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News > From the Archives > Michael Willmott and the loss of HMS Talisman

Michael Willmott and the loss of HMS Talisman

Read the fascinating story of OP Lt Cdr Michael Willmott DSO and his service as a submariner in the Second World War in this comprehensive account by Robin Knight.
Lt Cdr Michael Willmott DSO
Lt Cdr Michael Willmott DSO


During the Second World War, British submarines operating in the Mediterranean played a critical role from 1941 in the defeat of German and Italian land forces in North Africa, so enabling the Allied invasion of Italy in 1943. Today most of those involved, and their vessels, have disappeared into files in The National Archives at Kew – thumbed over by researchers, yet neglected by the wider world.

One such individual is Lt Cdr Michael Willmott DSO, commanding officer of the T-class submarine HMS Talisman, manned by a crew of 63, lost without trace at sea on 18/19th September 1942, having in all probability hit an enemy mine. This is Willmott’s story.                                           

Michael Willmott had an unusual background. His father was actually named Ernest Willmott Sloper and brought up in Taunton, Somerset. Studying art part-time in the city, he worked for a local architect but was dogged by ill health and probably suffered from tuberculosis. The medical consensus of the time was that the climate on South Africa’s high veldt would benefit him. So, in 1902, soon after the Boer War ended, he sailed for Cape Town.

Reconstruction after this bitter conflict offered many job opportunities for a young man and within months Ernest was working with Sir Herbert Baker, the dominant architectural influence of the era in South Africa. Before long he was a partner with Baker, had changed his name to Ernest Willmott and begun specialising in the design of upmarket houses for the nouveau riche of Johannesburg’s fast-emerging northern suburbs as well as some prestigious government buildings in Pretoria and Bloemfontein. An arts-and-craft house he designed for himself in Parktown called Endstead, survives to this day along with a blue explanatory plaque. 

South Africa, though, proved to be just a way stop. Whether for health reasons or to get married, Ernest returned to England in 1906 and soon after wed Mabel Johnson, the daughter of George Johnson a Royal Navy admiral. Johnson had been born in 1809, joined the RN in 1824 and had an incident-packed career in the Service including taking part in anti-slaving operations in West Africa and the West Indies, being part of a British force that seized the forts of St. Jean d’Acre in 1840, and taking part in both the 1st Opium War with China and the Flagstaff War with the Maoris in New Zealand in 1845-46. Michael was born in 1909, six years after Johnson died. But perhaps the vivid Autobiography and Memoir the admiral dictated to his wife just before he died in 1903 fired young Michael’s imagination? We shall never know, but there is no other apparent link to the sea in Michael’s background.

When Michael was seven, his father Ernest died aged 45. It was 1916 and by then the family was living in Little Kingshill, a village near Great Missenden in Buckinghamshire. Suddenly a penurious widow, Mabel began to farm in a small way, acquiring a herd of Jersey cows and a pony-and-trap and taking on a daily milk round. Money was tight, but a generous friend of Ernest, reputed to be a wealthy diamond dealer from Johannesburg, came to the rescue and paid for Michael to go to Berkhamsted prep school and then, in 1922, to the Nautical College Pangbourne (NCP) in Berkshire.

At this point, just five years after its foundation by a leading Victorian ship owner called Sir Thomas Devitt, the NCP on top of a hill outside Pangbourne was a rough-and-ready sort of place devoted to preparing raw teenagers to life at sea as officers in the huge British merchant marine. Pupils wore a quasi-naval uniform, marched on parade, learned a variety of upper and lower deck nautical skills and rowed in whalers on the river Thames. Nothing stood out in Michael’s record at Pangbourne but, when he left the College at the end of 1925, he managed to secure one of the five RNR nominations offered by the Admiralty that year to NCP cadets. It was to prove a lifeline to a different future.                                                          

First, though, Willmott had to earn a living outside the Royal Navy. The depression that was to becalm world commercial shipping in the late-1920s and early-1930s had yet to bite, so in 1927 Michael began a three-year apprenticeship, first with Union Castle in ss Bratton Castle and then with a subsidiary of Royal Dutch Shell called Eagle Oil Transport. Mostly he sailed in ss Ugon, a 6,000-ton crude oil tanker that plied its trade between ports in Mexico and the Caribbean and the east coast of United States. On one such voyage he is recorded as having arrived in New York from Aruba on 15th October 1929 aged 21, 5ft 8 inches tall, weighing 141 lbs and having had four years’ service at sea. 

Shortly after this voyage Michael completed his apprenticeship and joined the Federal Steam Navigation Company (part of the New Zealand Shipping Company) as 4th Officer in the 9,036-ton ss Devon, a refrigerated vessel conveying meat and fruit to the UK and general cargo to Australia and New Zealand. This was to be his life for the next six years. Other ships he sailed in included ss Waroonga, ss Piako and ss Hertford – all to be sunk by enemy action during World War 2.

Of his time on land, little is known. In September 1932, while on leave, he was involved in a car crash near Wokingham in which a cyclist was killed but seems to have been exonerated. In the Spring of 1933, he made his only known visit back to the Nautical College; soon after he joined the Overseas League Club in London through his Pangbourne link. Towards the end of 1936 he gained his Master’s Certificate of Competence, allowing him to serve as captain of any UK-registered commercial vessel anywhere in the world.                                 

In parallel, Michel Willmott, like scores of other young men in the 1930s, pursued a backdoor route to get a permanent Service commission through his RNR (Royal Naval Reserve) designation. Appointed Midshipman RNR at the start of 1926, he was expected to fulfil three to four weeks training in one block each year, although sometimes it might be longer. In his RN file, Willmott is recorded as doing RNR training most years through to the end of 1936, being promoted to Acting Sub Lt RNR in 1930, Sub Lt RNR in 1932, Acting Lt RNR in 1933 and Lt RNR in November 1935.

By 1933, however, the post-World War One wind was changing direction and the Royal Navy was looking for ways to expand its small and outdated submarine service within the limitations imposed by the 1930 London Naval Treaty. Two new submarine classes were announced – the smaller U-class and larger T-class. Willmott must have sensed a chance to get a permanent commission. An added attraction was that the submarine service paid better than other branches of the RN. So in August 1932 he plumped for Submarines and was appointed to the submarine HMS Swordfish for RNR duty two months later. The following year he did his RNR service as Navigating Officer in the submarine HMS Seahorse followed by a stint in the submarine depot ship HMS Cyclops, then part of the 1st Submarine Flotilla based at Malta.

