B-17G-40-VE 42-97976
709th SQ — D
Photo taken May 12, 1945 by Charles Brown.
One of the best-known aircraft of the group, 42-97976 was assigned to the 709th Squadron on June 19, 1944, and flew her first combat mission on July 6.
In February 1945 this aircraft was renamed as one of the most famous in the group. It was subsequently scrapped at Kingman Arizona after flying 83 combat missions.
Louie the Creep was a character created by writer Damon Runyon (best known for the musical Guys and Dolls), chosen for the plane by the crew of Capt. James Ray, and painted sometime between July and September, 1944.
Photo between September and November 1944 when Cheyenne tail gun was installed. Probably September or later, as cowlings appear to have recently been painted white.
In Louie The Creep Markings
Re-named Bit o’ Lace by the crew of Lt. Warren Bates
Co-pilot Lt. John Bauman had known artist and cartoonist Milton Caniff from college. Caniff provided the the artwork, copied by Nick Fingelly onto the nose of the plane.
Original art, courtesy of Mr. Bruce Bates
In Bit of Lace Markings
Mustaleski crew home safe, minus left stabilizer and part of the rudder.
John Kirkwood, navigator, recalls:
I have always thought that the 88mm flak shell went through the left horizontal fin and stabilizer without exploding “compromising the structure”, and that aerodynamic forces, slip stream, and propeller wash completed the job. This is just a theory, but it seemed to me that, had the shell exploded in the structure, we probably would have lost the entire empennage, and gone down. It was an 88mm, as all of the other bursts were of that caliber. There were larger guns, but not at Kiel that day.
Lauri Rautio, a gunner on a nearby plane, witnessed the hit:
The Mustaleski crew was on our right wing on the mission to Kiel. I was watching them just as they got hit by an 88 on the tip of the left horizontal stabilizer. It was blown completely off, and left the vertical rudder looking like a sieve. The tail gunner was hunched down, apparently doing something with his guns, just as they were hit. He sat up bolt upright with his head swiveling left and right for a moment, and when he saw the aircraft was still flying in formation he relaxed back in his seat and stayed there. The aircraft’s tail dropped somewhat lower when it lost half its tail, but kept on flying. The pilot (Mustaleski) had to start essing, in order to stay with the group, as (I presume) his airspeed had to be increased. He went over the target with us, dropped his bombs, and came all the way home to Rattlesden. I understand he was awarded the DFC for that piece of flying.
Official damage detail photo taken after return on April 4. An unpainted replacement rudder is seen on all subsequent photos.
Combat Missions
Compiled by Rob Kirkwood from Shields’ History: 447th Bomb Group and other sources
From available records, we’ve listed 82 combat missions, shown below. In later photographs, however, 83 mission marks are clearly shown.
| No. | Date | Target | Pilot | |
| 1 | 103 | 07/06/44 | SOUTRECOURT | Lt. Flagg |
| 2 | 105 | 07/08/44 | ST. ANDRE DE L’EURE / NOGENT M/Y | Lt. Myles W. Farson |
| 3 | 106 | 07/11/44 | MUNICH | Lt. Myles W. Farson |
| 4 | 107 | 07/12/44 | MUNICH | Capt. James C. Ray Jr. |
| 5 | 108 | 07/13/44 | MUNICH | Capt. Robert P. Gormly |
| 6 | 109 | 07/14/44 | AREA 10, CADILLAC | Capt. Ernest T. Nance |
| 7 | 111 | 07/18/44 | CUXHAVEN | Capt. James C. Ray Jr. |
| 8 | 115 | 07/24/44 | ST. LO AREA | Capt. James C. Ray Jr. |
| 9 | 116 | 07/25/44 | ST. LO AREA | Capt. James C. Ray Jr. |
| 10 | 117 | 07/27/44 | OSTEND | Capt. Robert P. Gormly |
| 11 | 119 | 08/02/44 | ST. DENNIS | Capt. James C. Ray Jr. |
| 12 | 124 | 08/09/44 | AACHEN | Lt. Herbert J. Milks |
| 13 | 125 | 08/11/44 | BELFORT M/V | Lt. Donald E. Mahl |
