A sea of curious, lined faces stared out the floor-to-ceiling windows all day, watching the Mississippi Sound rise up around them.
Katrina was here, and there was nowhere to go, nothing to do but watch.
About 400 veterans and 50 or so staff, U.S. Navy Seabees and relatives had a front-row seat from Gulfport's 11-story waterfront Armed Forces Retirement Home.
Marion Ritchie, now the second-oldest resident at 98, said she remembers staring down from the eighth floor at cars bobbing around above the first floor.
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"It was almost like watching a movie, only you were involved in the real thing," she said.
Then-AFRH spokeswoman Mary Gominger said it feels more like a movie now, 10 years later.
Hurricanes were old hat for the retirement home and its inhabitants in 2005. It was built in 1976, designed to withstand another Hurricane Camille. So the standard preparations in late August felt like a drill at first, Gominger said.
But as more and more national news channels started to hone in on Mississippi and darkness fell, she said the mood started to shift Sunday night. "There was a little bit of frenzy in the air it just had a different feel about it."
Asked by The Weather Channel's Jim Cantore -- who rode out the storm there -- why the veterans weren't evacuated, Gominger asked back, "Where are we gonna take them?" About 150 had evacuated on their own, but she said many didn't have anywhere else to go.
The next day, shattering glass interrupted the 6:30 a.m. breakfast. The lights began flickering as rising water reached the generator in back of the building, and soon the power failed.
When water started streaming into the first floor, the staff and about 20 Seabees kicked into gear, moving the long-term patients and supplies up from ground level, "like fire ants in a mound."
Resident Claire Dimler-Smith, 66, said many of the older, long-term patients were World War II veterans and were carried upstairs on stretchers.
"That was kind of traumatic for them it was like going through the war again," she said. "But the Seabees were wonderful and they saved those people's lives."
Katrina made its third landfall about 10 a.m. Monday some 45 miles west of the home, in Pearlington. The large windows on each floor showed nothing but water, drumming the glass and churning beneath them.
"It looked like we were sitting in the middle of the Sound," Gominger said.
The veterans were not frightened, though.
"The vets were not frenzied; they were very calm, cool, collected, would listen, help out where they could," she said. "They had been through a lot worse than this."
Ritchie agreed. "I don't remember having fear, but I do remember amazement because I knew I was safe."
In fact, Gominger laughingly said she spent much of the day repeatedly asking residents to back away from the windows. "Well, they're all sittin' there in the rocking chairs and so I spent hours going, 'Will you move back from the glass?'"
The building couldn't have taken much more, though, she said.
"That thing was shakin' like a leaf," resident Paul Hoffer said.
Gominger said the most surreal moment was watching the Gulfport water tower topple over and bounce off the ground, just missing her car but shattering the windows.
The next morning, veterans were ushered out of the then-baking building to shaded oak trees. Charter buses were en route to ferry them to the AFRH in Washington, but persuading them to leave proved a challenge.
"Many, many of them thought we were just going to put a firehose in it, clean it out and open it back up," she said. "It took hours to convince some of them to leave, hours."
The extent of the storm's impact wasn't apparent from the ground, but Gominger said several staff began to understand after surveying damage from the roof.
"That's when you knew," she said.
After much bickering on Capitol Hill, construction began in 2008 to rebuild the Gulfport home in the same spot. The old building was demolished, imploded to rubble in a manner of seconds.
The process took so long, many veterans began to doubt they would ever return to Mississippi.
"For so long nobody knew and, God, the veterans, some of them were just dying and they never got to come home," Gominger said.
Dimler-Smith said she never gave up hope.
"(The DC home staff) really were wonderful and they welcomed us and made us feel at home, but it wasn't Mississippi. We wanted to go back, and we thought we were going back. And we were ready to get the brooms and the mops, and I said we'll go back and clean it up."
It was traumatic being away, she said. The D.C. campus is much bigger, and the men and women were housed in separate buildings. She didn't like being separated from her friend Carl Smith, "so I asked him to marry me," she said pragmatically.
Gominger sent regular progress reports to the residents in Washington, including photos.
"They had them posted all over their doors," she said. "It was really cool, they just kind of kept alive by 'when we're gonna come back.'"
During construction, she spent so much time dealing with walk-ups she started hosting monthly luncheons to update local veterans.
"They would call me from the front gate, 'We got somebody trying to get in in a wheelchair,'" she laughed. Many insisted it was their property and they had a right to see it, even though it was a construction zone. "They were very, very anxious."
The veterans returned Oct. 4, 2010, to much fanfare.
"There were crowds and crowds of people at the airport," Ritchie said. "The school children were at the fence waving flags, it was exciting."
Cascades of water from tank trucks sprayed the plane carrying 82 retirees arriving from D.C., a tribute typically done for retiring captains. Their buses were provided a police escort through the city. School children lined Pass Road and the Gulfport High School marching band played.
Smith remembers getting a kiss from Miss Mississippi at the airport, which Dimler-Smith confirmed.
"It was fantastic," she said of the day. "I just couldn't take it all in."
When the gates opened at 5 a.m., Gominger said there was a line of cars waiting to get in.
"It was just amazing the welcome home they got," she said.
The new home is much improved and was designed with the veterans' input, though she sometimes misses the character and history of the old building.
"I don't know if they all think it was worth it, but I think a lot of them do know that.
"And I feel like it was worth it to see the quality of life that will go on now forever," she said, taking a long pause, " as long as that one lasts."