Finally, having acquired his Master’s Certificate aged 27 and for the first time feeling able to widen his horizons, Willmott put the Merchant Navy decisively behind him and transferred full-time to the Supplementary List RN on 13th March 1937 with the rank of Lt and nearly four years’ back-dated seniority. A month later on 19th April 1937 he formally entered the Royal Navy and was attached to the land-based RN Submarine Service base HMS Dolphin at Fort Blockhouse in Gosport.

Days before, in the shadow of the ongoing Spanish Civil War, he had taken part in a public debate about pacifism at Little Kingshill. “Mr. Willmott put a difficult question to the proposer who asked for time to consider the answer,” ran a report in the Buckinghamshire Examiner. “The question was: How could a ship be sent to the aid of Spanish refugees without carrying arms?” In another notable development in 1937 he got engaged – to Margot Roberts, a respected teacher at Sherborne School for Girls in Dorset.

Soon after the engagement, the RN intervened. Michael was sent to the Far East. In the end the couple did not marry until June 1940. By that time war had broken out and Margot was an officer in the A.T.S. (Auxiliary Territorial Service) according to a contemporary account of the wedding in the Western Gazette. The nuptials took place in the girls’ school chapel – the first to do so – followed by a honeymoon in North Devon. “The bride’s gift to the bridegroom was a signet ring and the bridegroom gave the bride a triple mirror” reported the newspaper.

Few descriptions of Michael Willmott the man survive. One of his hobbies, no doubt picked up during his MN apprenticeship sailing the world’s oceans, was said to be “chip carving” – making little boxes out of bits of wood. His grandson, quoting family stories, describes him as “not a spendthrift …he never had much money and would seek out good-quality items in London that were value for money.” His sister Mary once claimed that he was “quite a disciplinarian” who sometimes had to be reined in after he joined the RN. Several of his naval confidential reports note his charm, easy social manner and popularity with the crews he led and also his strong character.

In entering the Royal Navy submarine service in 1937, Michael Willmott was also joining a select few. Even at the start of World War 2, despite a steady build-up since 1935, there were just 350 officers and 2,800 ratings serving in a mere 57 RN submarines deployed worldwide in the Atlantic and Mediterranean and at six foreign “stations” – a deployment, including crews on depot ships, of 5,150 men or less than 4 per cent of the Navy's total personnel. 

For Lt Michael Willmott RN, then aged 28, life in the Royal Navy Submarine Service really began when, in mid-August 1938, he was appointed to the RN’s China Station and reported for duty at the Singapore-based depot ship HMS Medway. From Medway he moved to Hong Kong to join the P-class submarine HMS Phoenix as Navigating Officer – part of the 4th Submarine Flotilla. Tasked with patrolling the coasts of China, the western part of the Pacific Ocean and the waters around the Dutch East Indies, the submarine would also be called on from time to time to protect British commercial interests in the area.

Eighteen months later in his first confidential report, written by a Lt Cdr Chapman on 26th February 1940 as he prepared to return to the UK, Willmott was assessed like this: “He lacked experience both as an officer in the RN (ex-RNR) and as a S/M (submarine) officer, having served a comparatively short time in both. Largely for this reason, he was not a success during the early part of the period of this report. In the last eight months, however, he has shown a very great improvement and I am convinced that this will increase with yet further experience. I consider him now to be a reliable and competent officer. He has many sound ideas and takes a keen interest in the profession. He gives me particular confidence as Officer of the Watch on patrol. He is ready for command of a S/M in due course. He is most loyal and tactful but not afraid of giving his views to anyone. His social qualities are excellent and he has considerable charm of manner.” Out of a possible total of 54 points marking his abilities, he was scored 30 or “Average”

Having been selected for the Commanding Officer Qualifying Course (COQC), known as the “Perisher,” he joined it at HMS Dolphin in May.  His Teacher, the commanding officer of this COQC, was Lt Cdr H.P. (“Pat”) de Crecy Steel. No record of his appraisal survives but evidently Willmott passed. Early in September 1940 he was sent to Scotland and served in a trio of submarine depot ships, HMS Maidstone, HMS Titania and HMS Cyclops. The latter was based at Rothsay and was part of the 7th Submarine Flotilla. From Cyclops, Willmott, aged 31, was given his first RN command – the training submarine H 50.

From the end of November 1940 to the start March 1941 he gained valuable experience in H50 whilst conducting endless basic training exercises in the Clyde and Tobermory areas before handing over to another Old Pangbournian, Lt Peter Harrison – later to become one of the Royal Navy’s most successful WW2 submariners with a DSO and DSC & Bar to show for his successes in the Mediterranean.

At the end of this testing period, on 28th February 1941, the captain (S) of the 7th Submarine Flotilla, Capt Roderick Edwards, echoed Lt Cdr Chapman in rating Willmott only “average,” with 30 points out of a possible 54, and rather damning him with faint praise. “He has shown great improvement whilst serving in the 7th S/M Flot. A little pig-headed and argumentative. Rather lacking in initiative, but this will improve as his knowledge and experience increase. A steady and reliable officer.” What Willmott needed was a chance to display his underlying combative character rather than his manners in the mess. He was soon to get it.

On 5th March 1941 Michael Willmott was appointed to the submarine depot ship HMS Forth. This vessel was part of the 2nd Submarine Flotilla based at Halifax, Nova Scotia, Canada. Willmott is to be officer commanding a T-class submarine HMS Talisman. He is thought to be the first former RNR/Merchant Navy officer to command a Royal Navy submarine in World War 2.

Talisman was one of 53 T-class submarines built before and during the war. Launched in 1938, she displaced 1,290 tons when surfaced, was 276 feet long and 25 feet wide, had a twin-engine diesel electric power unit, could travel 8,000 miles, had a maximum speed of 15.5 knots when surfaced and 9 knots submerged and carried 16 torpedoes and one deck gun. Willmott was her second captain. 

On 6th March, the submarine left Holy Loch in Scotland for Halifax in the company of the submarine HMS Torbay commanded by Lt Cdr A.C.C. Miers, later to be awarded the Victoria Cross for actions in the Mediterranean.

