In the continuing series of B-17s that were owned or operated by Owen F. Williams and his California-Atlantic Airways, is the story of B-17F 42-3470. Williams got his hands on the airplane in 1953 and his company rebuilt it, sold it into Peruvian service, and Williams himself flew the B-17 and reportedly mostly organized the cargo company that operated it.
This story is adapted from a 2007 magazine article I wrote for FlyPast but much material has been added that explores Williams and his involvement with this B-17F, plus other details about its operation that have surfaced since 2007. The ultimate fate of 42-3740 in Colombia, however, remains buried in the past and probably on the side of a mountain.
Most of the surplus B-17s that survived the scrapping period after the war have diverse tales to tell, and it is often surprising to see the path of such airplanes turn and twist through history. One of the more obscure B-17s with such a tale is B-17F s/n 42-3470. This particular B-17 spent two years training crews for the wartime AAF, then spent another eight on the campus of a college in the western U.S. When it finally took to the skies again in 1953, it spent a decade just under the radar screen, certainly figuratively and possibly literally, before disappearing into South America’s Colombia in the early 1960s.
AAF Use of B-17F 42-3470
B-17F s/n 42-3470 was accepted from Douglas at Long Beach on July 1, 1943. It went through a modification center at Denver, Colorado, arriving on July 3 and then being delivered to Moses Lake AAF, Washington, on July 19. Its service utilization was mundane at best, being assigned to the 3rd Air Force for training. It was based at MacDill Field at Tampa, Florida, as a trainer for the balance of the war. Assigned to the 326th Base Unit, 42-3470 was used to train B-17 replacement training crews to be sent into combat in Europe and the Pacific. It was soon re-designated as a TB-17F.
The day-to-day routine of training flight crews was often shattered by the horror of tragic accidents, and 42-3470 came close to one on October 15, 1944. While returning from a low altitude training mission and commanded by 2nd Lt. Alfred Voegeli, the B-17F was descending into the traffic pattern at MacDill Field. Voegeli and copilot 2nd Lt. Paul Ronan missed seeing B-17G s/n 43-37712, also working in the MacDill traffic pattern, and the two airplanes came together. 42-3470 hit the B-17G from below, suffering damage to the cockpit, top turret, and the propellers of the two left engines. The instrument panel of the B-17F was destroyed as the tail of the B-17G came into the nose of the B-17F. The tail, tailwheel, and left elevator of the B-17G were also damaged. All four pilots of the two B-17s struggled to regain control of their airplanes, and both were landed safely. Both aircraft were eventually repaired and put back in service.

Another incident occurred five months later when 42-3470, on another training mission, departed Orlando AAF, Florida, for a flight to MacDill. Upon liftoff, the crew felt an unusual vibration in the landing gear. It tuned out the left main landing gear tire assembly had suffered a failure and the tire was damaged. The Orlando AAF air traffic tower advised the MacDill tower that pieces of the landing gear had been found on the runway, and the MacDill tower informed the pilot of 42-3470, 1st Lt. Arthur Rimbold, of the problem. Rimbold elected to attempt a normal landing on the flattened left main tire. After a normal touchdown, the aircraft swerved to the left and ground looped off the runway, breaking the tail wheel off in the process. Damage to the aircraft was confined to the left main landing gear assembly and the tail wheel, and 42-3470 was again repaired and placed back in service.
B-17F 42-3470 to Montana State College
In September 1945, it was redesignated as a RB-17F. As were thousands of other bombers and fighters, it was useless junk after the Japanese surrender that ended World War II. It was deemed surplus by the AAF and transferred, in October 1945, to the Reconstruction Finance Corp. (RFC) for disposal. But, instead of being trundled off to a scrapyard, the fate of so many of its brethren, it was immediately assigned to Montana State College at Bozeman, Montana, for use as an instructional aid. This process was common in late 1945 and 1946 as various schools and communities obtained surplus warplanes on permanent loan from the government. The college at Bozeman also obtained a surplus P-51C Mustang at the same time.

