Gen. Eric Shinseki, former chief of staff of the Army, says he is "at peace." But reached last week, he didn't sound all that peaceful. In the winter of 2003, alone among the top brass, Shinseki had warned Congress that occupying Iraq would require "several hundred thousand troops." Defense Secretary Donald Rumsfeld and his deputy, Paul Wolfowitz, had rewarded Shinseki for his honesty by publicly castigating and shunning him.

Last fall, Shinseki went to the 40th reunion of the class of '65 at West Point. It has been reported that his classmates were wearing caps emblazoned RIC WAS RIGHT. Last week NEWSWEEK e-mailed Shinseki to ask about the reports. Shinseki called back to say he had heard "rumors" about the caps. But, NEWSWEEK asked, wasn't he there? "Well," he replied, "I saw a cap."

Shinseki, who has retired to Hawaii, was clearly uncomfortable with the role of martyr. He had no desire to join the chorus of retired generals calling for Rumsfeld's resignation. He was circumspect about criticizing Rumsfeld at all, but he seemed to be struggling to disguise his feelings. He pointedly said that the "person who should decide on the number of troops [to invade Iraq] is the combatant commander"—Gen. Tommy Franks, and not Rumsfeld.

Some critics have argued that Shinseki should have banged on the table, pushed harder to stop Rumsfeld from going into Iraq with too few troops. How does Shinseki respond? "Probably that's fair. Not my style," said the old soldier, who nearly lost a foot in combat in Vietnam. There was, he added cryptically, "a lot of turmoil" at the Pentagon in the lead-up to the war. Was that Rumsfeld's fault? "Partly," said Shinseki. Did Rumsfeld bully General Franks, the overall invasion commander? "You'll have to ask Franks," said Shinseki, who indicated that he had talked long enough. "I walked away from all this two and a half years ago," he said.

The former four-star general appeared to be torn between his strong sense of duty and an uneasy conscience. The moral dilemma is as old as the republic. When does a military officer stand up to—and push back against—his civilian masters? And when does he just salute and say, "Can do, sir"?

It's a question of enormous consequence for a democracy with the world's most powerful military. The balance between the civilian and military is precarious. The model may be Lincoln, firing his commanders until he found one (Ulysses S. Grant) who would fight. But the modern reality is messier. It is generally forgotten that Franklin Roosevelt rejected the recommendation of his sainted Army Chief of Staff Gen. George C. Marshall to invade Europe in 1942—which would have been a fiasco. Harry Truman was widely vilified for—wisely—recalling the great Gen. Douglas A. MacArthur when MacArthur wanted to widen the Korean War by attacking China. On the other hand, Lyndon Johnson overreached when he stayed up at night picking bombing targets during the Vietnam War. In 1997, Army Gen. Hugh Shelton, then chairman of the Joint Chiefs of Staff, assigned the top brass to read "Dereliction of Duty," a classic study accusing Vietnam-era generals of failing to stand up to their civilian bosses.

Somehow, the lesson did not sink in. Before the Iraq invasion, the senior military did not force a discussion of what to do after the war was won. Rumsfeld was obsessed with the plan of attack, but not the aftermath. The consequences are by now a familiar litany: Rumsfeld demanded a swift, lean force that worked superbly to depose Saddam Hussein—but was woefully inadequate to take over the more onerous task of securing and rebuilding Iraq. Only now are the retired generals coming forth to complain of Rumsfeld's bullying and demanding his resignation.

The Revolt of the Retired Generals has created considerable discomfort in the E-Ring of the Pentagon and at the White House. President George W. Bush felt compelled last week to issue a written statement expressing his "full support" for the SecDef. For now, Bush has no intention of firing Rumsfeld. "He likes him," says a close friend of the president's, who requested anonymity in discussing such a sensitive matter. "He's not blind. He knows Rumsfeld sticks his foot in it." Adds a senior Bush aide, who declined to be named discussing the president's sentiments: "I haven't seen any evidence that their personal rapport is at all diminishing. They see each other often and talk often." Rumsfeld says he has twice offered his resignation to Bush, who has declined it.

The old generals can be quite biting about Rumsfeld; retired U.S. Army
Major Gen. Paul Eaton wrote an op-ed calling the secretary of Defense "incompetent strategically, operationally, and tactically." But their criticisms are probably best understood as "the first salvos in the war over 'Who Lost Iraq'," says Douglas Macgregor, a retired U.S. Army colonel whose book "Breaking the Phalanx" was influential in inspiring the military's blitzkrieg assault on Baghdad. "Yes, Rumsfeld should go," says Macgregor. "But a lot of the generals should be fired, too. They share the blame for the mess we are in."

Rumsfeld is the chief villain of a very influential new book, "Cobra II," by retired Marine Corps Gen. Bernard Trainor and New York Times reporter Michael Gordon. In their detailed, thorough accounting of the invasion and occupation of Iraq, Rumsfeld is shown badgering the reluctant but mostly quiescent generals into attacking with as few troops as possible. Despite all the talk of the war's being hatched by a neoconservative cabal, Rumsfeld himself appears indifferent to ideology; he was profoundly suspicious of the notion that America could bring democracy to Iraq. Rather, he focused on forcing a transformation of the hidebound, heavy-laden, slow-moving Army. Rumsfeld disdains "nation-building" and blithely counts on the Iraqis to rebuild their own country. But right after the invasion he signed off on orders by the American proconsul, Paul Bremer, to disband the Iraqi Army and fire most of the top civil servants—leaving the country vulnerable to chaos and a growing insurgency.

