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Full text of "THE ROMMEL PAPERS"

TOBRUK 

Rommel s plan for tfie 
attack onTobruk which 
was to take place 



November 1941 



Reproduction of a sketch map 
drawn by Rommel 




n 



In this left hand corner of the original map Rommel 
wrote the time schedule for the attack. It reads: 

1 Start line X-Day 03.30 

2 Attack onfortifications X-Day 04.00 after artillery 
preparation (02.00-04.00) 

3 Advance on both sides of Via Balbia up to junction 
of three roads 06.30-10.00 

4 Penetration to coastline 10.00-15.00 

5 Attack on harbour and town ofTobruk 15 .<A>- 
and Auda waterworks 

6 Railing up of the coastal strip as fa, as 
Sahal 



00* } 

X ** ** 



adi 



\ 



MAI MAY 21 19 

"u JUN o r 



HAY 16 





7 Rommel s sketch on which he plotted the British 
attack of November 20th aimed at the relief of 
Tobruk, which forestalled and thwarted his plan, 
"""""- with the movements of his own forces in 
response to it. 



940.933 R76p 

Rcraiel 

The Rcranel papers. 





DUE 



INTERLIBRAW 
KC..MJ.PU 



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OCT 8 173 < 



JUL 15 



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COPYRIGHT, 1953, BY 
B. H. LIDDELL HART 



All rights reserved* including 
the right to reproduce this book 
or portions thereof in any -form. 



LIBRARY OF CONGRESS CATALOG CARD NO. 53-5656 
PRINTED IN THE UNITED STATES OF AMERICA 



CONTENTS ix 

XV. ALAMEIN IN RETROSPECT page 327 

XVI. THE GREAT RETREAT 337 

The Evacuation of Cyrenaica 348 

XVII. CONSULTATION IN EUROPE 359 

XVIII. BACK TO TUNISIA 370 

Through the Sirte 273 

Buerat Respite 381 

The End in Tripolitania 385 

From Alamein to Mareth Retrospect 394 

XIX. BETWEEN Two FIRES 397 

Army Group " Afrika " 408 

The End in Africa 416 



PART FOUR 

ITALY 

XX. ITALY, 1 943, by Manfred Rommel 425 

PART FIVE 

INVASION 

XXI. INVASION 1944, by General Fritz Bayerlein 4,51 
RommeVs Letters from the West, December 1943 Jwne 

1944 460 

High Command Preparations for the Invasion 4.65 

Invasion Day 471 

XXII. THE LAST DAYS, by Manfred Rvmmel 495 

XXIII. THE SKY HAS GROWN DARK 507 

Modern Military Leadership 516 

Africa in Retrospect 



Appendix 525 

Index 526 



LIST OF MAPS 
Drawn by J. F. Trotter 

1. The advance from the Rhine to Cherbourg page 5 

2. The break-through on the Meuse 8 

3. Rommel s map of his advance, iSth-iyth May, 1940 23 

4. Battles round Arras and Lille 31 

5. Crossing the Somme 45 

6. The Somme-Seine break-through 51 

7. The drive into Cherbourg 71 

8. The thrust into Cyrenaica, April 1941 108 

9. The British Offensive, June 1941 Battleaxe 143 

10. The British Offensive, November 1941 Crusader (ist phase) 157 

1 1 . Crusader (and phase) 1 65 

12. Rommel s attack at Gazala, May 1942 (ist phase) 205 

13. Gazala (2nd phase) 215 

14. Rommel s eastward thrust after Bir Hacheim 219 

15. The Battle of Alamein, July 1942 247 

16. The Battle of Alam Haifa, September 1942 278 

17. The Battle of Alamein, October November 1942 301 

1 8. The Battle of Kasserine ggg 

19. The Battle of Medenine 4x3 

20. The lay-out of German defences on D-Day 472 

21. Battles round Caen 475 

22. Battles in the Cherbourg Peninsula 488 

FOLD OUT MAPS 

The coast of North Africa from Alexandria to Tunis facing page 418 

Northern France 



LIST OF PLATES 

Field Marshal Rommel frontispiece 

Crossing the Somme facing page 42 

Enemy artillery on the Somme 43 

" We had reached the coast of France " 43 

British and French prisoners at St. Valdry 58 

The surrender at St. Val&y 58 

Rammers letter to his wife, June 2ist, 1940 59 

Rommel with General Gambier-Parry 98 

The Fieseler Storch used by Rommel 98 

Tracks south of Tobruk, Summer 1941 99 

Another type of desert terrain 99 

Rommel on the Via Balbia, April 1941 130 

Rommel s main headquarters on the Via Balbia 130 

Rommel s advanced headquarters near Tobruk 131 

Rommel outside his tent 131 

The Mammoth 2226 

Digging a way through the sand hills 226 

Rommel working in his caravan 227 
Field Marshal Kesselring, General Froehlich, General Cause, 

