The Tallmantz A-24B

The Douglas A-24 Banshee was the Army version of the better-known Navy SBD Dauntless dive bomber. The SBD began in the mid-1930s as a Northrop project but became a Douglas product after Northop was folded into Douglas in 1937. Most SBDs and A-24s were built at the Douglas El Segundo plant (southeast corner of Mines Field at what is now LAX) and across the street from the North American Aviation factory in Inglewood. However, most of the A-24Bs, including the one that went to Tallmantz, were built at the Douglas Tulsa plant.

AAF Utilization of A-24B 42-54682

Army A-24B s/n 42-54682 was accepted for service on November 8, 1943. Peculiarly, the AAF aircraft record card records this aircraft as being manufactured at Santa Monica. All primary and secondary documentation shows all A-24Bs were actually built at the Douglas Tulsa plant. Another similar SBD-5, BuNo 54532, does not show the manufacturing location but shows it being delivered at Long Beach (on September 14, 1943). So it seems a bit of a mystery as to why the AAF records show such production. Perhaps it was a matter of Douglas actually showing acceptance in California. In any event, 42-54682 was immediately flown off the San Antonio Air Depot for transfer to the Mexican Air Force. The record card shows it delivered to San Antonio on November 14 with a notation “Mexican Pilots will pick up at San Antonio.” Thus, pretty definitively, 42-54682 was transferred to Mexico.

Tallmantz A-24B 42-54682 N74133

 

A-24B 42-54682 in Mexican Air Force Service

Several accounts state that the Fuerza Aerea Mexicana (Mexican Air Force) accepted 30 A-24Bs for service. However, a tie-up between the Mexican serial numbers (BID-2501 through BID-2530) as recorded in the definitive Douglas SBD Dauntless by Robert Peczkowski (published 2007)  does not contain the AAF serial 42-54682. Serials in the blocks delivered are close but do not contain that aircraft. It would thus appear that there is a discrepancy in that listing, though more information would be welcome. One source states that 42-54682 became Mexican serial BID-2529; Peczkowski shows BID-2529 to be 42-54583.

A 1964 document from its Mexican civil operator, CIA Mexicana Aerofoto, that sought to establish the ownership chain, tells that 42-54682 was “…exported to the United States, from Brownsville, Texas., on or about 1943…,” also confirming it was one of the A-24Bs provided by Lend-Lease in 1943.

 

Frank Tallman Purchases A-24B 42-54682 in 1964

The Tallmantz A-24B first emerges with definitive paper records on February 20, 1964, when Frank Tallman purchased the airplane from its Mexican owner, CIA Mexicana Aerofoto, S.A., for $2,250 (equivalent to $19,047 in 2021 dollars, still not a bad deal). The airplane had a recorded serial number of 42-54682 and the Mexican civil registration of XB-ZAH.

A-24B XB-ZAH arrived on the Tallmantz ramp in early 1964. Any details about how it got from Mexico to Orange County have not yet come to light (I’m still looking) but presumably it was ferried in. Its appearance upon arrival had it painted overall bright red with grey trim. A white or light colored rudder suggests new fabric applied for the possible ferry flight. The only apparent markings were its Mexican civil registration but it appears in relatively good condition.

Tallmantz A-24B 42-54682 N74133
XB-ZAH believed to be seen shortly after arrival at Orange County Airport in 1964. (Les Clark)

 

It was shortly repainted in a generic USN paint scheme with no markings. The airplane was not maintained in airworthy condition; indeed, its first issuance of an FAA airworthiness certificate was not done until 1997, 33 years later. It did receive an FAA registration number of N74133 (apparently never actually painted on the airplane).  The A-24B was placed on outdoor display adjacent to the Movieland of the Air Museum hangar. The reason for Tallman’s purchase of the airplane has not been documented. Perhaps it was available and he grabbed it when he could for some future, unknown, movie project. As far as can be determined, the A-24B made no motion picture or TV appearances while owned by Tallman. Tallman was, at the time, president of Tallmantz Aviation. (Partner Paul Mantz was shown in corporate paperwork as vice-president.) Tallman retained ownership of the airplane and its title did not transfer to Tallmantz.

