"And our estorts?" asked de Pierpont.
"One French and three British destroyers."
"I hope they notified the Germans there will be no trespassing."
"No sign of the Luftwaffe since D-Day," Limbor said, sighing.
"And the German E-type torpedo boats only make hit-and-run strikes two hundred miles north of here."
"There still could be U-boats lurking about," said de Pierpont.
Limbor shrugged indifferently. "Not with so many Allied warships guarding the Channel and the skies filled with subhunting aircraft.
Most of the U-boats are out in the Atlantic chasing convoys. I doubt if any are operating in this area."
Although she had undergone a complete refitting only eight months before, to the American troops boarding Leopoldville she looked tired, old, rundown, and dirty. Built in Hoboken, New Jersey, in 1929 by John Cockerill & Sons, she went into service for -the Royal Belgian Lloyd Lines, transporting cargo and passengers from the Belgian Congo and other ports in Africa to her home harbor of Antwerp, Belgium.
After the war broke out, she was refitted in Liverpool from passenger liner to troop transport. During the next four years, she carried mostly British troops to and from the Mediterranean. After the invasion of France, she made twenty-four crossings from England to the beaches of Normandy, landing over 53,000 men. Until her final voyage, Leopoldville transported 124,240 soldiers safely through dangerous waters to their destinations.
Leopoldville was rated at 11,500 tons, with a length of 479 feet and a 62-foot beam. Her engines could push her through the water at a maximum speed of 17 knots. She carried 14 lifeboats, with a capacity of 797 persons; 4 large rafts; 156 Carley floats; and 3,250 life preservers. She was armed with 10 Bofors guns, one 3-inch bow gun, a 4-inch stern gun, and one 3-pounder antiaircraft gun. The crew numbered 120 Belgians, 93 Congolese, and a British contingent of 34 officers and men, who manned the guns and supervised the troop loading and landing.
Because of the Christmas holiday, many of the British crew were on leave and didn't make it back to the ship in time for the boarding. As a consequence, no one checked off the units of the 66th Panthers as they trudged on board.
Twin lines of soldiers curled around the docks to the gangways of both Leopoldville and Cheshire, like tentacles from beasts that lived within the ships' hulls. During the disorganized loading procedure, several infantry companies of the 66th were mistakenly sent aboard Cheshire. Medical detachments assigned to Leopoldville found their bandages and medicines loaded onto the wrong ship. Company clerks were frustrated in keeping track of the men who were on one ship while their records went on the other. By a lucky stroke, one company of foot soldiers, lingering at the coffee and doughnut tables, missed their call to board Leopoldville. By the time they regrouped, they were ordered onto Cheshire.
Amid the chaos and foulups, the morning broke on Christmas Eve.
By 9 A.M the transports were finally loaded and ready for the short voyage across the Channel. The troops nestled down in their packed compartments. Most tried to sleep, stomachs grumbling as the soldiers thought wistfully of a breakfast that was never served.
Slipping the pier, Leopoldville steamed from Southampton Harbor.
In her wake, Cheshire followed like an obedient hound. Both ships were fully loaded. All told, nearly 4,500 troops set out that day for the nine-hour Channel crossing.
Just past the breakwater, the harbor pilot was taken off the lead ship.
Passing over the antisubmarine nets, the troop transports entered the Channel. Steaming through the watery expanse separating the mainland and the Isle of Wight, Leopoldville and her convoy met the destroyer escorts. H.M.S. Brilliant, Anthony, and Hotham, along with the Free French frigate Croix de Lorraine, took up defensive stations around the troop ships. It was business as usual.
At 2 P.m. the order was radioed from Brilliant for the transports to commence a zigzag course. Oddly, with so many Channel crossings under her hull, this was the first time Leopoldville had been ordered to perform the maneuver. The British gunners were poised at their stations. The officers made a brief inspection of the ship as it was underway. Everything appeared secure. Nothing was overlooked, nothing that is except a lifeboat drill. Each unit was verbally assigned to an assembly area on deck, but few knew exactly where to go. Life belts were scattered in stowage compartments and none were issued.
The first submarine alert came at half past two. The ASDIC system aboard Brilliant detected an underwater object. Raising a black flag to signal the troopships, the destroyers set off to drop depth charges.
Fifteen minutes later, the drill was over. It was written off as a false alarm. But there was to be no relief. A short time later, another contact was made. Once again the destroyers sprinted ahead of the convoy and dropped depth charges. Whether they found a U-boat or not was never determined.
By the time the second submarine alert had ended, the sea was becoming nasty. Waves were running eight to nine feet from crest to trough and the men inside the ships began to suffer. Many became seasick and rushed for the heads. Others vomited where they were at the time. They cringed at seeing rats scurry about that lo(iked as big as cats. The Belgian crew made an attempt to feed the uncomfortable troops, but those who were not sick found the food inedible. Some ate from the boxes of C-rations they had brought with them in their packs.