En route the pair were ordered to look out for the German battlecruisers Scharnhorst and Gneisenau. Two large warships were sighted and Willmott dived Talisman and began preparations for an attack before the ships were recognised as British. Arriving near Halifax in a fog, Talisman was meant to meet up with a Canadian armed yacht called HMCS Otter. Only when the fog lifted could Willmott see that Otter was on fire. Getting as close as he dared, he discovered that Otter had been abandoned. Eventually spotting a raft, Talisman was able to rescue four of the nine occupants; the remainder drowned.

Some uneventful convoy-escorting operations followed to the end of June when Talisman was ordered to sail to Gibraltar to join the 1st Submarine Flotilla in Alexandria, Egypt.  A confidential report on Willmott written by Capt. CGP Menzies, the senior officer of the 2nd Sub. Flotilla, stated: “Talisman is the first patrol S/M which this officer has commanded and his self-confidence is increasing satisfactorily. He is very keen and thorough, full of good ideas and gives great attention to the wellbeing of his company. Leads a healthy life and is very keen on games.” Willmott’s abilities’ rating rose to 42 points out of 54.

Crossing the Atlantic, Willmott was ordered to look out for a British merchant ship called ss City of Auckland which was reported to be under shell attack by a German U-boat. On arriving at the location given, nothing was found. City of Auckland had escaped and is thought to have survived the war. Reaching Gibraltar on 17th July, Talisman left 12 days later for the besieged island of Malta carrying gallons of vital aviation spirit. She arrived there on 5th August having sighted four Italian destroyers – too far away at 6,200 yards to be attacked.

Days later Willmott set out on the last leg of Talisman’s marathon 5,400-mile journey. About 140 miles northeast of Tobruk, he spotted another submarine. Three of Talisman’s torpedoes were fired before the target challenged Talisman with the Allied Private Signal. Fortunately, this was recognised. Only when Talisman got to Alexandria did Willmott discover that the other submarine was HMS Otus. An investigation followed. This found that Talisman was “way out of position” but had not been informed that Otus was on passage to Malta. The head of the Submarine Service, the redoubtable Adm Max Horton, protested to the Admiralty.

By now Talisman’s crew might well have begun to wonder if their new captain was incident-prone. Some reassurance arrived on 11th August when Willmott was promoted to Lt Cdr four days before reaching Alexandria. The five-week transatlantic crossing, however, had proved to be a harbinger of an incident-packed future in the next 13 months

Under its previous captain, Lt Cdr Philip Francis, Talisman had undertaken seven war patrols in 1940-41, all in UK or French offshore waters. Twice attacked by German aircraft, the submarine had escaped undamaged on both occasions in addition to sinking a German anti-submarine trawler and capturing a French trawler. At least six torpedoes had been fired off the Gironde estuary against an Italian submarine which, however, survived unscathed.

Further afield, Talisman was untried. Moreover, the Mediterranean, with its clear and relatively shallow waters, was not a natural hunting ground for an easily visible vessel of such large mass. Indeed, 13 of the 53 (25%) T-class submarines that entered service from 1938-46 were sunk in the Mediterranean. That said, the T-class – superior to the ‘O’, ‘P’ and ‘R’ classes which preceded it in terms of submerged speed, handling, and the number of torpedo tubes – proved to be a sturdy and generally reliable vessel. And a number, such as HMS Torbay (Cdr. Miers VC) and HMS Turbulent (Cdr J.W. Linton VC), did achieve a high strike rate against enemy ships. This, in turn, hastened the Axis defeat in North Africa in 1942-43 as supplies to German and Italian land forces dried up.

Willmott now set out to enhance Talisman’s record. Six days after reaching Alexandria, he began his first war patrol. It lasted 17 days, mostly spent in the Gulf of Sirte and off Benghazi. Commencing on 23rd August with a torpedo attack on an Italian merchantman Beltona during which one of the three torpedoes fired malfunctioned and passed Talisman overhead (causing Willmott to dive deep “with all despatch” to avoid detection), one incident followed another.

Five days out of Alexandria, a major fault was discovered in Talisman’s port engine which put it out of action for most of the rest of the patrol. On 30th August the submarine got into a surface firefight with two Italian “motor sailing vessels” – the auxiliary minesweepers R-86 and San Michele – about five miles north of Benghazi. One of the Italian ships was abandoned, but the remaining vessel began “a spirited fight with a light automatic” machine gun and hit the submarine. Talisman hastily retired seaward and then was chased by two Italian anti-submarine torpedo boats. Despite being able to use only one engine, she got away.

Limping back to Alexandria, Talisman ended her first Mediterranean war patrol on 7th September. Michael Willmott’s new commanding officer, Capt (S) 1st Submarine Flotilla S.M. Raw (later to become Vice Adm Sir Sydney Moffatt Raw), pronounced the patrol “a little disappointing” but commended Wilmott for his “determination.” Throughout the patrol, Raw noted, the air temperature on board Talisman had been above 90 degrees Fahrenheit, yet the crew had remained “healthy and cheerful and not saturated.”

A two-week break in Alexandria followed. Talisman, by then repaired, was sent to the Aegean, leaving port on 20th September and beginning her patrol off Crete and Santorini Island. This patrol, too, was full of incident and showed Willmott very prepared to take unconventional actions in pursuit of the enemy.

Four days out of Alexandria, he ventured into the shallow harbour, no more than 10 feet under the keel, at Santorini. Heavy weather forced a retreat in the next two days so that Talisman could dive deep to avoid danger. It was not, therefore, until 1st October that the submarine went into action, torpedoing an Italian convoy protected by destroyers west of the Zea Channel but apparently missing the targets (two merchant ships). In retaliation, Talisman was counter-attacked by an Italian torpedo boat for 45 minutes, dodging 24 depth charges. No damage was caused. Some confusion, however, resulted from this action as Willmott reported hearing an explosion after firing the three torpedoes and a possible hit was claimed.

The next day a certain hit was recorded when Talisman came across a beached German merchant vessel called Yalova which had been torpedoed days earlier by HMS Tetrach and run aground to prevent her sinking. Firing two torpedoes at the 3,751-ton Yalova and two Axis salvage vessels close by, one of the torpedoes had a gyro failure and exploded on shore, alerting the enemy. The other destroyed Yalova. A counter-attack ensued involving bombs and depth charges, but Talisman “went deep” and again escaped undamaged. 

