November 2nd, 1942...On the battleship USS Washington, Commander William Hobby, the navigator, receives his orders transferring him to the light cruiser USS Juneau as executive officer. This is a step up for Hobby. At 1 p.m., Washington sounds liberty call, and her crew charges ashore to visit Noumea, New Caledonia. The battleship Sailors find a large island where everyone speaks French. Hunter Cronin, the West Virginia quartermaster, samples French cuisine. "It seemed strange, a nice big place like that so close to the fighting, and it didn't seem to be affected by it at all."

Officers head for the Circle Club, a French colonial bastion, while enlisted men check out the government-licensed brothels. The only US Navy officer's club is restricted to shore-based South Pacific command officers only, annoying the Washington's wardroom.

A few days later, Lt. Ray Hunter takes 20 Sailors ashore to clear land for a baseball diamond, taking cooked picnic lunches with powdered lemonade in aluminum containers. The men clear brush all morning, then sit down to eat sandwiches and lemonade. The lemonade gives the men stomach convulsions. Washington's doctors determine this is caused by a chemical reaction between the powdered lemonade and the aluminum.

Casual but dour, Nagumo takes this move with calmness. Less happy is Commander Tameichi Hara, skipper of the destroyer Amatsukaze, who visits his old friend, Nagumo, at Truk.

Hara finds Nagumo haggard and exhausted, having aged 20 years in six months of combat steaming. But Nagumo maintains his social graces. "Glad to see you, Hara. You have done a terrific job. I am proud of you."

An embarrassed Hara blushes through a clumsy silence, and asks, "You don't look good, Admiral Nagumo. Are you sick?"

Nagumo waves Hara off. "Oh, just a touch of the flu. Once back home I'll be in good shape, and return to join you in the fight."

"Yes, sir, Sasebo's climate will cure you, and you deserve a rest. You have been in combat continuously for a year. Compared with your duty, I've been on a pleasure cruise."

"Well, you'll have a tougher time from now on. All the carriers except Junyo are going home for repairs. And we have lost some of our best flyers. It will be some time before new flyers can be properly trained."

Hara is stunned. "I beg your pardon, sir. But are Shokaku, Zuikaku, Zuiho, and Hiyo all going to be 2,500 miles away in home waters? Must we fight with only Junyo's air support?"

"Yes, Hara. Damage to our ships was minor at Santa Cruz, but we lost a number of our best pilots and flight leaders. Just between us, Hara, this battle was a tactical win, but a shattering strategic loss for Japan. As you know, I made a special study of America's war potential during my stay in the States. Considering the great superiority of our enemy's industrial capacity, we must win every battle overwhelmingly. This last one, unfortunately, was not an overwhelming victory."

Hara is stunned by this analysis. He cannot believe it.

Nagumo's replacement is Admiral Jisaburo Ozawa. He is a destroyer veteran, like Nagumo. Despite their inexperience with carriers, their seniority and familiarity with torpedoes (and their tactics) have made them Japan's choice to lead carrier task forces. The man who many historians say should be in command, Tamon Yamaguchi, cannot do so. He went down with the carrier Hiryu at Midway.

Kennedy is happy to see Josselyn. He decides to divide up the areas of responsibility. Josselyn will take charge of everything west of Kula Gulf, Kennedy to the east. Next, the broken radio. Kennedy diagnoses it as a bad transformer. He radios KEN on Guadalcanal for a new one, and they send one by airdrop. The transformer breaks on impact. Disgusted, Kennedy gives Josselyn his own transmitter, and resumes trying to patch up the smashed set he is salvaging from a downed Japanese Betty.

Late in the afternoon, Cap. Erskine Wells of Company I, 2nd/5th Marines, leads the only authenticated American bayonet charge of the campaign. Leathernecks slice through the Japanese defenders, and hook up with the 2nd Marines.

At 6:50 a.m., Hanneken's 2nd/7th Marines begin a forced march that reaches the Metapona River by dusk. In the evening gloom, the Marines cross the exposed sandbar at the river mouth, and align in the woods facing the beach.

Meanwhile, Navy and Marine SBD swoop down on the Otsu Detachment, headed for Koli, battling night skies and overcast weather. Two SBDs disappear, and two others crash on Santa Isabel. The body of Lt. Cdr. John Eldridge, commander of VS-71, and his bombardier, are found in the wreckage. At midnight, the Japanese start landing their troops, moving the Otsu Detachment at Koli, and the Ko Detachment at Tassafaronga.

