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code name: Ayalon

The Secret Beneath the Hill


A documentary to forever preserve this important period in the infancy of the Jewish state. We commemorate the courage and cunning of the young people of the Ayalon munitions factory who risked their lives to help birth a nation.



A couple of our stars


About the Project


Code Name: Ayalon--- It’s Personal

An open letter from Laurel Fairworth

Visiting Israel two years ago with a group of two hundred, I discovered a well kept secret.  My trip to the Ayalon Museum was the highlight of our journey through this land of highlights.  The story that was told at this museum personally captivated me.  I actually was so excited,  I had a hard time sleeping.  Upon returning home to the States, I discovered that several of the original workers and the military leaders are still alive.  It has since become my passion to capture their daring feat firsthand, before it’s too late and to share it with the world.

To accomplish my mission, I have aligned myself with Michael Lopatin of the Marlo Group, who I believe can help me satisfy my dream to tell this story in a compelling way.  Michael has many years in the film industry and we are both excited to bring the Ayalon story to the screen.  Our plan is to work with MprM a well-connected PR firm in LA that has successfully represented movies The Pianist, Traffic, Brokeback Mountain, Gladiator, sex, lies and videotape, and television programs Friends, NCIS, the Voice and Jimmy Kimmel Live to name a few.   With their connections and knowledge we are confident that we will be able to position the documentary so that it will be seen by a maximum number of viewers. I am thrilled to be able to tell you that we have also enlisted the support and expertise of  New York based distribution Fisher Klingenstein who will assist in reaching out to various online retail platforms like Amazon, iTunes, and Hulu.  The use of social media and blogs greatly expands the outreach of movies and videos competing for eyeballs in the current landscape and Fisher Klingenstein will be important allies in this arena, getting our show seen by as many as possible.


Clearly this story offers a great message, one that we’ll further disseminate by offering it to non-profit Jewish groups, Holocaust organizations, universities and synagogues for programming and teaching purposes.  Our documentary will be a way to forever preserve this important period in the infancy of the Jewish state and to honor the young people of the  Ayalon munitions factory.  The Jewish National Fund, a 501( c ) ( 3 ) has agreed to serve as our fiscal sponsor,  so all contributions will be tax deductible.

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In 1975 a demolition crew was at work in central Israel, clearing away the remains of an old kibbutz at the top of Kibbutz Hill.  When several members of the demo team wrestled aside a large rusted clothes washer, they revealed a small entryway that seemed to lead below ground.  Bulldozers shut down their engines, cranes froze in place as members of the team looked down into the hole.  What they saw, what they discovered had been kept secret, hidden for three decades.

At the end of World War II British troops were in place in Palestine to police the region under what was known as The British Mandate.  It was a messy, dangerous time.  Jews were looking to flee war torn Europe for refuge in what was to be the Jewish homeland.  Arab leaders were successful in fomenting opposition to the increasing Jewish presence.  Arabs attacked and Jewish militias retaliated.   The British were trying to keep a lid on the combustible situation between the Arabs and the Jews of Palestine, and were only serving to put gasoline on that fire.  Forty-seven shiploads of Jews attempting to escape Europe, the smell of crematoriums lingering in their heads, were intercepted by the British.  65,000 of them were languishing in internment camps in Cypress.  The presence of the British did little to appease the Arabs and, in fact,   British policy succeeded in radicalizing segments of the Jewish population who would no longer cooperate.  British troops were constantly seizing weapons and ammunition and shutting down efforts by the Jews to bring both into the country.  Being caught with either was a hanging offense.

Nonetheless, Zionist leaders had long understood that they were going to need weapons to defend themselves against the Arabs and to fight for their independence. The Jews of Palestine had been very resourceful in smuggling weapons and establishing clandestine arms factories. The underground factories churned out relatively easy to build Sten submachine guns, but the Haganah had difficulty obtaining the 9 mm bullets needed for the weapons.

The head of the clandestine Israel Military Industry, Yosef Avidar, devised a plan to smuggle in machines for a secret factory to make the bullets. Though he was successful in purchasing machines in Poland in 1938, the Zionists could only get them as far as Beirut, where they were stored for nearly four years before Jews who served in the British army succeeded in bringing them to Palestine.

