Submitted by 
Art Wells 
11th Division
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C - 0 - P - Y





SERIAL 0479 - 15 FEBRUARY 1942






USS ZANE (DMS14)                                                                                                4003


In reply refer to No.


Preparer A16-3/(0153) U.S.S. PENNSYLVANIA 10/jm

Hawaiian Area,

December 16, 1941.


From: The Commanding Officer

To : The Commander in Chief, U.S. Pacific Fleet.

Subject: U.S.S PENNSYLVANIA'S Report of Action during

Enemy Air Attack morning of Sunday, 7 December,


References: (a) Cincpac conf despatch 102102 of Dec.1941.

(b) Cincpac conf mgm 111310 of Dec. 1941

1. Reports of the Action of December 7. in accordance with references, - of the extent and sequence of attacks, of the times of attacks, of the number of planes involved -, are based on conflicting and confused testimony of many observers, including the the Commanding Officer, none of whom could observe more than a part of the action at any one time.


In dry-dock No. 1, with three propeller shafts removed. Destroyers CASSIN and DOWNES in dock ahead of PENNSYLVANIA. New dry-dock West of PENNSYLVANIA dry but not occupied. Floating dock West of new dry-dock occupied by destroyer SHAW. Cruiser HELENA with OGLALA alongside dock at berth B-2, (PENNSYLVANIA'S normal berth) astern of PENNSYLVANIA. Across the channel in berth F-3 - CALIFORNIA; berth F-5 - MARYLAND inboard, OKLAHOMA outboard; berth F-6 - TENNESSEE inboard, WEST VIRGINIA outboard; berth F-7 ARIZONA; berth F-6 - NEVADA.

PENNSYLVANIA had been excused from anti-aircraft drills while and because of being in dry-dock (no, drills scheduled for Sunday). Machine guns in foremast were, however, manned. A Condition Watch of anti-aircraft personnel was available on board but not on guns. Commanding Officer and First Lieutenant were aboard, together with department representatives from each department. No orders to alert were received. 

Ship was receiving steam, power and water from the Yard.


First Call to colors had been sounded, when about 0757, explosions were heard on the end of Ford Island abreast dry-dock No.1. When second explosion took place, it was realized that at air raid was in progress. Men started proceeding to their stations and "Air Defense" was sounded. Shortly after, general quarters was sounded. Condition "YOKE" was set as soon as stations were manned. In many cases men knocked off locks of ammunition ready boxes and ready stowage's, not waiting for keys. 0802 - Attack by torpedo planes came in from West and South, attacking OGLALA and HELENA and battleships across the channel. Number of planes not recorded, estimate 12 or l5.

0802 to 0805 (exact time not known), PENNSYLVANIA commenced firing at enemy planes - reported as first ship opening fire by personnel as board. All anti-aircraft batteries were rapidly brought into action. After release of torpedoes, three planes came in low from the port beam, strafing PENNSYLVANIA, - strafing attack not effective. During the torpedo attack, one enemy plane was observed to burst into flames about 2,000 yards on the starboard bow.

Dive bombing attacks, torpedo attack on Pearl Harbor and dive bombing attacks on Hickam Field continued.

Sometime between 8 and 8:30 a.m. the NEVADA was observed to be getting underway and had reached a point about on the PENNSYLVANIA'S starboard quarter, distant about 600 yards when a dive bombing attack was observed to be approaching the PENNSYLVANIA on the port bow, 10 or 15 planes coming in succession, low attitude. This was between 0830 and 0900. This attack apparently was directed at the PENNSYLVANIA and the two destroyers in dock. These attacking planes were taken under heavy fire. Just before reaching PENNSYLVANIA about two-thirds appeared to swerve to the left, a number of them dropping bombs at the NEVADA, with some misses ahead, some misses astern, and at least one hit apparently in the vicinity of the bridge. The NEVADA was observed to stop.

At the same time, other planes of this attack passed to port and over the PENNSYLVANIA and dropped bombs which fell in the water beyond the caisson. Except probably for machine gun bullets it is believed that the PENNSYLVANIA was not hit during this attack.

One of the dive bombers dropped a bomb on the SHAW in the floating dry-dock, setting it on fire.

The NEVADA observed to slowly swing around, head to port and broadside to the channel, later drifting across the harbor, on fire forward.

During the period 0830 to 0915 - HIGH BOMBING ATTACK.