Tallmantz A-24B 42-54682 N74133
A-24B 42-54682 displayed outdoors at the Movieland of the Air Museum after repaint in 1964. (William T. Larkins)

 

Tallmantz A-24B 42-54682 Repainted As SBD-3 BuNo 04647

Shortly after October 1964, a small group of local volunteers requested that the A-24B be repainted in the markings worn by SBD-3 BuNo 4647 as flown by Ensign Jack Leppla and Aviation Radioman 3rd Class John Liska from the USS Lexington with Scouting Squadron TWO (VS-2) during the Battle of the Coral Sea in May 1942. The two were credited with shooting down five enemy aircraft during one action, and Liska was living in Southern California at the time. (Leppla was killed in combat in October 1942.) Over the span of several months, the team of eight volunteers stripped the paint from the A-24B (both the generic Navy scheme and the earlier civil scheme) and carefully repainted it in the SBD-3 colors as it wore when Leppla and Liska flew it. The repainting of the the airplane in authentic markings was one of the earliest such efforts that are now common in the world of warbirds. The stripping was done in place on the museum outdoor area, with a Tallmantz airplane often supplying back and forth transportation for the volunteers from Van Nuys Airport. The airplane was displayed in the new colors from late 1965 until it left the museum collection in the latter part of 1968.

Tallmantz A-24B 42-54682 N74133
A-24B 42-54682 after the 1965 repaint was completed, the aircraft now in the markings of VS-2 as flown during the Battle of the Coral Sea from the USS Lexington. Fuselage national insignia appears undersized but otherwise, the markings are unusually accurate for the time. (Scott Thompson Collection)

Tallmantz A-24B 42-54682 Sold to Rosen-Novak in February 1966

On February 18, 1966, economic circumstances forced Tallman to sell a large portion of the Movieland of the Air collection, including the A-24B, to a group of mid-west investors. The purchasers were the principal owners of two Nebraska companies, the Rosen Novak Auto Co. of Omaha and the Morrison, Quirk Grain Co. of Hastings. The airplanes and other material were held as a group for future sale and remained on display at the Movieland of the Air museum.

A-24B 42-54682 Sold Via Auction in May 1968

Then, in late May 1968, the new owners not able to find a buyer for the collection, had an auction held to dispose of the collection. The A-24B was sold via the auction for $5,000 to John McGregor of Los Angeles.

The A-24B had its wings removed and it was moved overland to the San Fernando airport, a since-closed historical airport northwest of Burbank in the San Fernando Valley. The A-24B remained in disassembled storage for nearly five years. On July 5, 1972, McGregor sold the A-24B to the Admiral Nimitz Foundation of Fredericksburg, Texas, for, $35,000. It was reassembled, statically restored, and repainted by a trade school in Waco, Texas, and then placed on display at the Nimitz museum in Fredericksburg.

Tallmantz A-24B 42-54682 N74133
A-24B 42-54682 as displayed at the Admiral Nimitz Museum at Fredericksburg, Texas, from 1972 to 1994. (Photo by Tony Andrews via Warbird Resource Group (WIX))

On July 26, 1994, the A-24B was sold by the foundation to Air-Srv, Inc., of Houston, Texas. The bill of sale records a sale price of $400,000. Air-Srv is a company owned by Robert Waltrip and the A-24B became part of Waltrip’s collection that morphed into the Lone Star Flight Museum. The airplane was restored to airworthy condition by the museum, flying once again in 1997 as a re-registered N93RW. On May 26, 2000, ownership was transferred from Air-Srv to the Texas Aviation Hall of Fame, dba Lone Star Flight Museum, located at Houston’s Ellington Airport. The A-24B remains in airworthy condition.