A second certain hit was recorded on 4th October when Talisman fired four torpedoes and sank the 8,194-ton Vichy French passenger ship Theophile Gautier northeast of Kea Island. This vessel was part of an escorted Axis convoy passing through the Doro/Zea Channel. A 90-minute counter-attack resulted during which 29 depth charges were dropped. Again, Talisman got away unscathed. Of the 109 people on board Theophile Gautier, 20 died; the rest were rescued by the escort vessels and taken to Piraeus.

One last action defined this patrol. On 7th October, about ten miles north of Suda Bay off the northwest coast of Crete, Talisman attacked two German merchant vessels – the Salzburg and the Trapani. All the torpedoes she fired missed their targets. Soon after an enemy convoy was sighted including two destroyers and two merchant ships with aircraft patrolling overhead. Undeterred, Talisman moved to action stations and fired three torpedoes. “One ship (was) heard to sink.” In reality, Salzburg and Trapani survived. Talisman dived deep to 210 feet to get away and, despite being depth charged for 35 minutes, once again survived intact. 

Torpedoes missing their targets frequently lowered morale on submarines in World War 2. But this does not seem to have happened in Talisman. Willmott reported that the crew had “pulled together well” on the patrol and that there had been a “spontaneous cheer at the hoisting of the Jolly Roger on entering harbour.” But he was also quite self-critical stating that only the “unbelievable, but fortunate, negligence on the part of the enemy” had allowed Talisman to escape from the Zea Channel on 4th October. For his part, Capt Raw, by now warming to Willmott, assessed the patrol as “well conducted and effective, which reflects credit on Lt Cdr Willmott…for his determination and outstanding success. His attacks were all made in the face of severe A/S (anti-submarine) measures.”

Raw added: “Though his methods were unorthodox – firing on one occasion from right astern – he (Willmott) achieved great success in sinking three ships totalling over 15,000 tons, including two with 180-degree track shots after being baulked in his first attack – a most noteworthy feat.” In another report held in the National Archives files, Raw recorded: “The Admiral (A.B. Cunningham, C-in-C Mediterranean Fleet) has remarked that Lt Cdr Willmott is unorthodox, particularly after his recent engagement with a destroyer giving him fun. The Admiral expressed his intention of sending Willmott a signal in due course.” Maybe he did, but it is not recorded if this ever happened.

By now it must have been clear to Capt Raw and others in Alexandria that Willmott had what it took to command a submarine in wartime. Only eight days after returning to port, Talisman was sent on a secret mission – officially its 3rd war patrol in the Mediterranean. Submarines of the 1st Submarine Flotilla often found themselves on such operations. On this occasion the order was to reconnoitre an Italian-held beach 250 miles behind enemy lines in Libya which Allied special forces wanted to use for a raid at a later date. A landing party of four officers boarded Talisman on 20th October and had orders to scout out the chosen beach and the surrounding area.

Little went right. Two folbots (modified kayaks) carrying the four men left Talisman just after 10:00pm on 24th October. The group was seen to land safely and proceed inland. Then shots onshore were heard by the submarine crew. Talisman hung around for 24 hours but no one returned to the vessel. Later in the war it emerged that all four officers had been captured alive by the Italians.

On returning to Alexandria on 29th October, Willmott wrote a scathing report about this debacle. Of the four men in the group, he pointed out that two had never seen a folbot (modified kayak) before, three were susceptible to sea-sickness, and none could signal by Morse (code). They were “not experienced enough” for this type of operation and had been given little time to train for it. In another report he advised against returning to the chosen beach (“quite impractical”) since any landing there could be observed from cliffs above the beach and there was “considerable enemy activity” in the area. As a result, a new beach was selected but it, too, had no protection for submarines.

Allied submarines based in the eastern Mediterranean frequently undertook such cloak-and-dagger operations, almost as a side-line to their main function of destroying enemy shipping. However, Willmott now had one that was unscripted. While returning to Alexandria on its 3rd war patrol, Talisman had an encounter off the coast of Libya with a Special Operations Executive (SOE) mission.

Late on the night of 27th October the submarine (on the surface at the time) ran into two Greek-built caiques (fishing boats) – Hedgehog, towing the smaller Escampador – making their way to German-occupied Crete in order to deliver captured Italian rifles and boots to Cretan guerrillas and to rescue stranded Allied soldiers. The party was led by another Old Pangbournian – Lt Cdr Mike Cumberlege RNR who had left the College for a life at sea the term before Willmott arrived in 1922.

After a nervous challenge, the caiques were allowed to go on their way. Willmott ordered the crew to secrecy. In his log he describes one of the two occupants as “a most suspicious-looking character.” This must have been Capt Boreas, a redoubtable Cretan guerrilla. The other person was Mike Cumberlege, later to win two DSOs, be captured in 1943 and be murdered in Sachsenhausen concentration camp in Feb/March 1945.

Cumberlege always had a camera with him on his operations and took a vivid image of this chance meeting – “one of our nastier moments” he reported later. 

The follow-up to Talisman’s 3rd war patrol commenced just 12 days after Willmott got back to Alexandria. Known as Operation Flipper (and also as the Rommel Raid), it turned into Talisman’s 4th war patrol. The stated aim was clear and unambiguous: to land a 60-strong British commando force from two submarines to attack the headquarters of General Erwin Rommel, commander of Axis forces in North Africa near Beda Littoria, and to kill or capture Rommel. In reality, Rommel had already moved his HQ nearer Tobruk and was no longer at Beda Littoria. But this was not known at the time – with tragic and disappointing consequences.

Commanded overall by Lt Col Robert Laycock, a team from No. 11 (Scottish) Commando led by Lt Col Geoffrey Keyes was to attack the supposed HQ buildings. Two vessels were selected to transport the force to a beach near Hamama some 250 miles behind enemy lines. One was Torbay, commanded by Lt Cdr Anthony Miers. The other was Talisman – perhaps a recognition of Willmott’s determination to take the war to the enemy and also to his prior experience of a North African beach landing.

On 10th November Talisman left Alexandria with 29 commandos on board including Laycock. The remainder were in Torbay. Sea conditions at the landing area at Zaviet-el-Hamama were “extremely unpleasant” and Torbay took seven hours to land its group guided ashore by a team from the Special Boat Squadron (SBS) – much longer than planned, and effectively halving the time Willmott had to get his party off Talisman as the tides turned and the weather deteriorated. So he took a risk and allowed Talisman to touch bottom in order to speed up disembarkation – a decision later deemed “unsound” by some RN hindsight-merchant reviewing the operation.