About 5 high bombing attacks were observed to pass over the PENNSYLVANIA, one from the port bow, one from ahead and one from ahead passing to starboard, two from astern. These attacks were in "V" formation generally with from 4 to 6 planes in each formation, usually five. Formations maintained straight courses and I estimate were at an altitude of 10,000 to 12,000 feet. 

The first attack coming in from ahead and passing to starboard is believed to have bombed the battleships across the channel.

The second attack coming in slightly on the port bow dropped bombs on the ships in the drydock, one heavy bomb hit the destroyer DOWNES in the dock ahead of the PENNSYLVANIA, one hit the dock approximately abreast frame 20 starboard of the PENNSYLVANIA and one hit the boat deck of the PENNSYLVANIA a few feet abaft 5"/25 gun No. 7, passing through the boat deck and detonating in the casemate of 5"/51 gun No. 9. The fifth bomb is believed to have struck the water outside the dock.

The third high bombing attack from ahead, appeared to drop bombs shortly after passing overhead on battleships across the channel.

The bomb hits on the PENNSYLVANIA and DOWNES occurred at 0906.

All high bombing attacks were fired on by all batteries. 5" bursts appeared to have been accurate, but later it was estimated that fuse settings were too short and that the bombing formation was not being reached, perhaps by several thousand feet.


Sporadic attacks continued for some 15 minutes afterwards. Last observed attack was from a plane passing to the South at a low altitude along the port beam of the PENNSYLVANIA. About thirty machine gun hits in the shield around the maintop machine gunners may have come from this plane. These machine gun bullets did not penetrate the shield. This plane was taken under heavy fire by our port battery and was hit by the machine gun on the port side of the stack while going away and crashed in the hospital grounds. This destruction of this plane is practically certain (observers on claim to have destroyed six enemy planes. There is fairly good proof of two having been hit by this ship, but there is no way to confirm the other claims).


Flooding of dry-dock was started about 0920. At this time both destroyers ahead were heavily on fire. The bomb hit on dock at 0907 had cut yard power, and subsequently power on the ship for lights, gun operation, etc., was taken from the ship's storage batteries. At the same time, fire main pressure, being received from the yard, was cut off.

Fires were lighted under No. 4 boiler, beginning at 0830.

Raising steam on board was hampered because of the smoke coming from a child boiler. This smoke interfered with anti-aircraft fire, so that it had to be minimized. At 1010 the dock had become sufficiently flooded. Fire and bilge pumps on the ship were started, and at 1028 power on ship was taken on two generators.


Both destroyers ahead were on fire from stem to stern, and fire was transmitted to oil on the water in dock, setting fire to the paint on the starboard bow of the PENNSYLVANIA. Fire was being fought by hose from the dock, on the side of the CASSIN. No hose was available for fighting fire on the DOWNES.

About 0930, explosions on the destroyers ahead began to take place, and at 0941, warheads on DOWNES exploded on the starboard side, covering the area with debris. A section of torpedo tube, weighting between 500 and 1,000 lbs. struck on the PENNSYLVANIA'S forecastle. Precautionary measures were taken on the bow of the PENNSYLVANIA to prevent the spread of the fire internally. Aluminum paint in compartments A-102 and A-602-1 melted and flowed down to the bottom of the compartments. Fire was brought under control before serious damage to the PENNSYLVANIA resulted.

The CASSIN, from which part of the bottom of the hull had been removed for dock work, rolled over on the DOWNES during the fire.


A 500-lb. bomb dropped from high altitude bomber, 10,000 to 12,000 feet, penetrated the boat deck inside the protective shield and just abaft No. 7, 5"/25. cal. gun. After passing through this deck, apparently it was either deflected or rolled slightly in the compartment before detonating. The detonation caused the boat deck

to open up for a space of about 20' X 20', opening up upward, and the casemate deck was opened up in a similar area, opening up downward. The bulkhead abaft Gun No. 9, 5"/51 cal. was blown out, and gun was put out of action. Explosion wrecked a considerable part of galley equipment and caused fuel oil from the service tank to run into the decks below.

The explosion blast and fragments dished in the main deck and penetrated to the second deck. 3" ammunition was being passed through the compartment on the main deck just forward of 3" clipping room serving No. 3, 3"/50 cal. gun on quarter deck. At the time of the explosion, boxes containing about 24 rounds of 3" were in this compartment. Of these, cartridge cases of 8 - 3" projectiles were perforated, the fragments causing the propellant powder to burn, but none exploded.