Field Marshal Rommel, General Cruewell 227 

Plans for the attack on Cairo 258 

Obstacles on the shores of France, Spring 1944 259 

Rommel with Field Marshal Rundstedt 498 

Rommel with General Speidel 498 

RommeFs coffin being borne from his home 499 

Hitler s wreath 499 



INTRODUCTION 



THE IMPACT that Rommel made on the world with the sword will be 
deepened by his power with the pen. No commander in history has 
written an account of his campaigns to match the vividness and value 
of Rommel s which, for the most part, has now been retrieved from its 
various hiding places and put together in this volume. 

No other commander has provided such a graphic picture of his 
operations and method of command. No one else has so strikingly 
conveyed in writing the dynamism of Blitzkrieg and the pace of panzer 
forces. The sense of fast movement and quick decision is electrifyingly 
communicated in many of the passages Rommel carries the reader 
along with him in his command vehicle. 

Great commanders have mostly been dull writers. Besides lacking 
literary skill in describing their actions, they have tended to be cloudy 
about the way their minds worked. In relating what they did, they have 
told posterity little about how and why. Napoleon was an exception, 
but the value of his account is impaired by a more than usual un- 
scrupulousness in treating facts, and by his intentness to falsify the 
balance-sheet. Like Caesar s, his writing was not merely coloured but 
dominated by a propaganda purpose. 

Rommel s narrative is remarkably objective, as well as graphic. 
In drafting it he certainly had, like most men who have made history, 
a concern for his place in history. But while he shows a natural desire 
for justification in his explanation of events, it is subordinate to his 
burning interest in the military lessons of the campaigns. His evidence 
stands up uncommonly well to critical examination, and checking by 
other sources, A number of errors of fact can be found in it, but fewer 
than in many of the official and personal narratives compiled with the 
advantage of post-war knowledge. There are some disputable interpreta 
tions, but not the purposeful distortions, for national or personal credit, 
which are all too often found in such accounts. 

The clarity and high degree of accuracy which distinguish Rommel s 
picture of the operations are the more notable because of the confused 
impressions that are apt to be produced by fast-moving tank battles, 
especially in the desert. The clearness of Rommel s picture owes much 
to his way of command his habit of getting right forward and seeking 



Xlll 



INTRODUCTION 

to be near the crucial spot at the crucial time. It also owes much to his 
prolonged self-training in observation, highly developed eye for spotting 
what was significant in a scene, and knack of registering it. His passion 
for taking photographs at every step of advance was a symptom of this 
characteristic as it was with Lawrence, in the Arabian theatre of 
World War L 

There were marked resemblances between these two masters of desert 
warfare, whatever their differences in temperament, range of interest 
and philosophy. They were strikingly akin in their sense of time and 
space, instinct for surprise, eye for ground and opportunity, combination 
of flexibility with vision, and ideas of direct personal leadership. Another 
military link was in the application of mechanised mobility to desert 
warfare. Lawrence, who is popularly associated with camel-rides, was 
among the first to see how the new means of mobility could transform 
desert warfare, and had demonstrated this embryonically and in miniature, 
with a few armoured cars and aircraft. RommeFs exploitation of these 
potentialities on the grand scale would have delighted the Lawrence who 
was a connoisseur of military art and had a revolutionary bent. 

Rommel, also, had an urge to express himself on paper as well as in 
action. That became evident long before he became famous as a 
commander from his extraordinarily vivid treatise on infantry tactics, 
inspired by his experiences as a young officer in World War I and by 
his reflections upon them. Most text-books on tactics are deadly dull, 
but he brought life into the subject. The more mobile operations of the 
next war, and his own greater role, gave him bigger scope of which he 
took full advantage. He was a born writer as well as a born fighter. 
The same expressive gift and urge can be seen in the way he sketched on 
paper, with pencil or coloured chalks, the operations he planned or even 
imagined. 