At this crucial point, the groundswell increased without warning. A wave swept over Talisman’s casing aft of the fore hatch, taking away seven of the eight landing boats and eleven men. Willmott hurriedly moved Talisman astern and tried to despatch a folbot to help the men in the water. But the folbot was wrecked while being launched. Next, he had the remaining folbots on board thrown clear of the submarine and ordered the remaining commandos to jump in after them. Only one boat got away “the right way up with men on board.” The rest “got into difficulties through being carried out to sea by the current and gentle breeze.” The Moon was well up when these men were eventually retrieved. Of those on board Talisman only Laycock and seven others actually made it to land.

Keyes now set off for Beda Littoria with 34 men in his party instead of the 59 planned. Talisman remained in the area until 4:00am recovering men and boats before moving out to sea and waiting. The following day the weather got worse. Both submarines were then ordered to return to Alexandria, arriving there on 20th November. Meantime Keyes had been killed in the attack on the buildings at Beda Littoria (he was awarded a posthumous VC). Most of his party, however, survived and were captured alive. Laycock, left to guard the beach with just three men, ordered his group to scatter. Three of the four made it to safety after 37 days in the desert dodging Axis troops. Both submarine commanders showed “the greatest determination to land their parties under very difficult and unpleasant circumstances” noted an official report on the raid.

Talisman’s 5th Mediterranean war patrol was to make Willmott’s name in the Submarine Service, lead to him being awarded the DSO and achieve some flattering headlines in UK newspapers. It began a week after he returned to Alexandria from Operation Flipper and was to last 20 days. This time the submarine was ordered to patrol off the western entrance to the Aegean in the Kithera area and to divert to the west coast of Greece at some point. Throughout, wrote Capt Raw afterwards, “a very high standard of efficiency and training was shown by the crew which reflects great credit on the commanding officer.” Willmott, he reckoned, “displayed a capacity for quick appreciation and action.”

The patrol initially was uneventful until 30th November when an Italian destroyer was spotted off the western end of Crete but not attacked; the weather was too rough to run torpedoes at a shallow depth setting. A second destroyer was seen the following day but again conditions – “a rising gale” – were too poor to attack. Later that day Talisman was sent to a position southwest of Crete to search for survivors of a downed RAF aircraft but nobody was found.

The heavy weather continued and Talisman took on large quantities of water over the bridge. On 7th December Willmott fired seven torpedoes at a German U-boat (later identified as U-371) but all missed. “The U-boat turned stern on (and) was lost shortly afterwards,” Willmott recorded laconically in the ship’s log.

Next day Willmott received “corrupted orders…to divest” (move away from the area). He decided to head for a 12-mile channel between Zakynthos Island and the Peloponnese. That evening, about ten miles south of Argostoli, he fired three torpedoes from 400 yards distance at the Italian destroyer Orione carrying gasoline from Brindisi, thinking it was a submarine.  All missed, but Willmott then ordered his gun crew to engage with the 4’’ Bren and Lewis guns from point blank range. In retaliation, the darkened destroyer tried to ram Talisman but missed narrowly. Now realising that his foe was not a submarine, Willmott crash dived. Some 43 or 44 depth charges followed in rapid succession in the next 70 minutes. Only minor damage was sustained and, shortly after, Talisman surfaced to find the contested arena deserted – nothing was in sight. “A remarkable episode” thought Capt Raw. “She (Talisman) taught an enemy destroyer a very salutary lesson in vigilance and preparedness.”

Two blank days followed and on 11th December Willmott was ordered back to Alexandria. On the way an enemy destroyer Freccia was sighted at 4:15pm accompanying a 15,000-ton merchant vessel called Calitea at a distance of 6,000 yards some 60 nautical miles WSW (West South West) of Schiza island. Four torpedoes were fired from Talisman at Calitea from 2,300 yards’ range. A fifth torpedo set off in error. Fourr hit the merchant vessel and sank her. Freccia briefly attacked Talisman, dropping 15 depth charges before stopping the action to pick up about 240 survivors from Calitea. “A short and skilfully executed attack” judged Capt Raw when he reviewed the operation.

Willmott now continued on course back towards Alexandria. On 14th December a remarkable engagement took place south of the east end of Crete. Talisman, and what turned out to be the Italian submarine Dagabur (under command of a Capt. Alberto Torri), made a mutual surface sighting on a dark, overcast night. Dagabur was older, smaller, slower and had fewer torpedoes than Talisman. It also had had a largely uneventful war to this point. Like two duellists facing up to each other, Dagabur was quicker on the draw and fired first with two torpedoes, but missed. Talisman retaliated with two torpedoes and fire from her deck guns, causing a small leak in Dagabur’s conning tower.

By then the submarines were on clashing courses and about to pass very close, starboard to starboard, to each other. Dagabur, no more than 100 yards from Talisman, dived. On Talisman’s bridge Willmott (in Capt Raw’s words) had the “astounding experience of looking down his opponent’s conning tower and seeing lights in the control room below.” Willmott and Raw both thought that Dagabur must have destroyed itself by diving with its hatches open but it was not so; Dagabur survived until Aug. 1942 when it was rammed by HMS Wolverine and sunk in the Mediterranean with all hands lost.

On 17th December Talisman ended its 5th war patrol in the Mediterranean. It brought glowing testimony from Raw: “Once again, the able and resolute way in which Talisman was fought and handled not only saved her from destruction but this time resulted in the 95% certain destruction of a U-boat which the commanding officer considers was German…a remarkable and highly successful patrol.” In particular, Raw noted “the quickness of decision and action” displayed by Talisman’s captain – the attack on 8th Dec. lasted 8 minutes, the one of 11th Dec. lasted 9.5 minutes and the one on 14th Dec. lasted 4 minutes.

Raw went on to recommend various awards, including a DSO for Michael Willmott. He gave a number of reasons: One - that on Talisman’s 1st Med. war patrol the submarine had a complete breakdown in one engine. Willmott had not reported this but carried on for 13 days and sank two schooners. Two – that on Talisman’s 2nd war patrol in the Dardanelles Willmott had sunk three ships. Three – that on Talisman’s 5th war patrol in the Med, Willmott had been “exceptional…Throughout these varied operations, high powers of leadership were shown by Lt Cdr Michael Willmott. He commanded a most efficient ship. The Commander-in-Chief Mediterranean Fleet, Admiral AB Cunningham, added: “A most successful patrol. Lt Cdr M. Willmott, Royal Navy, displayed a capacity for quick appreciation and action as remarkable as the speed and alertness displayed by his men in executing his orders.