Both the Mustang and the B-17F arrived at Bozeman’s Gallatin Field, in early October 1945. Bozeman lays nestled in the wide Gallatin Valley in south central Montana at the first eastern ripples of the rugged Rocky Mountains. The U.S. government’s Civil Aeronautics Authority developed the town’s civil airport, located five miles west of Bozeman, in 1936 as an intermediate landing field along a federal airway. It still operated as a CAA airfield in 1945 when the two warplanes arrived. In early 1946, members of the school’s engineering department towed the P-51C, s/n 42-103645, from the airport to the campus.
The P-51C remained parked at the college through 1965 when it was sold to two individuals who hacked the wings off outboard of the landing gear and towed it over the highway the 140 miles to Billings, Montana, where it was subsequently abandoned. The rare Mustang was eventually obtained by the Commemorative (Confederate) Air Force and, after an extensive restoration in the 1990s, flew as NL61429 until May 29, 2004, when it suffered a fatal crash at Bay City, Wisconsin. The remains of the Mustang were rebuilt, with the airplane flying again in 2009, and subsequently suffered several more incidents. However, it is now airworthy and flies with the CAF in Tuskegee Airmen colors. (For more on this P-51C, go to Aerial Visuals.)
Meanwhile, the B-17F remained parked at Gallatin Field through the winter of 1946. It retained the AAF olive drab and grey camouflage colors. A photograph of the airplane at the time shows fuselage and tail codes of “M S5,” denoting the “M” field code for McDill Field and aircraft number “S5”, it’s last AAF markings.
Then, in the spring of 1946, a team of seven engineering students under the direction of Professor T.J. Zilka began the task of disassembling the bomber for eventual transport to the college campus. The students, all World War II veterans and including two AAF pilots, were participating in a course on solving mechanical engineering problems, with the disassembly and transport of the B-17 officially being a large laboratory experiment.
Major subassemblies of the outer wing panels, the vertical and horizontal stabilizers, control surfaces, engines, and propellers were removed and transported to the college. Interior components such as radios were also removed to lighten the fuselage for later transport. Through the remainder of the spring and summer of 1946 the inner wing panels, including engine nacelles, were detached from the fuselage. On a very early summer morning in August 1946 the final move to the campus began. The front of the fuselage section was hoisted onto a truck and a wing section loaded onto another truck. The fuselage was towed using its tailwheel to support the aft fuselage, while the wing section followed along on the journey to campus. The second wing section was moved later in the day, after the first was unloaded. Once on the campus, the subsequent months saw the airplane reassembled, with all but two engines and their propellers being reinstalled. The engines went into an airplane powerplant lab, while the rest of the airframe was used both as a technical training device and an informal memorial.
As the years passed, both the B-17F and P-51C became a playground for kids and point of amusement for college students. There is one report of an enterprising student and ex-AAF pilot, in an incident that no doubt involved a generous amount of alcohol, finding the skills to actually fire up the Merlin engine of the Mustang, to then enjoy a brief but no doubt exciting taxi around the campus.
By the early 1950s, though, the supply of surplus B-17s, once spread across surplus airfields in countless numbers, was gone. Those fields had been sold as large lots to scrapping contractors in July 1946, and those contractors were superbly efficient in reducing surplus warplanes into scrap and then aluminum. By 1949, the availability of surplus warplanes in general, and B-17s in particular, from government stocks was zero. Thus, any operator wanting to find a B-17 to purchase was left two options: try and purchase one of the eleven B-17s carried on the U.S. civil register in 1950, or cull through the dozens of technical schools and municipal war memorials to try and pick up a tired and probably vandalized airplane for a song.
The second option proved attractive, particularly for those on peripheral edges of the aviation business whose concern with legal formalities was often trumped by potential profit. The problem was that the U.S. government, in the transfer agreements worked out by the RFC, retained legal ownership of the airplanes. The agreements specified that once the schools or cities had no further use for them, they either had to return the airplanes to the government or scrap them. This was the government’s way of controlling where the airplanes ultimately went, and an effort to keep them out of the wrong hands. One of the major players in the 1950s effort at acquiring surplus B-17s and other warplanes from schools and cities was Owen W. Williams and his California-Atlantic Airways, based at the Pinellas International Airport in St. Petersburg, Florida.
B-17F 42-3470 to Owen Williams and California-Atlantic Airways
Between 1950 and 1953, Williams worked very diligently and procured at least five B-17s from entities as diverse as the Hazen School District in South Dakota and a Boy Scout troop in Polo, Illinois. Several of these he employed for a time in his own operations, but most of them eventually ended up flying for companies in South America.
Using the sparse civil registration records available, it is possible to construct a reasonable sequence of events about the sale of B-17F 42-3470. In the fall of 1953 Williams approached Montana State College about purchasing the B-17. The school was happy to part with what was becoming an eyesore on the campus, and agreed to sell the airplane. First, however, the school had to obtain legal title. On November 30, 1953, the U.S. government released their interest in the B-17F in return for payment of $8,465.42 (about $100,714 in 2025 dollars). How that absurd sales price was negotiated is unknown, but it can be fairly certain that Williams paid that to the government using the college as the conduit. Three days later, on December 2, the school formally sold the B-17 to California-Atlantic Airways for $600. Shortly afterwards, an application for civil registration was made with the CAA, and the registration of N66574 was assigned.
As the deal was in the works, the B-17 was moved from the college site back to the airport by a local construction company. It was put back in airworthy condition and fueled with 1800 gallons of “special aviation gasoline” brought in from Butte, Montana. It was ferried out by Owen Williams and mechanic W. G. Hayes on December 14, 1953, and delivered to St. Petersburg for further mechanical work.

