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The forty-two men of the 2d Platoon, B Company, 23d Infantry, led by 1st Lt. William M. Glasgow held outpost positions on seven hills covering a 2,600-yard front along the east bank of the Naktong north of Pugong-ni.

 Across the river in the rice paddies they could see, in the afternoon of 31 August, two large groups of enemy soldiers. Occasionally artillery fire dispersed them. Just before dusk turned to darkness, Glasgow and the men in his 1st Squad saw "a large and bizarre torchlight parade" come out of the hills and proceed toward the river. Glasgow immediately reported the spectacle to the battalion command post. The artillery forward observer, who estimated the crowd to number 2,000 people, thought they were refugees. When the matter was referred to Colonel Freeman, he immediately ordered the artillery to fire on the torchbearers. With each bursting shell some of the torches disappeared but others took their places and the procession continued unchecked toward the river bank.  [23-28]

At 2100 the first shells of what proved to be a two-hour enemy artillery and mortar preparation against the American river positions jarred the fascinated Glasgow and his companions from their absorbed contemplation of the torchlight scene. As the enemy barrage rolled on, North Korean infantry crossed the river and climbed the hills in the darkness under cover of its fire.

At 2300 the barrage lifted. A green flare signaled the North Korean assault. A few minutes later enemy grenades showered into Glasgow's position. After a short fight at close quarters, Glasgow and his men ran off the hill toward the rear. Similar assaults took place elsewhere along the battalion outpost line.

On the regimental left along the main Pugong-ni-Ch'angnyŏng road enemy soldiers completely overran C Company by 0300, 1 September. Capt. Cyril S. Bartholdi, the company commander, and most of his men were lost.

Only seven men of C Company could be accounted for, and three days later, after all the stragglers and those cut off behind enemy lines had come in, there were fewer than twenty men in the company. [23-28]