A couple of weeks later on 29th December Raw assessed Willmott in these words in his latest confidential report: “A most loyal, capable and conscientious officer and a first-class war-time commander of a submarine. He has great personality and has brought his ship to a high state of efficiency which has resulted in considerable success. His one ambition is to get at the enemy. Smart and always well turned-out. He has excellent social qualities and is a good influence with officers and men. His physique and stamina are good. Has a strong sense of humour and is an excellent messmate.” Willmott was rated 40 out of 54 points and recommended for accelerated promotion.

 A nine-month lull in Talisman’s hectic war followed. The submarine had suffered various mechanical issues on her 5th war patrol in the Mediterranean. A refit was due in April 1942 but it was decided to bring this forward since a crack in the cylinder block of the port engine was considered too wide for the vessel to continue on war patrols. Talisman therefore left Alexandria for Malta on 29th December carrying passengers and kerosene, arriving on the embattled island on 5th January 1942 as the German air bombardment was reaching a peak. Two days later the submarine headed for Gibraltar. En route it ran into a Vichy French motor vessel and fired a round ahead of the boat “in spite of strict instructions…that French shipping in the western Mediterranean was not to be interfered with.” A RN staff officer wrote a tart reprimand but whether Willmott ever knew about this is not recorded. In any event Talisman continued on its journey north, reaching Gibraltar on 18th January and Holy Loch in Scotland on 1st February.

To some extent, Willmott was supposed to oversee the refit. But initially there was nothing to do. So while it was proceeding, he joined (or was volunteered for) a daring 32-man Royal Marine commando mission in the eastern Mediterranean known as Operation Lighter. This unexpected commitment involved helping to guide ashore a detachment from the 11th Btn RM which had been tasked with raiding an apparently unoccupied islet called Kupho Nisi (today Koufonisi) in the Cycladic Islands to destroy an Italian wireless transmitter station. Willmott was roped in as someone “experienced in beach reconnaissance and boat work” and put in charge of the control and navigation of the landing craft while on passage to the landing beach, and the safety and disposal of any boats on shore “to enable a rapid getaway to be made.”

The role certainly suited Willmott’s fighting spirit. Two destroyers (HMS Kelvin, and HMS Kipling commanded by another Old Pangbournian Cdr Aubrey St Clair Ford) moved the raiding party to Kupho Nisi. Willmott was in Kelvin; his first task was to lead three landing boats (whalers) going ahead in a skiff and selecting a landing area. Guiding the whalers – Nos. 4, 8, and 13 – in to the shore using a screened light, he had to stop the whalers twice and go ahead alone to chart a safe passage through rocky reefs and find a suitably sandy place to land (the shoreline was mostly rocky). Despite the difficulties, a “perfect landfall” was made just after midnight in ideal weather conditions including a calm sea.

The whole landing force, though, was now confined to an area just 30 yards wide and 30 yards deep so that the later boats coming in to land touched each other. Worse, the element of surprise had been lost. Very soon after getting ashore, the first men found themselves under fire from an enemy machine gun position on the roof of the wireless transmitter building. Three Marines were wounded. The raid went ahead. The W/T station was stormed, its Italian defenders fled, the building was searched, transmitting apparatus destroyed, and a large steel safe taken away along with two suitcases of books and papers. Rifles were smashed and the machine gun and its ammunition cache blown up.

Next came the withdrawal – “carried out without incident” – most fortuitously, as the whalers on the beach made a highly vulnerable target. But the enemy was nowhere to be seen. Some documents were lost re-embarking Kelvin when a cutter overturned. Yet the overall verdict was unambiguous: “A very lucky operation indeed.” As its commanding officer emphasised in his review, Kelvin was plainly visible from the shore throughout. The enemy had the chance to use machine gun fire. It took the raiding party 25 minutes to get ashore from Kelvin. And the unit had insufficient knowledge of the landing beaches due to a lack of intelligence. Yet despite all this, the raid succeeded. Michael Willmott’s role “worked admirably…an important advantage.” The presence of an RN officer on the raid was “fully justified.”

Back in the U.K. Willmott’s DSO was announced in the London Gazette on 15th May: “For bravery and skill in successful patrols in H.M. Submarines.” The Scotsman newspaper claimed in a short report that Willmott had been “described as one of the most daring men in the Service when the exploits of Talisman were disclosed in January.”  With his wife, he went to Buckingham Palace sometime during the following four weeks to receive the award. On 5th July he travelled to Scotland. The following day he conducted post-repair trials in the Clyde area. Defects in Talisman’s after hydroplanes (surfaces which enhance control when submerging or surfacing) were discovered so the submarine returned to a yard in Troon to have them fixed.

On 1st August Willmott received what turned out to be his last confidential report, written by a Captain HMC Ionides, commanding officer of the submarine depot ship HMS Forth stationed in Holy Loch: “This officer appears to have sound judgement and plenty of common sense. He is very keen and took the trouble to see that his refit was thoroughly and conscientiously carried out. Has a pleasant personality and is greatly liked by officers and men.” Forty-eight hours later Talisman left Holy Loch for Gibraltar on her way to Alexandria to re-join the 1st Submarine Flotilla. She was accompanied part of the way by HMS P212 and escorted by HMS White Bear through the Irish Sea. On 9th August an incident took place in the Bay of Biscay that might have ended both Willmott’s life and his career when Talisman was bombed by an RAAF Sunderland aircraft E/461. Four depth charges exploded very close to Talisman causing considerable damage.

The episode began when a U-boat was reported 40 miles astern Talisman. Willmott judged that there was a good chance of intercepting it without losing time in getting to Gibraltar. He steered north on the surface, maintaining radio silence and not reporting his intentions. Whether he knew it or not, the area Talisman was moving through had been designated a submerged bombing restriction area. The Sunderland aircraft was looking for U-boats and sighted Talisman on the surface. Willmott thought Talisman had not been spotted and dived without identifying the submarine.