Throughout his activities in World War II he kept constantly in 
mind the project of a book to match the performance, and continually 
made notes for the purpose notes that he developed into a narrative 
whenever he had a breathing space. 

Death, under Hitler s decree, prevented him from completing the 
project, but what he had already drafted makes a book that has no peer 
among narratives of its kind. It may lack polish, but its literary power 
is very striking. Along with descriptive clarity it has dramatic intensity, 
while its value is much increased by the comments that accompany and 
illuminate its story. His section on " The Rules of Desert Warfare " is a 
masterly piece of military thinking, while the whole narrative is sprinkled 
with sage reflections, often with a fresh turn about concentration in 
time rather than in space; about the effect of speed in outweighing 
numbers; about flexibility as a means to surprise; about the security 
provided by audacity; about the stultifying conventions of the " quarter 
master " mind; about creating new standards and not submitting to 



INTRODUCTION XV 

norms; about the value of indirect rather than direct reply to the enemy s 
moves; about the way that air inferiority requires a radical revision of 
the rules of ground operations; about the unwisdom of indiscriminate 
reprisals and the folly of brutality; about the basic inexpediency of 
. unprincipled expediency. 

Until I delved into Rommel s own papers I regarded him as a brilliant 
tactician and great fighting leader, but did not realise how deep a sense 
of strategy he had or, at any rate, developed in reflection. It was a 
surprise to find that such, a thruster had been so thoughtful, and that 
his audacity was so shrewdly calculated. In certain cases, his moves may 
still be criticised as too hazardous, but not as the reckless strokes of a 
blind and hot-headed gambler. In analysis of the operations it can be 
seen that some of the strokes which miscarried, with grave results for him, 
came close to proving graver for his opponents. Moreover, even in 
failure his strokes made such an impression on them as to assure his 
army a chance of escape. 

One of the clearer ways in which commanders can be measured is 
by the extent to which they impress the opposing side. By that measure 
Rommel s stature is very high. In centuries of warfare only Napoleon 
has made a comparable impression on the British, and that was not 
achieved purely in the military field, as it was in Rommel s case. 

Moreover, Rommel became much more than a bogey to the British. 
Awe for his dynamic generalship developed into an almost affectionate 
admiration for him as a man. This was inspired primarily by the speed 
and surprise of his operations, but it was fostered by the way that he 
maintained in African warfare the decencies of the soldierly code, and 
by his own chivalrous behaviour towards the many prisoners of war 
whom he met in person. He became the hero of the Eighth Army troops 
who were fighting against him to such an extent that it became their 
habit, when wanting to say that someone had done a good job of any 
kind on their own side, to describe it as " doing a Rommel ", 

Such intense admiration for the enemy commander carried an under 
lying danger to the soldiers morale. Thus the British commanders and 
headquarter staffs were compelled to make strenuous efforts to dispel 
" the Rommel legend ". It is a tribute to their sense of decency and his 
personal conduct that such counter-propaganda was not directed towards 
blackening his character but towards diminishing his military scale. In 
that respect, his ultimate defeats provided a lever and it was hardly 
to be expected that his opponents would emphasise his crippling dis 
advantages in strength and supplies, or the significance of what he 
managed to achieve under such handicaps. Juster comparison and truer 
reckoning are left for history, which has a habit of correcting the 
superficial judgments that temporarily keep company with victory. 
Hannibal, Napoleon and Lee went down in defeat, yet rose above their 
conquerors in the scales of history. 



XVI INTRODUCTION 

In true judgment of performance, due account must be taken of the 
conditions and relative resources, together with the other factors that lie 
outside a commander s control. Only then can we properly estimate 
the quality of his performance. The outstanding feature of Rommel s 
numerous successes is that they were achieved with inferiority of resources 
and without any command of the air. No other generals on either side 
in World War II won battles under these handicaps, except for the early 
British leaders under Wavell and they were fighting Italians. 

Rommel s performance was not flawless, and he suffered several 
possibly avoidable reverses but when fighting superior forces any slip 
may result in defeat, whereas numerous mistakes can be effectively 
covered up by the commander who possesses a big margin of superiority 
in strength. For all his audacity and rapidity of movement and decision, 
Rommel comes out well, on balance, from the test embodied in Napoleon s 
saying that " the greatest general is the one who makes the fewest 
mistake*?." 