| 14 | 128 | 08/15/44 | HANDORF A/F | Capt. James C. Ray Jr. |
| 15 | 129 | 08/16/44 | ROSITZ | Capt. James C. Ray Jr. |
| 16 | 130 | 08/18/44 | ST. DIZIER A/F | Lt. Donald E. Mahl |
| 17 | 131 | 08/24/44 | BRUX | Capt. James C. Ray Jr. |
| 18 | 132 | 08/25/44 | RECHLIN | Capt. James C. Ray Jr. |
| 19 | 133 | 08/26/44 | BREST | Lewis* |
| 20 | 134 | 08/30/44 | BERLIN | Capt. James C. Ray Jr. |
| 21 | 136 | 09/01/44 | MAINZ | Capt. James C. Ray Jr. |
| 22 | 138 | 09/05/44 | BREST | Capt. Ernest T. Nance |
| 23 | 139 | 09/08/44 | MAINZ | Capt. Robert P. Gormly |
| 24 | 140 | 09/09/44 | GRASSY | Lt. Donald E. Mahl |
| 25 | 142 | 09/11/44 | FULDA | Lt. Herbert J. Milks |
| 26 | 143 | 09/12/44 | BOHLEN | Capt. Robert P. Gormly |
| 27 | 144 | 09/13/44 | STUTTGART | Capt. Edward T. Boisson |
| 28 | 145 | 09/17/44 | ARNHEIM | Capt. James C. Ray Jr. |
| 29 | 146 | 09/19/44 | KOBLENZ | Lt. Charles R. Gage |
| 30 | 148 | 09/25/44 | LUDWIGSHAFEN | Capt. James C. Ray Jr. |
| 31 | 149 | 09/26/44 | BREMEN | Capt. James C. Ray Jr. |
| 32 | 152 | 10/02/44 | KASSEL | Capt. James C. Ray Jr. |
| 33 | 153 | 10/03/44 | GILBERSTADT | Capt. James C. Ray Jr. |
| 34 | 155 | 10/06/44 | BERLIN | Lt. Herbert J. Milks |
| 35 | 158 | 10/12/44 | BREMEN | Capt. Louis J. Delle Monache |
| 36 | 162 | 10/18/44 | KASSELL | Lt. David W. Craig |
| 37 | 163 | 10/19/44 | MANNHEIM | Capt. Louis J. Delle Monache |
| 38 | 165 | 10/25/44 | HARBURG | Lt. Steve J. Hrabovsky |
| 39 | 166 | 10/26/44 | HANOVER | Capt. Louis J. Delle Monache |
| 40 | 167 | 10/30/44 | MERSEBURG | Lt. Herbert J. Milks |
| 41 | 169 | 11/02/44 | MERSEBURG | Lt. Steve J. Hrabovsky |
| Probably sent to the 1st Strategic Air Depot, at this time for repairs and modifications, including the Cheyenne tail gun mount seen in later photographs. | ||||
| 42 | 181 | 12/04/44 | MAINZ | Capt. Lyman H. Whitney |
| 43 | 186 | 12/15/44 | HANOVER | Hatfield* |
| 44 | 188 | 12/24/44 | BABENHAUSEN | Lt. Alvin A. Krug |
| 45 | 205 | 01/21/45 | MANNHEIM | Lt. Thomas M. Mustaleski |
| 46 | 206 | 01/29/45 | KASSEL | Lt. Hal G. Kearney |
| 47 | 214 | 02/14/45 | WESEL | Lt. Warren F. Bates |
| 48 | 214 | 02/16/45 | WESEL | Lt. Thomas M. Mustaleski |
| 49 | 215 | 02/20/45 | NURNBERG | Lt. Warren F. Bates |
| 50 | 216 | 02/22/45 | AALEN | Lt. Warren F. Bates |
| 51 | 217 | 02/23/45 | CRAILSHEIM | Lt. Warren F. Bates |
| 52 | 218 | 02/24/45 | BREMEN | Lt. Warren F. Bates |
| 53 | 219 | 02/25/45 | NEUBERG | Lt. Warren F. Bates |
| 54 | 221 | 02/27/45 | LEIPZIG | Lt. Warren F. Bates |
| 55 | 222 | 03/01/45 | ULM | Lt. Malcom S. Bounds |
| 56 | 223 | 03/02/45 | DRESDEN | Lt. Richard A. Bricker |
| 57 | 224 | 03/03/45 | BRUNSWICK | Lt. Richard O. Coleman |
| 58 | 225 | 03/07/45 | DATTELN | Lt. Warren F. Bates |
| 59 | 227 | 03/09/45 | FRANKFURT | Lt. Warren F. Bates |
| 60 | 229 | 03/11/45 | HAMBURG | Lt. Warren F. Bates |
| 61 | 231 | 03/14/45 | HANOVER | Lt. Warren F. Bates |
| 62 | 232 | 03/15/45 | ORANIENBURG | Lt. Warren F. Bates |
| 63 | 233 | 03/17/45 | RUHLAND | Lt. Charles D. Summers |
| 64 | 234 | 03/18/45 | BERLIN | Lt. Richard J. Dewey |
| 65 | 235 | 03/19/45 | ZWICKAU | Lt. Allen L. Bland |
| 66 | 236 | 03/20/45 | HAMBURG | Roberts |
| 67 | 238 | 03/22/45 | HELBERT AREA | Lt. Richard J. Dewey |
| 68 | 239 | 03/23/45 | HOLZWICKEDE | Lt. Warren F. Bates |
| 69 | 240 | 03/24/45 | VARRELBUSCH A/F | Lt. Warren F. Bates |
| 70 | 241 | 03/28/45 | HANOVER | Lt. Warren F. Bates |
| 71 | 242 | 03/30/45 | HAMBURG | Lt. Joseph F. Baier Jr. |
| 72 | 245 | 04/04/45 | KIEL | Lt. Thomas M. Mustaleski |
| 73 | 248 | 04/08/45 | PLAUEN | Lt. Joseph F. Baier Jr. |
| 74 | 249 | 04/09/45 | NEWBURG A/F | Lt. Joseph F. Baier Jr. |
| 75 | 250 | 04/10/45 | BRANDENBURG | Lt. James Broughton Jr. |
| 76 | 251 | 04/11/45 | INGLOSTADT | Dreyer |
| 77 | 252 | 04/14/45 | ROYAN AREA | Lt. Joseph F. Baier Jr. |