But the occupation itself is often run not by Germans, whose manpower is stretched from the Pyrenees to Stalingrad, but by local people, who are called "Quislings" for the Norwegian traitor Vidkun Quisling. Some of these collaborators have joined the Nazis out of sympathy - sharing right-wing, anti-Semitic, anti-Communist views - but many are sheer opportunists, who revel in the sudden power and wealth of the Nazi and collaborationist uniform. Others are criminals, looking for loot.

In France, Belgium, Norway, Croatia, Ukraine, The Netherlands, Quislings are given high-paying positions in the occupation or collaborationist government. Inevitably, these collaborationists take advantage of their new power and position - strutting about their towns in fancy uniforms with good-looking girls, buying drinks for their friends, denouncing their enemies and business rivals as spies and having them tortured and shot.

The Quislings also benefit from Nazi racial policy. The Nazis seize Jewish-owned homes, apartments, cars, offices, furniture, art, savings accounts, farms, and businesses, and give them or sell them at absurdly low auction prices to their Quislings, who take advantage of the Machiavellian largesse.

However, the Quislings are also expected to do more than strut around in uniform. Young men are expected to join German SS units and fight at the front, or enforce the Final Solution. Many of the worst Nazi atrocities are inflicted not by Germans, but by Russian, Ukrainian, Dutch, Croatian, Belgian, Lithuanian, Latvian, Estonian, French, and Slovak forces.

In Slovakia, for example, President and Monsignor Josef Tiso's Hlinka Guard ruthlessly seizes Jewish-owned shops and turns them over to "Aryans."

In Poland, Lithuanian, Latvian, and Ukrainian auxiliary troops stand guard over and enforce terror in the Warsaw Ghetto, where nearly half a million Jews are slowly starving. Heinrich Himmler, head of the SS, now wants to eliminate the ghetto entirely.

In the evening, Ike and his staff leave London by train for Bournemouth to take off in seven B-17s for Gibraltar. When Eisenhower's party reaches Bournemouth, weather socks in the B-17s. Eisenhower and his glum crew return to London. He orders them to go to their homes and stay there until summoned. Ike himself watches a new Bing Crosby and Bob Hope movie, aptly titled The Road to Morocco.

The top Nazi spy in Algeciras lives in the Villa San Luis, a private house that once belonged to the British air attache, with a commanding view of Gibraltar's harbor. Redl, a Viennese World War I Austro-Hungarian Navy, was assigned to the Abwehr for his language capabilities. Spanish is not one of them. However, a three-week romantic dalliance with boxer Primo Carnera's niece has given him a decent vocabulary.

Armed with powerful Zeiss telescopes and binocular, Redl and two Kriegsmarine petty officers scrutinize Gibraltar. The number of ships arriving in harbor is increasing dramatically.

The Luftwaffe orders squadrons of bombers (Ju 88s and He 111s) from Norway, Russia, France, Belgium, Holland, and Germany, Greece, and Crete, to head for Sicily and Sardinia.

These Luftwaffe messages are intercepted by the British at Bletchley Park, who report to Eisenhower that the Germans still know nothing whatsoever about the impending invasion of French North Africa.

This news relieves Eisenhower, as he and his staff board a train for Hurn Airport at Bournemouth.

On the extreme right, the 28th Maori Battalion attacks an enemy strongpoint, suffering heavy casualties. One company is nearly wiped out in its initial assault. The commanding officer, Col. Fred Baker, one-eighth Maori, is severely wounded and the executive officer mortally wounded. The survivors root out the defending Germans and Italians with bayonets and grenades.

Maj. Charles Bennett, commanding 28th's B Company, leads his men into a "wall of fire. We all broke into the haka 'Ka Mate! Ka Mate!' 'Tis Death! Tis Death!' and charged straight in with the bayonet. The battalion takes its objectives and digs in, finding it "unsafe to poke your head out above ground level." Despite heavy shelling, the Germans do not counterattack the Maoris. Late in the day, Bennett discovers he is now the commanding officer because of seniority. At age 29, Bennett is one of the youngest men to take over a battalion.

After a briefing from Kippenberger, Bennett holds an 'O Group.' Three of his company commanders are casualties, and along with 100 men - 22 killed, 72 wounded. Rifle companies are down to 50 or 60 men, instead of the usual five officers and 100 men. This high burden for New Zealand's Maori population takes the battalion out of most of the rest of the battle.