The air inside Leopoldville rapidly became foul, tainted by sickness and bad food. Diesel fuel reeked everywhere, adding an unwelcome contaminant to the air. The throbbing of the engines and thumping of the propellers could easily be felt by those leaning against the cold steel of the hull. Most men sat on their duffel bags or tried to get some rest in the hammocks. They pulled blankets over their overcoats to keep warm. Only a few engaged in conversation or played cards. None jokingly griped as they did on most crossings.
Spray whipped across the bridge wings of Leopoldville as the next watch filtered up and took their stations. Along with the navigator, helmsman, and the rest of the wheelhouse crew, the captain was due to be relieved. Instead, Limbor remained on the bridge, as he usually had during Channel crossings since D-Day.
Seven hours into the voyage, the wind and sea around the convoy grew to Force 6. The 2,235 men onLeopoldville were now only twenty-five miles north and slightly east of Cherbourg.
Over one-third of them had less than two hours to live.
Although Germany was still building U-boats fast and furiously in the winter of 1944-45, the Allies were sinking them as fast as they left the dock. Oberleutnant Gerhard Meyer did not doubt that his days were numbered. Commander Meyer's U-486 was one of very few submarines lurking in and around the English Channel. Dropping to the bottom by day and rising only at night, U-486 was constantly harried by hordes of destroyers and subhunting aircraft.
Completed nine months before Leopoldville began her fateful voyage, U-486 was the latest in German underwater design. The Type VII C-class submarine was equipped with a folding snorkel to allow the boat to remain under the surface for extended periods. No longer did the submarine have to show herself to charge batteries. The snorkel vented the diesel engines and she could now cruise at forty-eight feet, her periscope depth, for days on end.
Having made the long trip from his base in Norway, Meyer would have preferred to be anywhere but in the cold waters off the coast of Normandy this Christmas Eve as he peered through his periscope. The time was 5:45 in the evening. It was dark with a lingering light reflecting on the clouds to the west. The sea was choppy, goaded by a brisk gale.
Folding down the etched steel hand controls, Meyer rested his forehead against the eyepiece and stared into the lenses of the periscope.
The sky was a gray tempest. Tufts of clouds, their shapes constantly changing, reflected the dying light of the sun. Curtains of sleet, riding the winds of the coming storm, raced over the water, then changed direction as if on a whim. The tempestuous sea rolled over the exposed tip of the periscope.
 
; Rotating the shaft, Meyer looked toward shore, five miles away.
Inside the protected harbor of Cherbourg, the lights of the town flickered in the gathering night. He swung the viewer back to the open sea, peering through the gloom toward England. And then he saw something.
He made out the outlines of two large ships and a pair of destroyers.
There were also several other vessels, smaller ones he took for the American LST landing craft. The shot had to be quick and neat, no chance for a second attempt. Meyer had a healthy respect for the destroyers, which he knew would be all over the U-486 within a minute after the torpedo launch.
"Ready tubes one and two," he ordered quietly.
At 5:56 P.m Meyer ranged on the largest ship in the convoy. The bow of the submarine moved almost imperceptibly as Meyer lined up the shot. Then he gave the order to fire. "Down periscope and dive!" he shouted. "Quickly, quickly! Full speed toward the coast to throw off the dogs!"
Meyer did not wait around to observe the destruction of lives caused by his torpedoes. All he knew for certain was that one had missed, but he was pleased when he heard the muffled explosion of the one that struck home.
"We hit her," he announced to his crew, who burst out in cheers.
A member of the British contingent on board Leopoldville was acting as a lookout in the crow's nest on the aft mast. At six o'clock on the nose, he shouted down to the crew manning the four-inch stern gun.
"Hey, mates, I just saw the bubbles from a torpedo!"
"Are you sure?" yelled back a young lieutenant.
"I saw the bubbles."
"Keep a sharp eye-" "Another one, another one!" the lookout cut him off. "Torpedo to starboard! " Deep in the bowels of the ship, most of the soldiers were asleep when the torpedo slammed into number-four hold starboard aft. Rivets burst and flew like rifle bullets. Hundreds died without knowing what struck them. Observers on deck swore they saw parts of bodies hurled high in the air.
Nearly all the men assigned to compartments G-4 and F-4 were never seen again.
Compartment G-4 was occupied by 185 troops. Immediately above in compartment F-4, 170 soldiers were sleeping in their hammocks.
The steel girders supporting the bulkheads buckled. Deck F collapsed into Deck G, taking the stairways with them and preventing escape.
Cries of pain and panic were quickly snuffed out by the tremendous surge of water into the hull. Hundreds were engulfed by the sea and sudden darkness. Estimates placed those who died instantly at 315.
Fewer than twenty men made it to the decks above. One, a nonswimmer, was swept out through the hole made by the torpedo and was pulled back aboard from an outside deck by men who spotted him.
Walter Blunt of L Company heard the screams and muffled cries only after his head broke from the water. The swirling debris reeked of oil and gunpowder. He found himself wedged in a hole in the deck above.
His head and shoulders protruded into the upper compartment, but he was wedged tight and couldn't struggle free. Waves washed over him as the ship began to sink beneath him, the dirty water rising higher and higher and causing him to hold his breath until he nearly passed out.
