attempted to fight with the use of the fax machine. From your standpoint, in the [J-]3 shop, having access to the fax capability and the secure fax capabilities ... did that ... is that your perception that that greatly expedited matters?

COL NEEDHAM: Oh yes, sure. Because ... especially when the amount of aircraft we had coming in, it would have become virtually impossible over the phone to transmit take-off times, load times, and all that, especially from the planning factor. But we would get in from, for example, Fort Ord (the 7th Division) the times they had, and the schedule they had, what was on the equipment over the fax, and you could figure it out for yourself the time that it saved by not taking a stubby pencil. Not to mention how much more accurate it is.

DR. WRIGHT: Yeah, the same thing with the use of the deployed lap top computers and then having access to the desk top computers down there at USARSO?

COL NEEDHAM: Well, I'm not an expert in that area. You'd have to have somebody that I saw no problems in that area. We ... probably one area that I haven't devoted much emphasis to learning about, but, you know, most of our guys are familiar with it. We brought our equipment, and it was all compatible, and it all worked.

One of the things that we did at XVIII Airborne Corps as a JTF, we just did things the way we always do it. The old adage of 'train as you fight' is exactly what we put in our SOPs. We did our reports in the way we always do our reports; we did our briefings in the way we always do our briefings; we prepared our op orders in the way we always prepare our op orders. It just was business as usual, except that it was not an exercise, and we had a different setting in which to do it.

DR WRIGHT: As you watched the operation unfolding on the 20th, did you get concerned by the time it takes to secure some of the targets or was that something that you had anticipated--that we would seal them and then minimize casualties?

COL NEEDHAM: No, I think, initially I was getting a little concerned it was taking too long, but then I quickly remembered back to Tet of '68 when I happened to be in a city as a company commander. And I remembered that it takes a while. You know, it takes a while to clear a three-story building. When you get a twenty-story building and you've got to clear people, you forget how long it takes, and people forget how fast forces can be consumed trying to clear things in a city.

So, I think, initially, yeah ... but then when, you know, you look on a map and you see a city you don't see too much. But we were very fortunate having flown over it, and we could almost go out the back door and look at it and say, well, you know, it's a little bit bigger than one looks on a map. And especially when you had targets like the Marriott Hotel, I think, there's 22 stories. It takes a while to clear that.

DR. WRIGHT: Had you anticipated the Marriott Hotel as an issue or is that something that just cropped up?

COL NEEDHAM: That was one--you know, it was hard to pinpoint where the big places--we certainly did not anticipate all the interest that the Marriott Hotel brought to us.

DR. WRIGHT: As we're going through the operation, we have the initial success taking down all the targets, then the operation, it strikes me, goes into several phases. The next phase would be the securing of the city and what is essentially a low intensity, but a MOUT [military operations on urbanized terrain] operation; and then the operation to expand our control out across the countryside and take the surrender of the other garrisons. Running virtually simultaneously, but two wildly different types of operations. Was that a problem from the [J-]3 standpoint for you to coordinate?

COL NEEDHAM: No, basically because, I think, that we had anticipated, as I mentioned earlier (way back), we charged the commander with the 82nd Airborne Division with taking care of the city, except for one part that belonged to the 193rd [Infantry] Brigade commander. Now that was ... 193rd was supposed to work for the 82nd, but the Corps Commander decided we ... . Within the city even had different areas so we kept the 193rd under [Task Force] control. But the city is, as you're talking about [it], from basically the U.S. Embassy out to Torrijos-Tocumen. We put [that] under the control of the commander of the 82nd Airborne Division; he ended up with one brigade of his [division] and a brigade of the 7th. And we charged 7th Infantry Division Commander for taking part ... or taking care of the rest of the country.

That was really in our formation of the plan all along. The time phasing of it was adjusted, we'd put more forces into the city quicker than we may have anticipated, but we built our plan so that we had that flexibility and let the first brigade in. Even though it came in with its division headquarters, we placed it under the control of the 82nd, put them in the city.

DR. WRIGHT: Then the next phase would be executing the withdrawal of our forces, handing off the countryside to Special Forces teams?

COL NEEDHAM: Yeah, that's pretty much the way it went. The 7th Special Forces [Group] came in with an additional battalion. The follow-on to Operation JUST CAUSE was called PROMOTE LIBERTY, and the 7th Infantry Division was to pass off those outlying areas to the 7th Special Forces Group. Then they withdrew into the ... selected forces into the city to relieve the 82nd Airborne Division, still maintaining a presence in the countryside and conducting operations through the better part of a month, throughout Panama, where their commander deemed necessary or where intelligence pointed out that something needed to be checked out.

DR. WRIGHT: As the operation unfolds, are you surprised by the failure of the Panamanians to take to the jungle and execute a guerilla resistance, or ... ?