South of the Maoris, the 8th Durham Light Infantry charges through enemy posts to overrun a German tank recovery park and medical dressing station. The Durhams are amazed to find the medical station full of German soldiers shocked to the point of hysteria from the endless New Zealand and British bombardments. Not all casualties of war are physical.

The 8th Durhams lose 100 men and several officers in the attack, so the reserve company takes and holds the final objective, hauling in nearly 50 POWs. By dawn, 8th Durhams, reinforced by New Zealand anti-tank gunners and the 27th NZ Machine Gun Battalion, are on their objectives.

The 6th Durhams move through the Maori sector and come under heavy machine-gun fire. The Durhams hit back with their heavy Vickers machine-guns, which have an immense range and rate of fire.

Finally, the 9th Durhams run into a line of dug-in Italian tanks and gun positions of the Littorio and Trento Divisions, and resistance is thin. By dawn all three Durhams are on their objective lines, with 350 casualties and 350 POWs.

On the left, 152nd Brigade advances like a drill. At 1:48, its CO, Brigadier George Murray, signals Freyberg: "We are in touch with both battalions and everything appears to be going smoothly." At 2:18: "There is light shelling and moderate machine-gun fire on our front. We have taken some prisoners, a mixture of Germans and Italians. Everything appears to be going according to plan." At 4:17, "Both battalions have reached objective and are again in action with enemy tanks. Artillery concentration 'Roxbrough' called for and fired." At 5:25, "Enemy tanks are melting away and battalions are getting supporting arms up. One Italian tank captured intact." At 5:35, "Reorganization of final objective is proceeding and battalions are linking up. Right gap is through and left will be open as soon as small minefield is cleared. Our casualties will not exceed 40 per battalion."

Most Scots casualties are suffered in assaults on dug-in tanks - the Italians are short on fuel - but the defending Italian (Littorio and Trento divisions) and German (115th Panzer Grenadier Regiment) troops are mentally and physically overcome by the hurricane of artillery.

Valentine tanks of the 8th Royal Tank Regiment cooperate well with the Scots, and all achieve their objectives, enabling 9th Armoured Brigade behind to advance and breakout.

But 9th Armoured is in poor shape. The unit has suffered casualties, and replacements are a hodgepodge. 123 tanks of various marks queue up to the start line, including battered Crusaders whose guns, compasses, and radios are all faulty.

Nonetheless, this brigade is assigned to advance past the infantry objective, break through the enemy defenses, and hold open the gap against enemy counterattacks until 1st Armoured Division has gone through. When Brig. John Currie is told of this assignment, he says that by day's end, 9th Armoured Brigade may have suffered 50 percent casualties.

Freyberg answers, "Perhaps more than that. The Army Commander says that he is prepared to accept 100 percent."

Stunned, Currie returns to his regimental commanders and tells them they will simply be the "sharp end" of the attack.

9th Armoured's tanks clatter into position through dark and dust, and under a heavy covering barrage. At 3:30 a.m., they come under German fire, which destroy six tanks of the 3rd Hussars. The Royal Wiltshire Yeomanry hit mines which blast tracks off two Crusaders. One squadron of tanks, surrounded by mines, has to carefully U-turn to get back into formation.

But by 5:15, 3rd Hussars, despite losing 12 tanks and all their anti-tank guns, reach the forward infantry positions on the right. At 5:30, the Royal Wiltshires are in position on the left, having lost 11 tanks. Behind them, the Warwickshire Yeomanry is coming up. John Currie edges his command tank into the front rank, ready for the attack. He thinks about the Light Brigade and Balaclava.

At 6:15 a.m., 2 NZ Division's artillery opens fire, and Currie shouts, "Driver, advance!" 9th Brigade's Crusaders, Grants, and Shermans clank forward. The 3rd Hussars' CO's tank immediately hits a mine and lumbers to a halt. The CO dashes over to another tank to find its radio is useless. The tanks roar on, driving shell-shocked German and Italian defenders out of their trenches. Axis soldiers who attack are gunned down - those who surrender are thumbed back into British lines in the dark.

9th Armoured's battered tanks drive across the Rahman Track's telegraph poles, and run into Axis anti-tank guns. Some are destroyed, but some open up on the British. 9th Armoured's Crusaders charge the German 50 mm and Italian 47 mm guns. The British tanks knock over the enemy guns and crush them in their treads. Anti-tank gunners stand helplessly as the British tanks crush their guns in the increasing dawn. American B-25 Mitchell bombers swoop in to pound the Axis positions.

Four German officers jump into a staff car to make the great escape. An alert British tank commander whips out his revolver, empties it at the car, and is amazed to see the petrol tank explode and incinerate the car.