Once at the California-Atlantic base at St. Petersburg, the airplane received addition work, though there is no record of any of that maintenance in the CAA (FAA) file, nor was a certificate of airworthiness issued for N66474. However, as can be seen in the June 15, 1954, article below, the airplane received extensive work and a new paint scheme. Most likely, at this point, the left side cargo door was installed.

Also, during the subsequent eight months after December 1953, four mortgages totaling the amount of $24,250 were executed against the airplane in the name of Marshall M. Landy of Miami, Florida. Landy was a major aircraft broker from at least the 1950s through the 1980s.
N66574 to Peru
By 1954, Owen Williams’ operations with California-Atlantic were wrapping up. That year, Williams was instrumental in the organization of a new Peruvian cargo airline, Rutas Aereas del Peru (RAPSA). Information about RAPSA is hard to come by, but Williams sold B-17F 42-3470 on August 11, 1954 to the newly organized company in Peru. The sales agent was Admiral F.W. Rockwell of Exporters Service, Washington, D.C. RAPSA was evidently organized around that aircraft, and Williams flew that aircraft exclusively on Peruvian cargo routes from December 1954 through August 1955 while living in Lima. It appears that RAPSA closed up shop in the late summer of 1955.
In November 1954 there was an attempt to file a chattel mortgage by RAPSA again in favor of Landy, this time for the amount of $50,000. The CAA rejected that attempt on the basis that the airplane was no longer a U.S. civil registered aircraft. Instead, the U.S. civil registration was canceled.
In Peru, meanwhile, the airplane had received the Peruvian registration of OB-RAH-346, the registration being reserved in November 1954 and assigned on January 22, 1955. RAPSA (Williams?) named the aircraft “El Chasqui.” For much of the first year of its Peruvian service, it was flown by Owen Williams himself on domestic cargo flights, so its use is established through mid-August 1955.




