Located not far from the Membury service station on the M4, the original 1941 plan for the airfield was as a bomber OTU. It was immediately transferred to the USAAF and opened as Station 466. This was to be one of the main reconnaissance bases for the USAAF and housed a number of units operating a variety of types. By late 1943 most of these units had left and Membury acted was in use as 6th Tactical Air Depot within IXth Air Force. Runways were lengthened in readiness for the arrival in 1944 of the 436th TCG as part of the pre D-Day move of units, its C-47s arriving from Bottesford, Leics. By early 1945 the operational units had moved to the continent and Membury was handed back to the RAF.
Major units - 3rd, 67th PRGs, 366th FG, 436rd TCG