COL NEEDHAM: No, I personally wasn't surprised. I had a feeling that if we could get Torrijos-Tocumen, which I think was a key part of our plan, if we had a pretty good seal in that city ... . And yeah, certainly people could have gotten out if they wanted to; but, you know, with a lot of those Latin American dictators and some of the things--you get used to the good life for so long that you've got to be pretty tough to go out into the jungle and survive. So my personal belief was that if we could get that city sealed, and I think we did a reasonably good job of it, especially with the 193rd--the 193rd did a heck of a job sealing it from the back of Fort Clayton all the way around to Fort Amador--that once the 82nd and the Rangers got their part of it sealed, it was not easy to get out of the city. Even if you were trying to E&E [escape and evade] out, because I think you still ran the risk of running into a patrol.

DR. WRIGHT: So in that sense, this was an anticipated thing that it would take care of itself?

COL NEEDHAM: Yeah, I mean, we still had a plan in [the] case that he could get out with a large force, get out to the 'redoubt' as they called it, which we thought might be happening out in the area near David, but it never materialized. So I think that, you know, we planned for it, but I think even though the exercise was partially compromised, he himself, he [being] Noriega, did not believe it, and we were able to basically accomplish what we wanted to do, which was contain the majority of their forces in the city.

DR. WRIGHT: In terms of the redoubt out to the west, were you surprised by the weapons caches that turned up?

COL NEEDHAM: Oh yeah. I don't think anybody would have ever dreamed that there were 53,000 weapons in that country. And, yeah, and they just kept coming, and coming, and coming. And I'm sure that there's still a lot more that we haven't found to this day.

DR. WRIGHT: Did you get any indicators, as the operation was unfolding, that these were positioned for resistance forces, or were they just way-stationing them before moving them on to other locations?

COL NEEDHAM: I think you'd have to ask the G-2 that. My opinion would have been that most of them were being retained for his forces, maybe for issue to his dignity battalions, or that they were being stockpiled for selling to other countries. But I never did get the impression that they were to be stockpiled for the manner of which you outlined.

DR. WRIGHT: What about the dignity battalions, sir? Did they turn out to be different than you expected?

COL NEEDHAM: I think they turned out to be a little bit better organized. We didn't have a good breakout of their organization (which we captured very early on). But they turned out to be a little bit more ... I think that a couple of my superiors say a little more thug-type goons that were more loyal to Noriega than we had probably projected. I think we knew going in that the dignity battalions could be a problem, and we didn't underestimate them, but they did turn out to be the worst-case scenario that we had envisioned, and quite candidly probably a little bit more. But once we got used to them, once we understood their organization, I think, we were able to move quickly to eliminate them as you would any other organization which had that kind of weapons.

DR. WRIGHT: In terms of the Panamanian weapons systems, which ones were you most concerned about?

COL NEEDHAM: Well, any type of air defense weapon was the biggest thing that concerned me during the initial assault. And then I would say, probably, we went to the mortars, and then lastly to shoulder-fired or some sort of anti-tank weapon. But obviously the air defense weapons systems in the initial hours of the operation.

DR. WRIGHT: And they did not basically use most of those?

COL NEEDHAM: No, they didn't. Although they did catch a couple of helicopters, as you know, and they did hit some of the aircraft bringing in the Rangers. So that they were there and they did take a toll, but, thankfully, not near the toll that they could have taken.

DR. WRIGHT: What about the [Cadillac-Gage] V-150s and the V-300s?

COL NEEDHAM: I don't think those ... . I really am not an expert in that particular area, but I don't think that things turned out to be as much of a problem as we thought. The AC-130s [Spectres] eliminated some of them, some of our soldiers eliminated some of them, but I think we pretty much expected them, and they didn't, quite frankly from what I could see, didn't quite live up to the expectations we thought.

DR. WRIGHT: Our weapons systems. Which ones worked best from your point of view?

COL NEEDHAM: Well, I think, that the aerial delivery platforms of the 2000-lb. bombs and the AC-130 worked superb. The Apache put the weapons where they need to be, at the time they needed to be. Some of our oldest weapon systems, from the Army's standpoint, had some of its greatest day. The M-551 Sheridan, and the 90-millimeter recoilless rifle--and you can see the pictures of what those two weapon systems did.

So, I think that, by and large, all of our weapon systems, to my knowledge, worked as advertised and were able to do what we wanted them to do.

DR. WRIGHT: Along those lines, what about the [M-]113? I know when I talked to those folks, they pointed out they could not have accomplished their mission, in the way they did, if they'd had the [M-2] Bradley versus the older 113 because in the high-rise environment the pintle-mounted .50-cal[iber] is a much more flexible weapon system.