| 78 | 253 | 04/15/45 | ROYAN AREA | Lt. Joseph F. Baier Jr. |
| 79 | 254 | 04/16/45 | ROYAN AREA | Lt. Joseph F. Baier Jr. |
| 80 | 256 | 04/19/45 | DRESDEN | Lt. Joseph F. Baier Jr. |
| 81 | 257 | 04/20/45 | NEURUPPIN | Lt. Joseph F. Baier Jr. |
| 82 | 258 | 04/21/45 | INGLOSTADT | Lt. Joseph F. Baier Jr. |
The May 12 Flyover
After V-E Day, the 709th Squadron performed a formation flyover on May 12, photographed by English photographer, Charles Brown. Brown’s photographs were widely used in several publications. One appears inside the front cover of the Pictorial History of the 447th Bombardment Group (H), printed in 1946.
Home Again
Bit o’ Lace was flown from Rattlesden to Bradley Field, near Boston, on July 9, 1945. In October, she reached Kingman AAB for storage. Stripped down to her bare airframe as shown in these photos, she was sold for scrap on November 9th.
Bit o’ Lace Lives on
Due in large part to Charles Brown’s photos, which appeared in numerous post-war publications in the U.S. and U.K., Bit o’ Lace acquired a unique status as a celebrity. She has been reproduced as die-cast metal toys, and in several scale models and decal options.
See a model of Bit o’ Lace on our page with Tribute Models of the 447th
Article from the Dec. 24, 1966 edition of the Lubbock Avalanche-Journal
When John Bauman went Christmas shopping for his four children Thursday, he bought a box full of memories.
Inside the All Nations Hobby Shop in downtown Chicago, Bauman set out to buy his son Reid, 12, a model airplane like the one he flew in World War II.
The 45-year-old former bomber pilot admired the authenticity of a painting on the cover of a model kit of a B-17 made by the Airfix Corporation of America, Philadelphia. he looked again. it was a model of the very same plane he flew – a B-17G 29729 D – in 30 bombing missions over Germany from a base in England.
“Hey that’s the plane I flew,” he told a clerk.
“Yeah, a lot of guys flew those,” the clerk answered.
Caniff Painting
“No, I mean that’s the very plane I flew – ’76 Dog,” Bauman said. “That picture’s accurate in every detail right down to the ‘Miss Lace’ painting on the nose. I know it’s my plane because Milton Caniff (cartoonist creator of “Steve Canyon”) drew that painting for me.
“Before I went overseas,” Bauman recalled later, “I met Caniff in Chicago. I asked him if he would draw me a picture for the plane I got assigned to.
“When I got over,” he said, “I wrote Caniff and within three weeks he sent me an attractive picture of ‘Miss Lace’ – the star of a comic strip he did for the GI papers – with the suggestion that we call our plane ‘A Bit o’ Lace’.
The guys in the Squadron chipped in and we got an artist from London to paint the picture on the nose of the plane,” Bauman said. When it was finished Miss Lace stretched seven feet across the nose of the aircraft.
Had picture in his wallet
the clerk in the hobby shop looked doubtful. But he believed Bauman when the ex-pilot pulled a picture from his wallet, showing him in front of the plane. The Caniff painting of a lightly clad lady stretched spectacularly across the nose of the plane just as it did in the picture on the box.
“She was scantily draped for that period of time,” Bauman said, “but pretty well dressed for this time in our history.”
Although Bauman left the plane in England when he came home in April 1945, Miss Lace came to his attention again a few years later. he recognized “A Bit o’ Lace” in a picture of a heap of B-17s rusting in an Arizona airplane graveyard.
Bauman, now a telephone company executive living in Suburban Flossmoor, said he was going to back to the Hobby Shop to get more “Bit o’ Lace” kits for his other children –7-year-old twins, Brooke and Linden, 15-year-old Sharon – and probably at least one for himself.
709SQ; RetUS 7/5/45; RFC Kingman 11/9/45; ; see Aircraft Gallery 3; Profile: Bit o’ Lace