Two minutes after this, Talisman broke surface (the bombing restriction applied only to submerged submarines) – and the RAAF aircraft attacked. Talisman dived again and was straddled by four depth charges at 47 feet down so went deeper - to 355 feet – gradually getting the submarine under full control. Subsequently, an unnamed officer on the staff of the Flag Officer Submarines (Max Horton) stated bluntly on a Staff Minute Sheet: “If Talisman had not broken surface the aircraft would NOT have attacked.” That said, the commanding officer of the 8th Submarine Flotilla, Capt George Fawkes, noted that “the submarine was ably and cooly handled by the commanding officer. (He) arrested the initial steep dive at about 200 feet and allowed the submarine to gradually increase its depth and also to alter course (but) was unable to prevent some air and oil bubbles reaching the surface…His experience and cool handling saved what might have been a disaster, though he is himself to blame for the incident.”

A Board of Enquiry was held in HMS Maidstone on 22nd August. It found that Willmott had disregarded the necessity of using recognition procedures when in a submerged bombing restriction area and therefore had hazarded his ship (Willmott maintained that he had not been informed about this restriction area). He had also “under-rated the efficiency of the aircraft and not used Talisman’s recognition flares.” This mistake was put down to his considerable experience contending with Italian aircraft in the Mediterranean. “In his keenness to get at the enemy” (by seeking combat with a U-boat 40 miles astern), Willmott was found to have “over-estimated his ability to remain unseen by aircraft and under-estimated the efficiency of the RAF.”

Capt Fawkes (in 1954-55 Flag Officer Submarines), who had been anxious to avoid a Board of Enquiry in the first place, then put it on record that he was satisfied Lt Cdr Willmott “had learned his lesson” and that disciplinary action was both unnecessary and undesirable. No disciplinary action, in fact, was taken and Willmott was simply warned “to be more careful in the future.” A few days later Max Horton added a note to the report of the incident: “For Willmott’s peace of mind, it might be as well to send a personal signal to S8 (Fawkes) informing him that the Admiral has read the report and, if the Admiral does decide no action is required, inform S8 (Fawkes).” Horton took no action.

On 13th August Talisman reached Gibraltar. The submarine docked for repairs on 19th August, departing for Malta on 10th September with crew and stores on board. She was scheduled to arrive on 18th September. On 14th September at 0645 hours Talisman reported sighting a U-boat on the surface in position 37 degrees 48 minutes North and 06 degrees 00 minutes East – “enemy course 250 degrees, speed 16 knots. Most likely, this was the Italian submarine, Alabastro, although Talisman actually sighted two Italian submarines – first Alabastro at 0645 hours, and then Argo at 0845hours.

On receipt of the signal a Gibraltar-based Sunderland aircraft, ‘R’ of RAF 202 Squadron piloted by P/O E.P. Walshe, was sent to investigate. It caught Alabastro on the surface NW of Bougie, Algeria and sank her. Most of Alabastro’s 44-strong crew perished although men were seen from the aircraft to have jumped overboard into boats. Argo did observe the RAF Sunderland shortly before it sank Alabastro – and dived in time. She did not sight Talisman.

The 14th September signal was the last received from Talisman. At the time the submarine was off Philippeville, (now Skikda) travelling along the Algerian coastline. The C-in-C Med stated shortly after that the cause of her loss was unknown but that it was possible that she had been mined in the Sicilian Channel. It was also stated on 22nd September in one of the Admiralty files that there was “no reason to suppose (code) books compromised.”

Sixty-three men were lost on Talisman (the full crew list may be read on All the men are commemorated by name on either the Chatham Naval Memorial, the Plymouth Naval Memorial or the Portsmouth Naval Memorial. Michael Willmott is also honoured on the war memorial in his home village of Little Kingshill in Buckinghamshire.                                                

Since the loss of Talisman various theories have been advanced. The submarine has not been found and so the speculation continues.

In one Admiralty file it’s noted that the Italian press, soon after mid-September, claimed that the Italian Navy had sunk an enemy submarine on or about 17th September – “May have been Talisman.” No proof was advanced. Recent research in Italian naval records also provides no evidence of an attack by Italian air or surface craft in the likely areas at the likely time.

Decades later, a Belgian diver claimed to have found the wreck of Talisman at Tabarka, Tunisia, along with eight other submarines. None of the submarines concerned ever operated in the vicinity of this area.

In 1972 a memoir written by Capt G.W.G. ‘Shrimp’ Simpson (in 1942 Capt (S) 10th Submarine Flotilla based in Malta) titled Periscope View, set out some key factors about the submarine war in the Mediterranean as Simpson had learned them. Basically, he reckoned that the clear water of the Mediterranean and bright night conditions acted against mines except in the Cape Bon-Sicilian Channel area. In addition, in 1941 he had given the 10th Sub Flotilla precise instructions about two routes to be used through the Sicilian Channel. These routes worked safely to end-1943. He did not, therefore, think Talisman had been mined in this area. But he may also have been reluctant to accept that Talisman could have been mined using the (Marettimo) route since this was the one he usually proposed.

In September 1943 the Royal Navy was handed full information about minefields in the Mediterranean by the surrendered Italian Navy. This detailed that there were 13 separate minefields (containing thousands of contact mines) in the Sicilian Channel alone in areas of 15-miles radius. The objective had been to restrict RN submarine movements and to guard access to Italian-held port entrances.

It should also be borne in mind that submarines sometimes bumped into contact mines without being blown up. Based on Admiralty records, 41 British submarines were lost in the Mediterranean up to 8th September 1943, of which only three were known at the time to have been definitely mined. But at least a dozen more are suspected of being mined.

Meantime, a renowned Canadian expert on the submarine war in the Mediterranean 1939-45, Platon Alexiades, has studied the loss of Talisman exhaustively. He has written: “Usually, submarines proceeding from Gibraltar to Malta made landfall at Marettimo (western Sicily) and followed a passage (known as QBB 65) along the SW coast of Sicily to Malta. The war diary summaries reveal a signal from FOCNA (Flag Officer in Charge North Atlantic) which orders her (Talisman) to proceed through 38°10' N, 08°59' E (about 40 miles south of Sardinia) at 0800 hours (8:00am) on 15th September. This was the approximate position followed by most submarines on passage.