COL NEEDHAM: Well, I said that a little bit earlier. Perhaps I should have added the 113, because the Sheridan. You're absolutely right, of course, that mech[anized] battalion did a magnificent job for what they were supposed to do, and, I think, many of the light infantry soldiers were very happy to see that old 113 with a .50-cal. on it. Sometimes in that city ... plus it offers a platform that can move people, supplies, or whatever you want around a city with some protection very, very quickly, and something that turned out to be an added bonus.

DR. WRIGHT: Anything else along those lines, from an operational standpoint, that I haven't raised, that hit you as something --?

COL NEEDHAM: Yeah, I would like to cite the use of the MPs. We ended up, I think, in-country at the height of it with 10, what we call corps MP companies, that's about 140 men. I think, the MPs did a tremendous job and I think that we learned that (if I had to do it all over again) that we wanted to keep a corps MP Company in direct support or OPCON to each Infantry Brigade. Because the MPs with the present requirements it had of being in St. Croix, being in Panama, knew the city ... they're good soldiers, they're smart soldiers, they come in four-man teams with M-60 machine guns, with HMMWV. They've got tremendous mobility and that they added a tremendous asset in a MOUT environment.

Although, I think, the MPs' structure probably felt it would've been better working for MPs, I think they turned out to be one of the big lessons learned--that I personally, handling the exercises--how important in a MOUT environment you do have mobility, a way to move people. For example, you capture an important guy you got to get him back quickly. Light infantry doesn't have that capability. You've got the MP right there, you put him in the MP vehicle. The guy's a smart guy, he's use to driving the roads, he's use to operating this way, and he gets him where he has to go quickly.

DR. WRIGHT: Anything else, sir?

COL NEEDHAM: No, no. I think that, you know, we want to make sure that we don't forget, that we in the Army [don't forget], that the other services executed their missions just as well as we did. The Navy and the Marine Corps: their primary mission was to protect Howard Air Force Base. Obviously, I don't think a round of anything touched Howard. I think that some of that may have been the P.D.F. Plan, but also that we had a good active patrolling plan. The Air Force: when they had to put a round on target, they put it on target. And lastly, we can't forget the Military Airlift Command, who in spite of weather and everything ... I've always said that MAC always arises to the occasion, and they certainly did on this one, and they should be very proud of moving the 100-plus planes down to Panama that night, and getting all of their cargo where it was suppose to be and in a safe manner.

DR. WRIGHT: In terms of reconstitution, getting the corps assets back here to Bragg, and getting everybody ready so that we could execute the next mission; did that go smoothly?

COL NEEDHAM: Yep, the redeployment never goes as fast as you would like, but there again MAC followed the instructions that they were given. We, of course, always had the capability of having the DRB [division ready brigade] here at the 82nd because we had one back here. Our corps is structured that we still could have put out another CP and [exercised] command and control of a second operation, although it would have been a challenge. And redeployment, once the system got going and once the proper approvals came, went just like it was supposed to with very few delays.

DR. WRIGHT: In terms of the way you structured the G-3/J-3 section down there in Panama, how did you build the manpower for that, sir?

COL NEEDHAM: Well, first of all, manpower was not a problem because I had tremendous resources to draw from. I had my section, I had the US Army, South G-3 Section. But basically what I tried to do was take my structure and superimpose on top of them, and then modify their operations. So that ... in really one short explanation, we did it the XVIII Airborne Corps way with the XVIII Airborne Corps organization, taking their people and interspersing with ours into the key positions, although most of the key positions, for SOP standards, we kept with us. Although the duty officers, the vast majority of duty officers, were theirs because they knew the country, and they knew the forces, and they knew where to go to get the information.

But, as I said in the opening, we used our operation sequence, we used our report sequence, we used our log sequence, we used our physical layout sequence, and just put the people to work, and everybody jumped in. And we tried to take advantage of their expertise when it was better than we had. We tried to use our expertise when we had to. But for ease of command and control for me, most of the key people I used [were] XVIII Airborne Corps people because this was more comfortable to me, and I felt better able to accomplish the mission.

DR. WRIGHT: Who were your principal deputies then, sir?

COL NEEDHAM: Well the principal deputy was a COL Al Vitters who was the DCSOPS of US Army, South. And he pretty much handled all of the in-country coordination with the Panama Control Commission, security for press [and] VIPs, anything that was of a nature that ... school plans, supporting civil and military operations. COL Ray Dolan, Director of Operations, performed his normal job of running the corps TOC [tactical operations center]. And LTC Tim McMahon, G-3 Plans, did a magnificent job, as he always does, as the Corps planner, and he became the JTF planner.

DR. WRIGHT: We execute ... I believe, the entire operation with the OPLAN with a total of about 40 FRAGOs [fragmentary orders]?