The publication of "Cobra II," plus talk-show comments from Zinni, the former chief of CENTCOM who was promoting his own book, "The Battle for Peace," appear to have encouraged retired generals to attack Rumsfeld in public. "There was a lot of pent-up agony," says Trainor. "The dam broke."

One of the most powerful indictments came from Marine Lt. Gen. Gregory Newbold, who was chief of operations for the Joint Staff during the early planning of the Iraq invasion. Writing in Time magazine, Newbold declared, "I now regret that I did not more openly challenge those who were determined to invade a country whose actions were peripheral to the real threat—Al Qaeda." Actually, it was not the job of a uniformed officer, even a high-ranking one like Newbold, to challenge the president's decision to invade Iraq. That's a political judgment: it's up to the president and Congress to decide whom to fight. The military's job is to win the fight.

Still, Newbold has a point when he writes that the decision "was done with a casualness and swagger that are the special province of those who have never had to execute these missions—or bury the results." The real responsibility for Iraq, of course, lies with President Bush. Together with Vice President Dick Cheney (draft-deferred in Vietnam) and Rumsfeld (Navy jet pilot who did not see combat), Bush (Texas National Guard pilot) seemed determined to brush past or roll over the cautious national-security bureaucracy. Bush made little or no effort to prod his national-security staff to ask tough questions, such as how the Sunnis and Shiites would bury centuries of resentment when Saddam was gone. (Bush has said he listens to the generals, but it does not appear he heard any words of caution.) The get-tough trio essentially cut out Gen. Colin Powell, the secretary of State and former chairman of the Joint Chiefs of Staff, who was regarded as too squishy, too much a creature of the go-slow bureaucracy.

Editor's note: In its original version, the story incorrectly attributed the op-ed cited in paragraph nine to retired Marine Gen. Anthony Zinni.

Powell has come in for some criticism for not trying harder to slow the Bush juggernaut into Iraq. And the various generals have taken talk-show grief for not speaking out until their pensions were safely vested in retirement. But it is important to understand the military culture to appreciate why more soldiers do not cross their civilian bosses. It is true enough that "political generals" get ahead by never rocking the boat. And it is fair to say that Rumsfeld's shabby treatment of Shinseki—the secretary did not bother to attend the retirement ceremony of the Army chief of staff, whose replacement was leaked 14 months before his term was up—had a chilling effect on other officers.

But it is unlikely that senior military officers go to sleep at night thinking that if only they kowtow a little more they will win that next star on their shoulder. They are far more likely to believe that their duty is to do the best they can with what they've got: the military culture breeds a "can do" attitude in its most successful officers. They are acutely conscious that squabbling at the top can be a morale-crusher for troops who must risk their lives in battle.

Rumsfeld's persona and management style are grating to many buttoned-up, by-the-book officers. He constantly asks questions, often with sarcasm and in-your-face one-upmanship. Briefing the secretary can be an intimidating exercise. Rumsfeld has been known to get so hung up on a single slide, peppering some hapless colonel or general with antagonistic queries, that the briefer never gets a chance to finish his tidy, orderly presentation. Some soldiers like the macho give-and-take, or at least get used to it. "When you walk in to him, you've got to be prepared, you've got to know what you're talking about," says Marine Gen. Mike DeLong, deputy CENTCOM commander from 2000 to 2003. "If you don't, you are summarily dismissed. But that's the way it is, and he's effective."

Other officers, particularly those with less exposure, just find Rumsfeld to be an impatient meddler who jumps around, nosing into subjects he knows nothing about and should leave to the professionals. Rumsfeld himself seems impervious to criticism. Last week, at a Pentagon news conference, confronted by reporters quoting from embittered retired generals, he dismissively shot back, "There's nothing wrong with people having opinions ... you ought to expect that. It's historic. It's always been the case, and I see nothing really very new or surprising about it."

But in fact, Rumsfeld is bothered by the furor. "He's concerned about the impact on the institution," says Lawrence DiRita, Rumsfeld's counselor. The controversy, DiRita says, can "make generals clam up around civilians, and civilians wonder, 'Is this the next general who is going to leak to The New York Times?' " Rumsfeld worries that the whole concept of civilian control is "turned on its head" by the revolt of the generals. "Conceptually, institutionally, that a handful of disgruntled generals could determine who will lead the Department of Defense—that's not the way it's supposed to work," says DiRita.

As a practical matter, the rebellion may secure Rumsfeld's job. "No president is going to be bullied by a bunch of retired general officers into firing a secretary of Defense," says Thomas Donnelly, the editor of Armed Forces Journal. Of course, by defending Rumsfeld, the president has "moved into the target area," notes General Trainor. "Now the Democrats can say, 'Look, the president's defending an incompetent'."

Rumsfeld is not the sort to fall on his sword, at least willingly. He liked being teased as "Matinee Idol" by President Bush after he held forth so confidently (and, to many Americans, reassuringly) about "killing the enemy" in the traumatic months after 9/11. He has only retirement to look forward to, a boring prospect for a vigorous 73-year-old. His advisers do not expect him to quit any time soon. For many months, on a shelf behind DiRita's desk in his old Pentagon office, stood a Rumsfeld doll that was sold in PXes on military bases after the war in Afghanistan. Pull a string on the backside and a mechanical version of Rumsfeld's rich voice intones, "I don't do diplomacy." DiRita attached a slip of paper near the doll's mouth with his boss's mantra. It reads faster. DiRita's not sure what happened to the doll. But his boss, he says, is still charging forward, trying to change an institution that sometimes resists change. In the weeks ahead, he is sure to meet more resistance from old soldiers who think he is not so much a change agent as a wrecking ball.

With Michael Hastings, Richard Wolffe, Holly Bailey and Dan Ephron