Tallmantz A-24B 42-54682 N74133
A-24B 42-54682 now flies as N93RW in SBD-5 colors with the Lone Star Flight Museum. (LSFM photo)

Repainting the Tallmantz A-24B (1964-1965)

A group of eight volunteers led by (later) noted aviation author Tom Doll repainted the Tallmantz A-24B beginning in late 1964 or early 1965. The repaint took nearly a year to complete, with most or all of the work done right in the outdoor display area of the Movieland of the Air museum. Tom Doll communicated with me in 2009 with information about how the airplane came to be repainted into the markings it subsequently wore, and I think it is worth documenting this for posterity. It’s but a small chapter but illuminates the spirit and commitment of some aviation enthusiasts and historians during the mid-1960s. The letter from Tom Doll, edited slightly:

20 August 2009

     The A-24B project got started when a good friend, of 40 years, Bude (pronounced Bud) Donato became acquainted with K.O. Eckland (webmaster’s note: later curator of Movieland of the Air) of Firehouse+5 fame (piano player). K.O. Was a friend of Frank Tallman and one thing led another and before long Bude and I were in a meeting with Frank. That was in, I believe, October ’64.

     Shortly after that meeting I found out the John Liska lived a couple of houses away from parent’s house on Tyrone Ave. in Panorama City, CA. After presenting my idea to paint the Tallmantz A-24 as Liska’s SBD-3 of VS-2 at the Battle of the Coral Sea to Bude and Frank, I went to see John Liska to check out if he was indeed the John Liska of VS-2, Coral Sea, etc. He was and couldn’t have been nicer. I found him to be a very shy man but willing to help us out. He gave me documentation of the “SBD-3” we wanted to represent. When we had a presentation of the finished bird, John graciously begged-off and we respected his wishes. He did appreciate the color and black & white prints we gave him though. What a great person he was. I hope he is still with us today.

     I can’t express enough how truly honest and decent Frank Tallman & his people were to our crew during the A-24 project. Ed Maloney of Planes of Fame is also one fine gentleman. Bude & I worked on an SB2C-3 of his in 1963.  I’ve enclosed a copy of their business cards from the early-1960s. FYI, I’m very proud of these bits of memorabilia. Never got to know Paul Mantz but did talk to him briefly. Very nice to me.

     The crew of the A-24B project: 1964-66

  • Bude Donato-AAHS, WWII Vet, USS Belleau Wood, CVL-34
  • Jerry Kishpaugh-AAHS, USAF, Cold War
  • Jack Manion- AAHS, C-47 Pilot, Normandy, Arnhem, No. Africa
  • Joe Soluri, Flying Tiger Line
  • Joe Barry, AAHS, No. American Aviation
  • Cliff Doll, Korean War Vet, Cold War (my brother)
  • Lee, US Army Vet, Cold War (Germany)
  • Tom Doll, AAHS, Flying Tiger Line

Largest crew ever was 5 bodies. Most of the time we had about 3, sometimes only 2.

     Well Scott, please excuse my “rambling on.” I loved being a small part of the Tallmantz experience, painting the A-24 was great fun.

Sincerely,

Tom Doll

The Battle of the Coral Sea “2-S-12” crew of John Liska (gunner), left, and Jack Leppla (pilot) at right. The pair was credited with shooting down five aircraft during one sortie during the battle. This photo was taken two months later; pilot Leppla was killed in action three months later, in October 1942. Liska survived the war to inspire the repainting of the Tallmantz A-24B.

 

Tallmantz A-24B 42-54682 N74133
Stripping paint from A-24B in late 1964: Cliff Doll on wing, Tom Doll on fuselage taping plexiglas with Reynoldss Wrap & duct tape. Note the remnants of the civil paint scheme beneath the top paint layer. (Tom Doll)

 

Tallmantz A-24B 42-54682 N74133
Another view of the A-24B being stripped of paint by Cliff and Tom Doll in late 1964. Note the generic Navy scheme on the airplane, worn for less than a year before being replaced by the 1942 scheme. (photo via Tom Doll)

 

Tallmantz A-24B 42-54682 N74133
Another view showing the paint being steam stripped with the dive flaps quite evident. As can be seen, the work was done right in the museum outdoor display area. This view is in early 1965. (Photo via Tom Doll)

 