“Talisman was then to follow orders from Vice-Admiral Malta. However, Malta ordered Talisman to go through 36°21' N, 13°40' E (about 30 miles NW of Gozo) at sunset 17th September. There is no reference to making landfall of Marettimo. This either means that   (1) Talisman may have been previously instructed to reach Marettimo by her sailing orders or (2) she was expected to make a bee line from 38°10' N, 08°59' E, in which case this would have brought her closer to Cape Bon (Tunisia).

“Later, the Admiralty appeared inclined to think that Talisman was lost off Marettimo which seems to indicate she was following route (1). In any case, there were minefields off Marsala (Sicily) which were directly in route (1) and an extensive minefield off Cape Bon. Either one could account for her loss.” Alexiades has added: “If Talisman proceeded through the Marettimo-Malta route for the last leg of her voyage, she would have crossed, or come very near, to four Italian minefields laid east and south of Marsala, Sicily. If navigation was made by dead reckoning, a slight deviation from her course could have been fatal in any of these four.”     

In his book, ‘Shrimp’ Simpson made some interesting observations about Royal Navy WW2 submarine commanders in the Mediterranean. The best captains, he believed, had the ability to make instant commands and decisions. The most successful did not go only for certainties. “A quick, calculating brain” was required – hitting a target was not all about cold calculation. “Concentration, a strong will and tenacity” were core requirements. All this described Michael Willmott.

When his death and the loss of Talisman was announced, the Western Gazette commented on 20th November 1942:

“The loss, announced this week, of the submarine Talisman, brought bereavement to two Sherborne families. Her 32-year-old commander. Lieut. Commander Michael Willmott D.S.O. was the husband of a housemistress at Sherborne School for Girls. Another officer, Lieut. (Michael) Brendon aged 22, was the third son of Cdr and Mrs. Brendon. of Riverside House, Sherborne. Commander and Mrs. Brendon have thus lost all three of their sons—two in the Royal Navy and one in the Army within the past year. Commander and Mrs. Willmott – formerly Miss M. Roberts - were married from Sherborne School for Girls some three years ago.  (When) the Talisman (known as the “Jolly Roger" submarine), returned to port last March, she was flying the pirates' flag after sinking a U- Boat, a 15,000-ton troopship, and shelling and machine-gunning an Italian destroyer.”

One of Michael Brendon’s two brothers, Peter, a Lt RNR and also an Old Pangbournian, lost his life when ss Staffordshire, the ship he was in as a passenger sailing with his family to Ceylon, was sunk 150 miles northwest of the Butte of Lewis on 29th March 1941.

The war went on and Talisman was largely forgotten. On 26th May 1943 Michael’s widow received a letter from the Admiralty dated the day before stating that her husband was “presumed to have lost his life on active service.” That July, anxious about a life insurance policy and the widow’s pension and a gratuity she was owed, she wrote to the Admiralty seeking an “assumption of death certificate” for her husband. But not until 25th November 1943 was Willmott “presumed” dead by the Admiralty. Probate was granted eventually in Llandudno for Michael’s estate. It was valued at £2,052, equivalent to £124,000 in 2022.

In 1945 Arthur Willmott (Michael’s brother) contacted the Admiralty to discover if any more details of Michael’s death were known. They were not. On Sunday 10th November 1946 a World War 2 memorial plaque (under one for the 1914-18 Great War) was unveiled and dedicated on the Little Kingshill War Memorial by Mabel Willmott, Michael’s mother. Michael also is commemorated at the Portsmouth Naval Memorial. Panel 61, Column 3.

Sometime during 1941 Michael Willmott had been informed by a pre-arranged secret code while at sea in Talisman that he had become father of a daughter, Emily Susan. Presumably during his spell in the U.K. in 1942 he met her. Once the war ended and with a young child to support, Margot Willmott returned to teaching at Sherborne School for Girls and became housemistress of Kenelm House. Later, she moved into a house on The Avenue, Sherborne with a female friend, Emily Armitage, and took in lodgers from the school to help pay the bills. Mabel Willmott, Michael’s mother, died in 1965 aged 83. Margot Willmott, Michael’s wife, died on 7th June 1984 aged 73.


Robin Knight is the author of several naval-themed books including ‘‘The Extraordinary Life of Mike Cumberlege SOE’ (2018), ‘Leaders’ (2021) and ‘Salt Horse’ (2023).

With grateful thanks for their help to Rear Admiral Mike Harris, Platon Alexiades, Ian Mackey, and Benjamin Teale (Michael Willmott’s grandson).


[1] TNA ADM 358/4136

[2] Wikipedia entry for Ernest Willmott Sloper

[3] Johannesburg Architectural Legacy

[4] Published by Thomas Burleigh 155 Victoria St, Westminster, London 1904

[5] Said to be W.H. Cohen

[6] The Log of the NCP, Issue 20, Winter Term 1925

[7] MN record courtesy of Marian Gray, ‘Hugh’ and Doc Vernon of the British Merchant Navy Old Friends Plus website

[8] The Log of the NCP Issue 54, Spring Term 1937

[9] All details of Willmott’s RN career taken from his confidential personal reports (known as 206s) and from family records

[10] Lt Cdr N.J. Gilbert RN, US Naval Institute paper March 1963 Vol. 89/3/721

[11] Allied Warships HMS Talisman

[12] Kemp, Paul J. (1990). The T-class Submarine: The Classic British Design. Annapolis, Maryland: U.S. Naval Institute Press. ISBN 1-55750-826-7.

[13] All five Talisman Mediterranean war patrols are detailed in TNA ADM 236/26. Detail is also to be found in TNA ADM 199/1849 and TNA ADM 199/1151 (submarine patrol reports)

[14] TNA ADM 199/1849

[15] Knight, Robin, The Extraordinary Life of Mike Cumberlege SOE (Fonthill Media2018), ISBN: 978-1-78155-7327

[16] TNA ADM 236/32 and TNA DEFE 2/349 – both about Operation Copper

[17] TNA ADM 1/12334

[18] TNA ADM 236/29

[19] TNA DEFE 2/349

[20] TNA ADM 267/14 and TNA ADM 199/1849

[21] TNA ADM 358/1557

[22] TNA ADM 358/4136

[23] TNA ADM 358/978

[24] Reprinted in 2010 by Seaforth Publishing;  ISBN: ‎ 978-18483-20543

[25] Private email to author 17.4.23

[26] TNA ADM 358/978

[27] TNA ADM 358/978

[28] Benjamin Teale interview with the author 26.1.23

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