He was thinking, This is a hell of a way to die, when a light beamed on his face, and his company commander, Captain Off, leaned over him.
"Give me your hand, son. You'll be all right."
Blunt was pulled free and helped to the outside deck, where he was placed in the only lifeboat carrying wounded GIs who had survived the explosion. Out of Blunt's 181-man unit, 74 were killed and 61 injured.
Walter Brown of Company F owed his life to being seasick. Feeling the effects of the rough seas, he left his compartment and climbed to a head near the outer deck, where he planned to throw up. He had no sooner walked up to a sink than the torpedo hit. Knocked unconscious, he awoke to find water spraying on him from broken overhead pipes.
He saved himself by leaping onto the deck of a small ship that came alongside as Leopoldville began her slide to the bottom. He was the last man to escape the ship without jumping into the water.
Only Brown and five others survived from Company F. One hundred fifty-three went down with the ship.
Staff Sergeant Jerry Crean, Company B, was playing cards when he felt the impact and the ship suddenly slow to a stop. Receiving no instructions, Crean gathered the twelve men of his platoon and led them up to the open decks. He made sure they stuck together while he returned with enough life jackets to outfit them all. At seven o'clock, an hour after the U-486 sent her torpedo into Leopoldville, Crean was told help was on the way. Rescue vessels and tugs were reported to be coming from the nearby harbor to tow them in. But as the ship rolled on a ten-degree list, he realized for the first time that "this damn thing is going to sink."
Finally, when the "Abandon ship" order was announced, if it was announced, it came in either Flemish or French and went untranslated.
If the. American officers in command had known earlier on the ship was sinking, many more lives could have been saved.
Several of Leopoldville's officers worked hard to save the ship and maintain order, but the sudden and unexpected disaster overwhelmed them. The Congolese crew wasted little time in collecting their personal effects and heading for the lifeboats. The ship's physician, Dr. Nestor Heffent, offered his services to the ship's British physician, Major Mumby, and doctors of the 66th Division. His two nurses had already abandoned him, departing in the first lifeboats to leave. The medical men all worked together to care for the growing tide of wounded men brought to the infirmary.
On the bridge, Captain Charles Limbor appeared overly calm. Some described him as being in a state of shock. He did not seem to have comprehended the enonmity of the situation. Slowly, he struggled to regain a sense of control as it became apparent the ship was in danger of sinking. He never quite made it.
Informed that water was rapidly rising in the engine room, he ordered the engines shut down. Believing that tugs were on their way to tow Leopoldville to shore, he ordered the anchor dropped to keep the ship from drifting with the tide. It was an error in judgment that was compounded by a thousand other mistakes that fateful night.
Confusion was mixed with calmness as uninjured soldiers of the Panther Division either stood in formation on the open deck waiting for orders or simply milled around, puzzled about what to do. All they were told was to wait or make way for the crew.
They watched in amusement that soon turned to outright rage as the Congolese crew struggled to lower the lifeboats. There was some cheering as the troops thought the boats were being prepared for them.
But then it became apparent the crew were abandoning the ship on their own. One or more boats tipped and spilled the crew into the sea.
None of the Congolese made any attempt to rescue their passengers.
They soon rowed off, carrying luggage, radios, personal belongings, even a parrot in a cage, leaving no one on the ship who knew how to lower the remaining lifeboats and rafts. The soldiers also swore that officers wearing coats with gold braid rowed away with the crew. It was generally agreed that the crew took several boats when one would have been sufficient for their small number.
Several soldiers were killed or injured in trying to free the boats from their mountings and davits. Many attempted to cut away the ropes holding the many rafts, but did not have knives. The soldiers actually managed to launch a boat, but it was quickly filled by the Leopoldville's crew while the Americans stood by in disbelief.
Throughout the debacle, Captain Limbor did or said nothing.
Normally a strict disciplinarian, he stood mute without making the slightest attempt to display command. Fifty years later, survivors still curse Limbor and his Belgian and Congolese crew.
Sergeant Gino Berarducci of Company I was ordered into a lifeboat by a British officer. He believes it was the only boat that left Leopoldville with uninjured American soldiers on board.
A report fifteen years later by the U.S. Inspector General stated, "
There was little doubt that the crew of Leopoldville was negligent in performance of their duties. They were not at their posts instructing passengers, reporting condition of the ship, and launching lifeboats.
They seemed interested only in themselves."
Bewilderment seemed to strike the minds of the other ship captains.
While the British destroyers rushed about dropping depth charges, the troopship Cheshire stood by for nearly an hour less than two hundred yards away from Leopoldville. The men on board Cheshire thought they heard a muffled explosion in the distance, and then it appeared to them that the other troopship was beginning to list. Their ship's officers did not comprehend the horrendous debacle that was taking place before their eyes. They did not have a clue to the growing crisis. They could only stand and stare through the darkness at the stricken ship until Cheshire finally turned away and headed into Cherbourg. Soon Leopoldville was lost in the darkness, and their attention turned to the lights of the harbor.