On the night before the D-Day landings on June 6th, 1944, an aerial armada set out from England for Normandy. These were transports, Douglas C-47 Skytrains (or Dakotas) and C-53 Skytroopers, carrying elite paratroopers on a mission to seize objectives ahead of the seaborne landings. The lead plane of this main force was a C-47A bearing the name "That’s All, Brother.”

Seventy-five years later, the same C-47A will fly over Normandy, a unique memorial to those who took part in one of the most important moments of WWII.

The Spearhead of the Spearhead

Commemorative Air Force

That’s All, Brother was the lead plane for Mission Albany, the operation to capture causeways leading from Utah Beach as well as bridges, a canal lock, and a German coastal battery. 432 aircraft flew the mission, carrying almost seven thousand troops.

Lt. Col. John M. Donalson, Commander of the 438th Troop Carrier Group, chose the aircraft’s name as a message to Hitler–once the airborne assault started it was a sign the game was up and “That’s all, brother.” The phrase was also popular due to a 1939 jazz standard called Comes Love, with the lyric:

That's all brother, if you've ever been in love

That's all, brother, you know what I'm speaking of

The C-47A is a military version of the celebrated DC-3 airliner. The usual flight crew for a C-47A was four—a pilot, co-pilot, navigator and radio operator. As the command aircraft, That’s All, Brother had a crew of seven, including Donalson.

Also on board was Donalson’s Scottie dog (dogs were very popular with WWII airmen.) The paratroopers they carried were men of the 502nd Parachute Infantry Regiment, part of the 101st Airborne Division, and sitting in the dark as the plane lumbered toward France would have been a nerve-wracking experience.

Commemorative Air Force

“The noise level is rather loud,” says James Dagg, who led the restoration effort for the Commemorative Air Force. The plane is not pressurized, and the 1,200-horsepower air-cooled 14-cylinder radial piston engines were not built with modern noise standards in mind. The waiting paratroopers would also have been enveloped in a smell unlike any modern airliner.

“It’s a combination of gas and oil and dirt and sweat,” says Dagg. “Plus, back in the day, cigarette smoke.” During WWII, even the emergency K-rations issued to airborne troops included four cigarettes with each meal.

The First Wave

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Leaving Greenham Common air base in Berkshire, the transports kept below a thousand feet to avoid German radar. The C-47s cruised at under 200 mph, about a third of the speed of a modern airliner. They flew in close formation, each group of three planes in a V-shape, with three groups together forming a V-of-Vs.

To achieve surprise, the force did not fly directly to France but set out Southwest until they reached a marker boat, then turned East to approach Normandy by the ‘back door.’

The aircrafts' main mission was to drop Allied soldiers behind enemy lines, but the challenge with a large-scale parachute drop, especially at night, is making sure everyone lands in the right place. Paratroopers are vulnerable to counterattack in the time it takes to locate each other and assemble into an effective fighting force.

Parachuting in the dark was a leap of faith.

With no GPS, That’s All, Brother relied on state-of-the-art 1940’s technology to ensure that the paratroopers would be dropped in exactly the right spot. One navigation aid was the "Mickey" or H2X radar, originally developed for bombing, a ground mapping radar that showed the countryside below even in pitch darkness and through clouds.

The plane also carried Rebecca, a device to detect Eureka radio beacons on the ground. Setting up the beacons was the job of Pathfinder units who went ahead of the main force. The Pathfinders were also equipped with Davis lamps which were pointed skywards. An operator worked one lamp manually when the approaching transports were heard, flashing out the signal DZ (for Drop Zone) in Morse code.

Even with this technology there was no guarantee of landing in the right spot. Parachuting in the dark was a leap of faith.

Taking Some Flak

Paratroopers inside a Douglas C-47 before the invasion of France. Time Life Pictures Getty Images

Although the date of D-Day had been carefully selected for the best possible weather, conditions were not ideal. The planes encountered cloud banks and ground fog, making navigation difficult. Strict radio silence prevented pilots from sharing information. Morale was high though, and troops let out a cheer when the French coast was sighted.

Once over Normandy, the low-flying aircraft ran into German anti-aircraft fire. That’s All, Brother was hit, and the radio operator, Staff Sergeant Woodrow S Wilson, was wounded.

“There are holes just above the rear-most window in the right side of the plane,” says Dagg. These holes are a souvenir left by German flak.

Air crew wore 'flak jackets' with metal plates sewn into them for protection from shrapnel and these saved many lives. That’s All, Brother escaped relatively unscathed, but much heavier flak over Drop Zone D brought down six transport planes.

The paratroops dropped from low altitude, around seven hundred feet. A static line pulled the ripcord as they left the plane, so their parachutes opened immediately. Despite all the precautions, many did not land in the planned drop zone. Some paratroopers even landed in water or marshes and drowned. Colonel Moseley broke his leg during the drop, and handed over command to Lt. Col John “Iron Mike" Michaelis.