9th Armoured's tanks rumble towards the top of Aqqaqir Ridge and are silhouetted in the dawn. As the Crusaders reach the top, the main German defenses - the dreaded 88-mm guns - rip into the British tanks. Crusader tanks - then Grants and Shermans - glow red-hot and explode. Their crewmen leap for survival.

To add to the British nightmare, tanks of the 15th Panzer Division engage the Wiltshires, blasting all the Crusaders. John Currie tries to keep control of the battle by voice command, but fails. 9th Armoured Brigade is stopped cold, having dented - but not broken - the Axis defenses.

John Currie stares out at "a world of devastation - devastation of the enemy, indeed, their shattered guns sprawling at crazed angles, their detachments lying dead, but devastation of his own brigade also. As far as the eye could see lay the terrible record - tank after tank burning or wrecked, the smoke of their burning mingled with the cold mist, the crimson shafts from the eastern sky tincturing all objects with the hue of blood. Only here and there could he see a tank still defiantly shooting it out with the more distant guns and tanks of the Afrika Korps. He was very angry, very bitter."

Of the 94 tanks that followed Currie into battle, 75 are wrecked. Of the 400 officers and men who manned them, 230 are dead, wounded and missing. And 1st Armoured Division has not appeared yet to consolidate the breakthrough.

Freyberg is furious over 1st Armoured's failure to advance, too. He phones his corps commander, Leese, three times in 15 minutes, to order 1st Armoured forward.

1st Armoured is squeezing behind the tail of 9th Armoured, through uncleared minefields and shellholes, and streams of POWs heading back. Shortly after dawn, 2nd Armoured Brigade spots Currie's wrecked tanks. Currie himself flags down one of 2nd Armoured's regimental commanders and says, "You're bloody late, but we've got a gap. Get through it as quick as you can."

The officer says, "I have never seen anything, sir, that looks less like a gap!" Currie is infuriated. So is Freyberg. He calls his corps commander, Leese, to say that someone should "invigorate 1st Armoured."

Lumsden, commanding 10th Corps (1st Armoured is in that corps) drives up to 1st Armoured's Tac HQ and orders it to advance. As usual in battle, communications are a mess. Nobody knows precisely where 1st Armoured's brigades are. 1st Armoured finally orders its tanks to push on at 9:04 a.m.

The British move on and hook up with the 9th Armoured Brigade, and advance into one of the fiercest tank battles of the war, onto terrain as flat as a billiard table. Ahead of them lie the massed tanks of the 15th and 21st Panzer Divisions and the Littorio Division, trying to eliminate the new salient. More than 120 Axis tanks, backed by 24 German 88mm guns and some Stukas, are advancing against the British.

The British hold a strong defensive line of Grant and Sherman tanks, backed by anti-tank guns, massive field artillery, and "cab ranks" of British, South African, and American fighter-bombers and light bombers. American P-40s and British Hurricanes swoop down to intercept the Stukas.

A British officer writes, "The desert, quivering in the heat haze, became a scene that defies sober description. It can be discerned only as a confused arena clouded by the bursts of high explosive, darkened by the smoke of scores of burning tanks and trucks, lit by the flashes of innumerable guns, shot through by red, green and white tracers, shaken by heavy bombing from the air and deafened by the artillery of both sides. Upon the British forces in the funnel - tanks, infantry, and supporting arms - 'a torrent of shell and shot' was poured in from three sides. In the words recorded by the sober historian of the 9th Lancers, 'for hours the whack of armor-piercing shot on armor plate was unceasing.'"

The unequal battle sees the Germans and Italians fight hard but to no effect. By day's end, the mighty Afrika Korps is down to 35 operable tanks, the Italians down to 20. More than 100 Axis tanks lie wrecked on the battlefield. The Germans shoot off 450 tons of ammunition. The only re-supply comes from Italian destroyers, which unload 190 tons of ammo at Tobruk - 300 miles from Alamein.

On the south side of the corridor, A and C Squadrons of the Royal Dragoons advance in the early morning, driving through Axis trenches. "They waved swastika flags at us with vigor and we replied with 'Achtung' and anything else we could think of which, with an answering wave, would get us through their lines. As it grew lighter they stared and blinked at us. Although a warning artillery barrage had been going on all night they couldn't believe their eyes. They would goggle at us from short range, see our berets, bolt away a few yards, pause as if they didn't think it was true, and come back to take another look."