Tallmantz A-24B 42-54682 N74133
Volunteer A-24B crew on a Saturday morning in late 1964. Left to right: Jerry Kishpaugh, Dick Munsell (Tallmantz pilot); K.O. Eckland; W. Lee; Tom Doll. In front, Mike Donato; Bude Donato. This was the largest crew ever assembled for the A-24 project. The Beech 18 was seen earlier in the film “Mad Mad World” flying through a billboard and taxiing into a restaurant. (Photo by team member Joe Barry)

 

Tallmantz A-24B 42-54682 N74133
Photo day at Movieland of the Air museum in 1966 with the paintwork complete. The non-operational 0.50 caliber machine gun was provided by Ed Maloney fromThe Air Museum at nearby Ontario Airport. (Photo via Tom Doll)

 

The other Mexican A-24B/SBD-5

SBD-5 54532 XB-QUC
Reportedly, this photo was taken on the Tallmantz Aviation ramp on July 19, 1964. The 1964 presence of the SBD in the U.S. is not supported by the sale date from the Mexican aerial survey company of January 1966. The SBD was possibly imported at the same time as the Tallmantz A-24B, in early 1964, but paperwork was not executed until 1966. Questions remain. Looking for other verification that this airplane was on the Tallmantz ramp in 1964. (William T. Larkins photo)

 

There was a second A-24/SBD that came north from CIA Mexicana Aerofoto in the mid-1960s…and it may have been tied to the Tallmantz A-24B. This was the SBD-5 that was purchased by The Air Museum founder Edward T. Maloney “officially” on January 11, 1966. This SBD-5, later to be established as Navy BuNo 54532, was owned by Maloney and displayed at the museum’s Ontario, California, facility from 1966 until 1971. It was put back into airworthy condition in 1971 and sold to Robert Griffin in April 1971 and issued the FAA registration of N54532. It currently flies as N82GA with the Commemorative Air Force.

SBD-5 N82GA at EAA AirVenture in July 2023. (photo: Scott Thompson)

The Tallmantz tie-in is that this aircraft was photographed on the Tallmantz ramp by the noted (late) aviation historian/photographer William T. Larkins on July 19,1964. So, the question is asked: did Tallman actually bring two A-24/SBDs back to California from Mexico in early 1964. Nothing has been found that documents how or when either airplane actually made it from Mexico, but XB-ZAH was on the Tallmantz ramp in mid-1964 and so was, evidently, XB-QUC. It is possible that both aircraft were obtained in 1964 but the bill of sale for XB-QUC was dated later, on January 11, 1966, when it was obtained on paper by Maloney. That bill of sale was not actually filed with the FAA until 1971 when the airplane was sold to Griffin, and when the U.S. registration was assigned. However, the record does show that the Mexican registration was cancelled in January 1966, with a telegram sent from the Mexican aviation authorities to the FAA making it official. So, many questions that are for now unanswered and it remains a minor mystery as to Tallman’s involvement with XB-QUC.

It’s also worth noting that there was a mystery about the identity of XB-QUC, but that tale was unraveled and explained by aviation historians John Davis, Dan Hagedorn, and CAF pilot Keith Wood. This airplane was evidently misidentified when it was sold as surplus equipment by the War Assets Administration in 1947. It was sold with the serial of 42-54532, which corresponds to an AAF serial for an A-24B. However, that A-24B was lost in action in the Pacific in 1944, so the tie up seemed unlikely. Nonetheless, it was carried in the civil registry with that identity when it flew as N1339V for a skywriting company. It was sold to the Mexican aerial survey company in 1951 and moved south of the border. In the paperwork that brought it back to the U.S. in 1966 (or 1964??), it was identified as “A24/SBD  54532.” That number also corresponds with SBD-5 BuNo 54532 built by Douglas at El Segundo in April 1944. Navy records show it being declared excess and stricken in April 1947. All this suggests that the War Assets Administration sold the airplane with the wrong identity documented. In the end, all subsequent official documents carried on the aircraft since 1966 have shown it as SBD-5 BuNo 54532. (As a bit of mystery, some of the Mexican documents show a serial of 156621 also attached to the XB-QUC; no logical serial number association explains this.)

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