COL NEEDHAM: Yes, I think, it was 41 or 42 FRAGOs. I don't recall the exact numbers. Let me say something there because you brought up a point is ... it's obvious that we put out our missions in the FRAG orders. But what I tried to do on this, and I think, it worked successfully ... it'd be interesting. I tried to put out everything that happened across the staff in a FRAG, and we tried to put out a FRAG at least once a day--obviously, in 24 days we put out 41 FRAGs.

And we tried to put out a FRAG at the end of the day that may have summarized everything that happened during the day if the general had issued instructions. For example, if they moved a platoon of MPs from here to there. What we kind of called it was the summary FRAG, so that everything that was issued real quickly during the day was captured at some point for the historical purpose, but more importantly so that the subordinate G-3s and S-3s could sit down at the end of the day and say, now, do I have everything the way I think it's supposed to be from JTF SOUTH. I don't know how we came across that idea, but, I think it worked very well, so that we captured everything at the end of the day in one document.

DR. WRIGHT: Yeah, that was the point I was trying to drive at, sir, was that was the first time I had ever seen that approach used, and I was struck by how smoothly it worked and was just wondering if that was standard practice here or something that was evolutionary?

COL NEEDHAM: Well, you know, we'd never been out for a 24-day exercise where we issued 41 FRAGs. I'm very fortunate. Tim McMahon and I have been working together for 30 months on this job, and we have our own way of doing things, but it's kind of what we've tried to do because I find that ... . A corps is a big outfit, JTF is a big outfit, and you never know who puts out what, and how it gets out or doesn't get out because you'd be relying on a lot of people or ... we're all human, and I tell Major X something and he tells somebody else and it gets mistranslated --

[Pause in tape for interruption]

DR. WRIGHT: Just continuing on a little bit in that vein, sir, with the getting out of the information, making sure that it filters down through the multiple layers in an operation as complex as this. Did you actually find that there were any problems in getting the word down.

COL NEEDHAM: Oh yeah, yeah, I would ... . First of all, if it was any kind of biggie I tried to call G-3 of the division himself and the commander of the 193rd, because he did not have a lot of forces. Yes, we made mistakes because of human error. I made a mistake myself. I thought I was cancelling one operation one night when I was tired, and I cancelled the wrong one.

So, what I tried to do is anything that was really critical--i.e., the target, rules of engagement--I personally talked to G-3 just to follow-up on the information he got, and the same thing--I was trying to make sure that we didn't make that mistake that cost lives or cost us to do something that would be an embarrassment to the commander of the corps.

DR. WRIGHT: Anything else that you would like to get on the record at this point, sir?

COL NEEDHAM: No, it's just a rarity when you can get in an operation in the beginning and stick with it to see it through or not. I'm very happy that LTG Stiner gave me that opportunity when I made the meeting last fall because too often one group plans it, and one group refines it, [and] one group exercises it. I think, that's one of the reasons it went down pretty well because you had some of the guys who knew the basics of it--Needham, Walters, and McMahon have seen this the whole way.

And it's self-satisfaction of working with something and seeing it through all the way to the end, and I just hope that it turns out the way we would like it to because there's still a lot of battles to be done down there before its completely finished.

DR. WRIGHT: Stability operations and the handoff go okay?

COL NEEDHAM: Yeah, and there again, you know, you had good people who--the 7th Special Forces if from here, the 7th Infantry Division was working close, the 82d and the 7th division commanders were ADCs together, they sat down and they did it by the book, and it kind of went without a step lost.

DR. WRIGHT: Basically, a lot of this operation was just that: you did it by the book.

COL NEEDHAM: Yeah, we did it by the book. And we had rehearsed all through the training at the National Training Centers or through the corps EDRE program, had done all of it before. And had worked with everybody before. And we came across very few things that we hadn't done in the immediate 36 months of ... the 36 months that I've been here in the corps ... based on how LTG Foss set up things and LTG Stiner continued them. We were used to working together in doing this type of operation.

DR. WRIGHT: So, in essence, what we enjoyed at the division and corps echelon was basically the same advantage that our squads enjoyed from battle drills. Rehearsed and rehearsed, and you knew what you were doing and you did it.

COL NEEDHAM: Yeah, I'd say it may have been the graduation exercise to a group of people and units that had worked long and hard together, not knowing if it was going to culminate to this, but through a training program that two corps commanders that I have worked with--LTG Foss and LTG Stiner--envisioned that could happen someday. And in fact it did happen, and to their credit, they had the vision and energy to set up a training program that prepared them for December 20, 1989.

DR. WRIGHT: If there is nothing else then, sir, I thank you for your time.

COL NEEDHAM: Okay, thanks.