The Dragoons drive through ammo and stores dumps, and into an enemy headquarters area. The British shoot up the neat rows of vehicles, and take a colonel and two majors POW, then race on. The British have finally broken through the Nazi defenses.

Now Monty wants the main thrust on the salient's southwest corner. 1st Armoured Division is ordered into the fray, along with 5 NZ Brigade and 154th Brigade with its three battalions of Highlanders (Argyll and Sutherland, Black Watch, and Gordons). The British move in more forces, delaying the attack until 6:15 p.m.

When the 2nd Seaforths and 50th Royal Tank Regiment's Valentine tanks attack the Italian "Skinflint" position, the Trieste Division has had enough. More than 100 Italians surrender. The Seaforths suffer no casualties, but four Valentines are destroyed by mines and shellfire.

The other Trieste position, "Snipe," finally falls when the farmers of the 5th Royal Sussex march through the minefield and outflank the post.

All afternoon, 8th Armoured Brigade slugs it out with the Germans at the northern and western edges of the Supercharge salient. Both sides take heavy casualties, but Rommel cannot replace his losses. As the sun sets, he is down to 35 German tanks and 20 Italian.

At 8 p.m., Rommel meets with Von Thoma. Panzerarmee Afrika must retreat or die in place. Hill 28 is lost, the main part of his defense line. Littorio Division is panicking, and so is the Trieste Division. The end is near.

Rommel orders the Ariete Armored Division to form a screen behind which the infantry can retreat. 10th Italian Corps' two divisions, Pavia and Brescia, will also withdraw, as will the Bologna and Trento Divisions of 21st Corps. Rommel plans to commence full withdrawal the following day. He says: "Not a single German soldier is to be left behind." As many Italians as possible will be withdrawn.

Thompson's Post will also be evacuated, conceding the disputed ground to the Australians.

Lt. Ralph Ringler, commanding 10th Company, 104th Panzergrenadiers, is attacked by four British tanks. The Germans have no explosive charges. The lead British tank rumbles over the company's machine-gun post, and crushes it, burying the men inside. Another tank heads straight for Ringler's position. The tank comes closer, then drives past Ringler. The German throws a grenade at the tank. It bounces off and explodes, doing no damage. The British tank commander grins at Ringler and roars on.

Ringler sees five of his men, led by a sergeant-major from the Russian front, run, hands up, to a British tank, and climb onto it in surrender.

As night falls on Alamein, German and Italian infantrymen clamber out of dugouts and form up in loose order to begin the retreat, moving past the Saucer in the dark.

Rommel writes his wife, Lucie, saying, "Very heavy fighting again, not going well for us. The enemy, with his superior strength, is slowly levering us out of our position. That will mean the end. You can imagine how I feel. Air raid after air raid after air raid!"

Also that evening, Rommel sends a message to Hitler at Rastenberg, outlining the desperate situation.

Meanwhile, Hitler, unaware of the new message, drafts and sends a telegram to Rommel. The message is picked up by British radio-interception and decoded at Bletchley Park before it can get to Rommel. Monty finds it interesting.

At six a.m. in Norway, Leif Larsen and his party brave the cold and leave their barn without waking up their host. They walk by track across Norway's wild terrain, struggling in their seaboots. They have no change of clothing. Larsen has everyone rest until nightfall. At dusk, they head east again, along poor tracks, up a windswept, icy plateau.

Up to their knees in fresh snow, Larsen spots smoke rising from an isolated farmhouse. Larsen knocks, and the farmer welcomes them. Larsen and his party dip their swollen feet in big, heated, pans of water, for four hours, then plod on in the dark, snow, and wind.

For an hour, Larsen and his team struggle through the cold, clothes stiff, frozen, and soaked. They stagger into an empty log hut, and find a stove, logs, table, and three stools. All use the opportunity to get warm, wash up, and rest for the night.

Next, Hitler takes up the move of Luftwaffe field divisions to Stalingrad. He says the should "only be used in defensive fighting until such time as they have gained cohesion and combat experience." He recalls his experiences at the First Battle of Ypres in 1914, the "Kindermord," where a generation of eager but inexperienced German soldiers were slaughtered by British rifle fire. "Volunteer units were prematurely committed in offensive actions and, because of their inadequate training, suffered dreadful losses."

With this in mind, he cancels the transfer of Luftwaffe field divisions to 3rd Rumanian Army.

German advances continue in the Caucasus - Nazi troops break through to Nalchik, heading for the northern terminus of the Georgian Military Highway, the gate into Transcaucasia.