They were packed "like cattle" into a rusty former passenger liner on that Christmas Eve in 1944.
More than 2,000 American soldiers left Southampton, England, for Cherbourg, France, where they were to be deployed against the surging German army during what came to be known as the Battle of the Bulge.
"We were singing Christmas carols" as the SS Leopoldville crossed the rough English Channel, said Charles Titone, an Army private in Company K, 262th Regiment of the 66th Division.
A torpedo from a German U-boat hit its mark, "dumping us out of our hammocks, said Titone, 88, of Burlington Township. "It was all confusion after that."
What followed was one of the worst sea tragedies in U.S. history, a little-known episode of the war that received scant attention at the time.
About 800 American infantrymen were killed in the blast or died in the 48-degree water just few miles off Cherbourg.
News of the stunning loss was suppressed by military censors who didn't want to hurt homefront morale or encourage the enemy with news that so many headed to the fighting would never make it.
This month, 70 years after the little known-disaster, Titone often thinks back to that day aboard the Leopoldville when the best and worst of humanity was on full display.
"It's funny how you never know how you are going to react to events when the chips are down," he said.
Part of the reason the disaster was played down was the almost scandalous nature of the rescue effort.
"It was just an unbelievable screwup on the part of everyone involved - the U.S., British, Belgians, and French," said Eric Rivet, a curator at the National World War II Museum in New Orleans. "There was a huge loss of life only five miles from land.
"Everybody involved would look bad," he said. "There was no reason for it to happen."
Before the attack, the Leopoldville had made 24 channel crossings, transporting 120,000 soldiers.
Many GIs in the 66th "Panther" Division were seasick as the crowded Belgian liner sailed the choppy channel shortly after 5:30 p.m. But some still tried to get into the holiday spirit.
"A couple fellows had guitars and we were singing carols - 'Silent Night' or whatever," Titone said. "Then the torpedo hit and really shook the boat. . . . You knew something terrible had happened."
About 300 soldiers were killed in the blast on the aft starboard side of the ship. The captain dropped anchor and ordered all nonessential crew to abandon the vessel. "We watched the crew taking off in lifeboats, which really added to the confusion," Titone said.
In about 30 minutes, the HMS Brilliant, a British escort destroyer, moved alongside to begin a rescue as the hulls of the two ships smashed into each other amid the waves. Many soldiers leaped from one ship to the other, falling between the hulls and were crushed.
"I really backed away from that option," Titone said.
By about 7:20 p.m. the Brilliant had taken on about 500 soldiers and had to pull away, leaving more than 1,200 still awaiting rescue.
In the ensuing chaos, heroes emerged. "A fellow from our company, Steve Lester, was a laid-back man from Oklahoma," Titone said. "He tirelessly kept going down to a compartment where the wounded were and brought them up to topside.
"I remember all the men talking about his bravery," he said. In the end, "he didn't make it."
A few Cherbourg rescue crafts were taking on soldiers by 8 p.m. but were overwhelmed. About 8:30 p.m., two more explosions rocked the ship, which began to heel sideways, with the stern dropping.
"I remember a lot of men throwing their steel helmets into the water, hitting the men that were below," Titone said. "I was on the deck when the ship listed and rolled.
"The water just seemed to come up to me and I eased into it," he said. "The biggest problem after that was keeping away from the many panicking men who tried to hang on to me out of fear of sinking."
The frigid swells were running at least five feet, he said.
"Every time you went down with the wave, you got a mouthful of salt water," Titone said. "When I got a good distance from the ship, I was just about exhausted and ready to give up.
"I sure remember my life going before me and my determination to not be another statistic to mourn for," he said. "Just about then, I reached for a knotted rope on the side of a small rescue boat and hung on for dear life."
A rescuer grabbed him by the seat of his pants and pulled him in. "I was so cold and exhausted but grateful to the rescuers," Titone said. "The only thing I could think of was all my buddies and whether they made it or not."
Titone was taken to a hospital in Cherbourg. He recalled seeing "tractor-trailer loads of dead bodies going by the hospital."
"I went to a memorial church service and was broken up," he said. "I was very sad, really upset."
Within weeks, German reports of the sinking made it into U.S. newspapers but were not confirmed by the Allies.
In late January, the Inquirer's Washington bureau carried a story:
A troopship carrying more than 2,200 American soldiers was sunk recently in European waters with the probable loss of 765 men, Secretary of War Henry Stimpson announced today.
"The ship sank swiftly," he said, "and 248 men were killed and 517 are missing. The rest, over 1,400, were saved."
The ship had actually taken hours to sink and the "missing" were known to be dead.
At the last reunion of the Panther Veteran Organization in New Orleans this year, 120 showed up, said Lenore Angelo, chief executive officer of the group. Five of them were survivors from the Leopoldville.
"It was a fiasco, really a mess," said Titone, who helped start the Joseph Titone & Sons textile manufacturing company in Burlington Township after the war, married, had six children, and retired in 1999. "I was lucky to survive."