Despite these initial problems, Mission Albany achieved its goals, including securing both causeways to Utah Beach.

Flying Coffins

A C-47 towing a glider full of U.S. infantry, June 6, 1944. Photo 12 Getty Images

This was not the end of D-Day for That’s All, Brother. After returning to Greenham Common it took part in the second wave, bringing reinforcements for the 82nd Airborne by glider as part of Operation Elmira. Gliders were a rival technology to parachutes. They can carry heavier weapons and deliver an entire platoon in one spot ready to fight.

An illustration of the ’Flying Coffin’ and C-47s in action on the August 1944 cover of Popular Mechanics. Popular Mechanics

The original plan had been to land most of the assault force this way, but the gliders had performed poorly in exercises, often landing heavily. Troops called them ‘flying coffins’ and ‘tow targets,’ so parachutes were preferred for the initial assault.

The standard glider was the Airspeed Horsa. This had a wingspan of 68 feet and carried 25 troops but could only be towed at a maximum of 150 mph, making both glider and towing plane vulnerable to enemy fire. In Operation Elmira, 157 out of the 1,190 glider-borne soldiers were lost—more than 13 percent.

The airborne assault on D-Day was important for its ultimate success. But the price of victory in Normandy was paid by the men on the front line, and the airborne forces took a disproportionate number of casualties. Stepping into a plane like That’s All, Brother was an act of courage, and to honor that courage came a desire to preserve and protect the aircraft itself.

Restoring a Legend

Commemorative Air Force

After D-Day That’s All, Brother took part in operations across Europe, including the invasion of the South of France, Operation Market Garden in the Netherlands, and resupplying forces during the Battle of the Bulge. The final paratroop drop from That’s All, Brother was in March 1945 during the crossing of the Rhine.

After the war, That’s All, Brother was sold on the civilian market, along with thousands of other surplus military C-47s. It hauled cargo for several different companies for many years before finally ending up in a museum in 1999. In 2008, it was acquired by Basler Turbo Conversions. The plan was to convert it into a BT-67, stretching the fuselage, replacing the engines, and putting in modern hydraulics. This modernization would bring it up to date, but leave little of the original aircraft.

Commemorative Air Force

But at the time, historian Matt Scales was researching Col. Donalson, and asked Basler whether they had encountered a plane with the serial number 42-92847—and the plane’s illustrious past was revealed. Up until that moment, this historic piece of history was just lying in obscurity in a boneyard in Wisconsin.



In 2015, the Commemorative Air Force acquired That’s All Brother after a successful crowdfunding campaign to buy and restore the plane. Instead of modernizing it, Basler Turbo Conversions were commissioned to carry out the reverse process and restore the plane as far as possible to its pristine 1944 condition.

“They took the airplane apart completely,” says Dagg. “Everything was off it and out of it, not a thing was left unattended.”

Randy Myers, President of Basler Turbo Conversions, says the restoration was like a reversal of their usual process of replacing old parts with new.

“We were fortunate enough to have all the spare parts we needed to carry out the restoration,” says Myers. But it was more than simply luck. The company has a giant warehouse crammed with C-47 parts, and the restoration required pieces like a drift meter, a celestial dome, and a complete navigator’s station.

The engines were completely reconditioned and restored. The fuel lines, plumbing, hydraulics and electrics were all reworked. Sections of the plane’s corroded aluminum skin were replaced.

“After overhauling the engines, it performs just as it would in 1944,” says Myers. “It still climbs the same, cruises the same, flies the same.”

In addition to the structural work, the Commemorative Air Force put a tremendous amount of work into getting the historical details right, restoring the look and feel as it would have been on D-Day, including acquiring historic radios and other wartime fittings.

An interior view of the restored That's All, Brother

Not everything is quite as in the original, generally for safety reasons, but the restorers have done everything they can to retain the look. For example, the necessary modern avionics are concealed in the cockpit under the fascia of a dummy autopilot. Another aspect was updating communications.

“When you talk to air traffic control you have to have all the communications on all the frequencies,” says Myers.

And the quilted cotton padding is a modern copy, painstakingly modified to fit by Karen Dagg. The big difference is that it does not have the highly flammable nitrocellulose coating of the original, but the attention to detail is extreme: one of the jobs still on Dagg’s list is replicating the maker’s marks that were visible through the paint scheme.

Three yeas after being plucked from rusted obscurity in a midwestern boneyard, the aircraft began routine operations with its sights set on Normandy and the 75th anniversary of D-Day.

Reliving the Past

Scott Slocum / Commemorative Air Force

That’s All, Brother is now a flying showpiece, and it has a busy flight schedule coming up to commemorate the events of 1944. The highlight will be on June 5th, when it will lead a flight of aircraft recreating the original airborne assault.

Daks Over Normandy is assembling a force of some thirty original aircraft, and 250 men and women will board the aircraft in England and jump in the historic drop zones in Normandy. They will be wearing WWII uniforms and using military-style round parachutes.

That's All, Brother flies again.