The ammunition plant at Ayalon was built in 1947, almost under the noses of the British, who had a nearby base. The site was a place where pioneers would go for training in kibbutz life before moving on to establish cooperatives around the country. Under the code name "the Ayalon Institute," a group of pioneers from the Hatzofim Aleph Scout movement and members of the Haganah dug a large underground chamber the size of a tennis court, 13 feet underground with nearly 2-foot-thick walls and ceiling. The entire project was completed in 22 days. To conceal the clandestine project, the Jews built housing, a dining hall, chicken coop, cow barn, workshops, a laundry, a bakery, and a vegetable garden to give the outward appearance of an ordinary kibbutz.



How the plant was built, concealed and operated is the fascinating subject of this documentary.  With the context of the times firmly established, we can explore, in their own words, the courage of the brave young people who risked their lives in service to Jewish independence.  Through interviews conducted with still living members of this group, we will piece together this pivotal effort in the battle for statehood for Israel.

How did they keep it a secret under the nose of the British?  

How did they make the conditions underground livable and safe for the forty-five people who toiled in two shifts underground?

How did kosher lipstick cases figure in the process?

How did workers who spent daylight hours underground avoid suspicion for being too pale?

How did warm beer serve as an early warning system?

What were giraffes, and what did they have to do with secrecy?

At its peak the factory was producing 40,000 bullets a day.  How were these bullets smuggled out for use around the country and what would have been the result had these bullets not been available to the freedom fighters?

Our documentary is an exploration of a bond formed among young people whose existence depended on guile and gumption under threat of capture and execution.  It demonstrates the creativity and the commitment of a people who understood their role in a society struggling merely to exist.  We recall the job they needed to accomplish, and we celebrate their success in doing that.  Code Name: Ayalon reminds us of a period in Israeli history that insured the homeland for the Jews would have a future.  Help us share this story so worth telling.


the Team

Laurel Fairworth, Producer

Fairworth is a twenty-year broadcast journalist. She appeared on-camera in New York, Los Angeles, Philadelphia, Washington D.C., Baltimore, West Palm Beach, Florida and Tennessee. She distinguished herself with Emmy awards for in-depth reporting, spot news reporting and features. Fairworth still produces pieces for NBC’s Today Show, Nightly News, CNBC and MSNBC. Currently Fairworth is the President of Cachet Communications, a Public Relations and Marketing Company.


Michael Lopatin, Director

Lopatin is president of Ralph Lopatin Productions and creative director for the Marlo Group with headquarters in Los Angeles. The marriage of these two companies provides bi-coastal coverage of the domestic communications market.

As a lifelong filmmaker, Lopatin has written, produced and directed more than 350 productions in nearly four decades in the industry.


Alan Klingenstein, Distributor

Klingenstein is a partner at FilmRise, a multi-platform distribution company. Klingenstein is dedicated to spotlighting the best in independent films. He is engaged in the acquisition, distribution and global licensing of proprietary content including motion picture, television series and special interest programming. Klingenstein provided editing and sound for, among others, MTV, HBO, Showtime, CBS, ABC, NBC, and the Sci-Fi Channel. Klingenstein has sold to entertainment outlets Bravo, Lifetime, the History Channel, Discovery, Oxygen, A & E, Lion’s Gate and Lorber Films.


Mark Pogachefsky, Publicist

Pogachefsky is co-owner of MPRM Communications, one of the most well-respected public relations firms in Los Angeles. Over the years, he has successfully shed a spotlight on worthy independent films with campaigns including Milk, The Visitor, In the Bedroom, Memento, Elizabeth, the Pianist, The Usual Suspects, Sex, Lies and Videotape, and Fargo, as well as documentaries such as An Inconvenient Truth, Kindertransport and Food, Inc.


Jewish National Fund Magazine June 2015 issue.


"I just read the JNF article about you and your project.  HOW AWESOME! Of all of the incredible things we did and experienced in Israel [the visit to Ayalon, the secret bullet factory] was, by far, at the top of the list. I am so happy you're on this mission to get the story told so it's memorialized for generations to come.  The Jewish people have figured it out - to survive in this world against the odds - and this is a relevant and tangible if not palpable demonstration of that grit and tenacity."

-Daniel Ungar

Cleveland, Ohio


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Get In Touch

Laurel Fairworth

Email: laurelfairworth@msn.com

Website: CachetCommunications.com

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