Capt Noel O. Castle, expert team shot with both rifle and pistol, was killed leading the first counterattack on Denver Hill. He is shown here at the Camp Perry matches in March 1937, when he was a member of the Marine Corps rifle team.

Captain Pickup had only just returned to his headquarters, when he discovered the enemy on Denver. His first reaction was to pull a platoon off the beach and retake the battery but in discussion with First Lieutenant William Harris, he decided to keep his beach defenses intact and await reinforcements. Marine Gunner Harold M. Ferrell went to 1st Battalion headquarters to alert Captain Noel O. Castle, commanding Company D, to the Japanese landing. He had sent a runner to Denver Battery where he found Japanese in the gun pits. Castle, a distinguished marksman and pistol shot who carried two pearl-handled .45-caliber pistols, assembled the Marines of Headquarters Company and the few Marines available of Company D to drive the Japanese off of Denver Hill.

Castle dispatched Sergeant Matthew Monk with 15 drivers and cooks to occupy an abandoned beach defense position and secure his left flank. "Do the best you can," he ordered Monk, "Keep the Japanese out of the tunnel." Castle also scouted the reserve stations at critical road junctions, and cautioned the men, "Maintain positions." He then gathered his men for the counter attack to Denver Battery, declaring, "Let's go up there and run the bastards off."

Ferrell warned Castle from leading the attack himself, but the captain replied, "I'm going to take these people up there and shoot those people's eyes out" and led his men to the hill. Castle met the Marines falling back from the Japanese advance, and joined in the battle. At 0140, the Japanese attacked the water tower and ran directly into the reinforced platoon led by Castle. The two forces collided in furious combat, practically "face to face," remembered Corporal Joseph J. Kopacz. The Japanese advance was halted but the Marine attack was bloodily repulsed.

Castle left the battle line and ran to an abandoned .30-caliber machine gun, which he put into working order, while "completely covered by enemy fire." Castle opened a devastating fire with the machine gun, forcing the Japanese to cover, which allowed the American advance to continue. The Japanese fell back from the water tanks to the Denver Battery positions, but Castle was hit by Japanese machine gun fire and killed. With their commander down, the attack ground to a halt.

Department of Defense Photo (USMC) 7563