Aborted Sales to Bolivian Operator as CP-633
It is presumed that it remained in Peruvian cargo service through at least 1956 and probably through 1957, though the record suggests the RAPSA did not remain in business through that time, and the Peruvian operator of OB-RAH-346 is unknown. In January 1957, it was slated to go to an operator in Bolivia named Empresa Eximas Ltda., and the Bolivian registration of CP-633 was reserved but the aircraft was never delivered. No details have surfaced about this assignment.
42-3470 Back to the U.S. as N9815F
Landy, however, resurfaced on January 25, 1958, when he purchased the airplane from its Peruvian owners for $11,500. The following month, the U.S. CAA assigned the civil registration of N9815F to s/n 42-3470 pending the cancellation of the Peruvian registration. In April 1958, Landy’s Peruvian representative, Jerry Dobby, made application for a local test flight in the Lima area. Then, in late April, crewed by pilot C. Pollack and copilot Dobby, the airplane was ferried back to Miami.
Photographs of the airplane after its arrival from Peru indicate the removal of the fuselage waist windows and the installation of cargo door, hinged at the top, on the left aft fuselage. Also noted were the installation of a series of tiny slit windows, two on the left and five on the right, in the aft fuselage. The addition of external structural doublers below the cargo door and running the length of the aft fuselage are also evident. The date and source of the modifications are unknown. They could have been done in the U.S. prior to the aircraft’s export to Peru in 1954, though no required paperwork was filed detailing any modifications, or they could have been done by the Peruvian operator in Peru.
Between April 1958 and June 1959 there was a series of correspondence between Landy, the CAA, and the Peruvian government. The CAA would not issue the U.S. registration until it received a formal cancellation of the Peruvian registration. The Peruvian government notified the CAA that the Peruvian registration was cancelled in November 1959. Three months later, in February 1960, the registration was finally issued in Landy’s name. Confusing the ownership chain, however, was correspondence from Landy made several years later, in August 1963, when he wrote to what was now the FAA and informed it that, by the way, he had actually sold the airplane in December 1958 to a company named Aircraft Representation and that “apparently that company had neglected to ask us to cancel the registration at that time.” There is nothing in the aircraft file about a company named Aircraft Representation, nor has any other information about this company surfaced.
Confusing Paper Trail: AN-AMI?
What is notable is that in mid-1959, while the paperwork difficulties ensued, the airplane was seen on the ramp at Miami wearing the prominent Nicaraguan registration of AN-AMI on the fuselage, the smaller but still evident registration of N9815F on the tail, and the titles of “Linea Aerea Borinquen” on the fuselage, and a large “LAB” marking on the tail. The views of this B-17F carrying these markings in 1959 have mystified aviation historians for years. No records have come to light to validate the issuance of AN-AMI to this B-17, but one source knowledgeable about the Nicaraguan registry suspects the registration was indeed valid and reserved probably in June 1959. It appears, however, that the registration was never formally assigned to the airplane. In January 1962, the same registration number, AN-AMI, was assigned to a DC-6 operated by the Nicaraguan national airline LANICA. Details of Linea Aerea Borinquen have also apparently been lost to history, as no information has become available about this company either.

After much diligent searching, no additional information has come to light about the use of this B-17 during this period. There has been some speculation that it was among a group of aircraft to be used in the 1959 counter-coup by supporters of deposed Venezuelan president Marcos Perez Jimenez against his successor, President Romulo Betancourt. Nicaraguan President Somoza allegedly supported the counter-coup, but there doesn’t seem to be any evidence that this airplane was involved in any manner. The actual whereabouts of N9815F between 1958 and 1962 is unknown other than those appearances at Miami. Given the murky records available, it is doubtful that any additional information will surface about the utilization of s/n 42-3470 unless some knowledgeable participants come forward with some first-hand information.
N9815F to Colombia as HK-580 and then ???
However, this airplane later shows up operating under the Colombian civil registration of HK-580. According to researcher Jaime Escobar in the journal of the Latin American Historical Society, 42-3470 was purchased in late 1962 by Colombia’s AEROPESCA to serve as a long range transport capable of flying from Bogotá to Colombian cities located on the Amazon River. No specific dates have surfaced, but HK-580 was reported utilized under contract with the Colombian government to transport prisoners. Photographs of the airplane taken at the time show that the cargo door on the left fuselage remained in use. Another report states the airplane was operated by Aerolíneas del Caribe with no other information.
There is also a photo of HK-580, evidently on the ramp at a Miami airport, where it appears somewhat in disuse with one of the tires is nearly flat, though the date of the photo is not known.

The trail of 42-3470 ends in Colombia after 1962. There does not seem to be any documented accident report available, but there is a 2010 report to me via email from Lisandro Arturo Zapata Mora who tells:
“About the B-17 HK-580 that went to Colombia. The plane crashed in 1962 in the airport of Puerto Asis in a remote south jungle town. The air control did not advise the pilot about some cows in the runway and the plane overshoot landing and crashed at the end of the runway. Even though I had asked many time to many sources nobody knows exactly if the remains of the plane are close by the airport limits. But a group of friends still are looking for an answer to see if is possible to recover the plane and rebuilding for a museum.“
So, that was 2010, and no further word about the airplane has emerged. Are parts of it still there? Based on a look at the referenced airport, it seems doubtful that anything of the airframe might remain. As per Google Maps, the airport looks to be surrounded by development, but who knows? We await any further information with interest.

(Thanks to John M. Davis, Mario E. Overall, Gary G. Kuhn, Fabian Capecchi, Jaime Escobar, the late Malcom Gougon, Patrick Williams, Lisandro Arturo Zapata Mora, and the LAAHS for invaluable assistance.)
Leave a Reply