Originally activated in 1943 as the 465th Bombardment Group, a World War II United States Army Air Forces combat organization.

The group served primarily in the Mediterranean, African, and Middle East Theater of World War II and was awarded two Distinguished Unit Citations for its actions in the summer of 1944.

Activated on 19 May 1943 at Alamogordo Army Airfield, New Mexico as a B-24 Liberator heavy bomb group; assigned to II Bomber Command for training.

Completed training by February 1944 and received deployment orders to the Mediterranean Theater of Operations (MTO), being assigned to Fifteenth Air Force in Southern Italy.

Began movement overseas via South Atlantic Route via Morrison Field, Florida, via Trinidad, Brazil, Dakar, Senegal and Marrakesh, French Morocco, then to the Tunisia.

On two different missions – to marshalling yards and an oil refinery at Vienna on 8 July 1944 and to steel plants at Friedrichshafen on 3 August 1944 – the group bombed its targets despite antiaircraft fire and fighter opposition, being awarded a Distinguished Unit Citation (DUC) for each of these attacks.

Other operations included bombing troop concentrations and bivouac areas in May 1944 to aid the Partisans in Yugoslavia; attacking enemy troops and supply lines to assist the drive toward Rome, in May to June 1944; striking bridges, rail lines, and gun emplacements prior to the invasion of Southern France in August 1944; bombing rail facilities and rolling stock in October 1944 to support the advance of Russian and Romanian forces in the Balkans; and hitting troops, gun positions, bridges, and supply lines during April 1945 in support of Allied forces in northern Italy.

B-24s were modified with sealed bomb bays, removal of all defensive armament and internal fuselage equipped with seating to carry approximately 30 personnel.