Fagen Fighters’ P-38 Lightning Makes First Flight Since 2018

Following a particularly in-depth inspection, Fagen Fighters WWII Museum flew their Lockheed P-38L Lightning Scatt III on June 9th; the first flight the aircraft has made since 2018. In addition to the P-38, the museum’s P-51D Sweet Revenge and P-40K Aluetian Tiger also flew. However, the Lightning’s excursion was particularly celebratory flight, since it’s annual inspection had involved such a complex, lengthy and thorough process.

Jason Dunn and David Barber, Fagen Fighters aircraft mechanics, started this inspection in September of 2020, but they knew they were in for it after noticing cracked turbos and determining that the starboard engine needed an overhaul. After months of looking for serviceable turbos and coming up short, they reluctantly decided to disable the units and remove the intercoolers, which then demanded the manufacture of new induction ductwork. The new induction system now travels to the inlet where the intercoolers used to sit, instead of routing back through the turbochargers in the tail booms.

In January, they replaced the starboard engine, which was the easy part. The most time-consuming work is always preparing for removal and finalizing the installation of the new unit. However, just as they thought the inspection was nearing its completion, the fuel platters began leaking and hydraulic leaks also became apparent. Commenting on this dilemma, Jason Dunn noted, “It was two steps forward, one step back,” throughout the entire annual. Needless to say, David and Jason were very glad to see Evan Fagen fly the P-38 smoothly and return without any squawks.

Evan Fagen taking of for the test flight. Photo by Anna McCosh

The museum’s Lightning began life as P-38G-6-LO 44-27231, before undergoing modifications into an F-5G photoreconnaissance variant. It never saw combat in WWII. James L. Harp of Aurora, Illinois bought her from the War Assets Administration, picking her up from the storage yard in Altus, Oklahoma in July, 1946. He competed for that year’s Bendix Trophy in his Lightning, marked as race #95, but did not complete the grueling 2,048 mile race from Los Angeles, California to Cleveland, Ohio. Harp sold the aircraft soon after the race, and the aircraft passed through a number of owners until David Tallichet acquired her in 1970. Her on-again-off-again restoration took many years, but she eventually did fly again in November, 1995, now fitted with the “E” model nose equipped with four .50 cal machine guns and one 20mm cannon, in place of the camera nose.

Tallichet flew her with the markings representing the P-38 which America’s top-scoring ace, Dick Bong, nicknamed Marge. She flew in this guise for some years until Tallichet sold her on in 2001. She passed through a couple of notable owners in the interim, before Fagen Fighters acquired the airframe in 2004, putting her through a three-year restoration by Fagen Restorations. When she flew again in November, 2007 she now bore the livery for another P-38 nicknamed Rough Stuff. After further refurbishment, the Fagens repainted her to represent the legendary Robin Old’s P-38 Scat III.

The Fagen Fighters WWII Museum plans to fly their P-38 several more times this summer, as well as the other important aircraft in their stable such as the P-40 Warhawk, P-51 Mustang, F6F Hellcat, FM-2 Wildcat, AT-6, and B-25 Mitchell, not to mention the BT-13 and their PTs! Watch their Facebook page for more information about flying dates, but also mark your calendar for June 18th, 2022 for the Ray Fagen Memorial Airshow where you can see all these planes fly plus a lot more. For more information please visit

Be sure to check out some additional photos of Scat III by Luigino Caliaro from a previous photo-mission a little while back.

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