Fragments on the boat deck struck a 40' motor sailing launch in the skids perforating the side in a number of places. This motor launch probably saved some personnel manning port guns.

This bomb explosion caused fire in the casemate and on the main deck and on the second deck. Fire was difficult to put out because of lack of pressure on fire mains, and because of difficulty of extinguishing fire in the painted cork lining on bulkheads. A large number of fire extinguishers were used. Fire, water and oil caused damage to officers' rooms on second deck in vicinity of explosion.

Casing of ammunition hoist to 5"/25 battery was dished in by the explosion putting this ammunition hoist out of action for the time being. Three flights of the hoist were also buckled.

Degaussing cable in vicinity of explosion was ruptured, necessitating complete repairs. (Degaussing cable was also cut in a number of other places by fragments).

Platform for operation of Gun No. 7, 5"/25 was raised by the explosion and this gun was adjacent to the large section of deck blown up. After explosion gun would not be trained to the limits of train forward, but after casualties had been replaced gun was continued in action.

Power failures from the dock were frequent necessitating using local control on one battery practically throughout the engagement. This battery power could only be used for one side.


The bomb explosion in casemate No. 9, caused the death of about 26 men and two officers. One officer, the First Lieutenant, Lieutenant Commander J. E. Craig, U.S.N., was probably passing through the compartment to carry out specially assigned duties aft. Lieutenant (junior grade) Richard R. Rall, Medical Corps, U.S.N., was at the Battle Dressing Station in the Warrant Officer's Mess Room, when killed.

Of the men, a number were killed on Gun No. 7, a larger number in casemate No. 9, some additional in the "V" division compartment on the main deck under casemate No. 9, and some in the vicinity of No. 3, 3" gun.

One man, manning the donkey boiler on the dock (supplying steam to the ship) was killed, probably either by a machine gun bullet or by the bomb hit on the dock on the starboard side of the ship.  Total number of wounded was 29. Nature of wounds -- severe burns, multiple wounds.


The conduct of all officers and men was of the highest order. There was no flinching. There was no necessity of urging men to action. Rather was there perhaps in some cases over zeal in the matter of expending ammunition. The Command Officer would be glad

to recommend each individual participating in the action for distinguished conduct, but recognizes that this cannot be well done. 

There were, however, a number of cases of wounded men insisting on continuing on station, serving guns, under order to battle dressing stations to have the wounds attended. A complete list of these is not yet available. 

A number of yard workmen assisted in handling lines, fighting fires and one even joined the ammunition group of a gun's crew.

It was noted by everyone participating in the action that after it had been going on for an hour and a half to two hours, each officer and man experienced a heavy thirst which was largely unquenchable, requiring excessive drinking of water. This confirms the necessity of having water at all battle stations in readiness for action.


At about 1030 the PENNSYLVANIA sent motor launches to West Loch for more ammunition. At about 1800 complete replacement of ammunition had been made. The first motor launch returned with ammunition during the noon hour. It was impossible to make a complete check of ammunition expended and received, however, the estimated expenditure was:

5"/25 - 650 rounds.

3"/50 - 350 rounds.

.50 cal. - 60,000 rounds

3"/50 caliber was in a number of instances fired at high altitude bombers, beyond their range. Under the conditions it was probably unwise to attempt to stop this. .50 caliber was fired at high altitude bombers on a number of occasions with a consequent waste of ammunition. Steps were taken to correct this.

11.   REPAIRS.

Preparatory work for repairing damage of bomb hit was started by the ship's force abut 1400. Later, - the following day, this work was carried on by yard forces and ship's force together. One 5"/51 gun and mount was obtained by the ship's force from the WEST VIRGINIA for installation on this ship. 

In addition, No. 3, 5"/25 gun, was slightly bulged by our own fire. New gun was obtained from WEST VIRGINIA by the ship's force.

It is estimated repairs will be completed on December 17. Ship was ready to go to sea immediately upon undocking on December 12, with exception of not having No. 9, 5"/51 gun ready.

12.    It is not practicable to estimate the total number of planes that participated in the attack on the ships in Pearl Harbor and Ford Island, but I would say at least 60.

C. M. COOKE, Jr.

Copy to: CBD-2