That criticism, however, has too passive a note to fit the nature of 
war, and is apt to foster a dangerous caution. It would be more pro 
foundly true to say: "the greatest general is the one who leads his 
opponent to make the most mistakes. 5 By that test, Rommel shines even 
more brightly. 

The best line of comparison between famous commanders of different 
eras lies through their art, which can be distinguished from changing 
technique. It is possible to make a comparative study of the use they made 
of the means at their disposal to achieve their effects particularly their 
use of mobility, flexibility, and surprise to upset their opponents* mental 
and physical balance. It is even possible, with such as have disclosed their 
conceptions, to gauge how far their effects were a matter of calculation. 

Here, above all, lies the instructive value of Rommel s papers and 
the more so because his narrative was not revised in the light of post 
war knowledge, while his letters frequently provide pre-event evidence 
of the way in wliich he approached his problems. It is in the approach, 
more than in the act, that a man reveals the bent of his thought, and the 
compass of his mind. 

The Rommel Papers should go far to dispel the dust of controversy 
that has been stirred up, from various motives. Rommel s narratives 
were written long before he could have any idea of the controversy that 
would arise outside Germany, and could frame them to meet it; his 
letters to his wife have still more immediacy. It is remarkable how frank 
they are in comment in view of the fact that they were liable to be opened. 
From these conjoint sources the reader can get a clear view into Rommel s 
mind and the mainsprings of his action. The picture may naturally 
differ according to the individual reader s predisposition, but there is 
little obscurity about the personality itself, and its various facets. 

Rommel was very human apart from his extraordinary energy and 



INTRODUCTION 

his military genius. The "warts" are plainly self-revealed in his 
narratives and letters. Like most of the leaders of mankind he was in a 
state of immaturity. During his spell of greatest success his attitude had 
the boyishness that is captivating but dangerously unphilosophical, and 
his outlook had the limitations that make for success in leadership. In 
the earlier part of the war, his letters suggest that he tended to regard 
war as a great game the game for which, in his country s service, he 
had trained himself with single-minded devotion. For maximum driving 
power, a commander must feel like that about war and the most 
thrustful of them always have. Rommel had an unusual capacity for 
reflection, but his did not go beyond the military field until the last 
months of his life. 

Like most forceful soldiers, too, he did not find it easy to be tolerant* 
about contrary views, especially among those who were fighting on the 
same side. That is manifest in his biting comments on Haider and 
Kesselring in particular, which were certainly unjust on several counts. 
It should also be remembered that he was a sick man during the later 
stages of the African campaign, a condition which naturally tended to 
increase his aggravation and warp his view. But there was little malice 
in him his explosiveness was an outlet and he was unusually ready to 
repair an injustice when his anger passed. That can be seen, for instance, 
in the high tribute he pays to Kesselring in his final reflections. Moreover, 
his comments on the enemy French, British and American show a re 
markable freedom from hatred and readiness to recognise their qualities. 

Rommel s attitude to " the Fuehrer " and his long-continued loyalty 
are a puzzle only to those who do not understand the habit of mind 
produced by a professional soldier s early training, particularly in 
Germany, and are unable to imagine how things look from such a point 
of view. But the Papers make clearer two factors that for a time buttressed 
his soldierly loyalty. It is easy to perceive how Rommel s dynamism made 
him responsive to Hitler s and how the obstruction he suffered from the 
intermediate " top-hamper " with which he was in close contact made 
him feel more sympathetic to the distant Fuehrer. That continued while 
Rommel s reflectiveness was simply military. But the wide measure of 
independent authority he had in Africa, the larger problems with which 
he had to deal, and the deep impression made on him by the material 
superiority of the Allies, gradually widened the scope of his reflection 
and thus paved the way for the momentous change of altitude that 
developed when he came back to Europe and into closer contact with 
Hitler. It would have been madness for him to have recorded on paper 
this process of change indeed, some of his later letters show an obvious 
effort to disguise it but there are a number of clues scattered through 
the pages. His son and closest associates have supplemented these with 
their evidence of how he was brought to the break-away, and the resolve 
to overthrow Hitler, which cost him his life. 



INTRODUCTION 

The main importance of the papers lies, however, in the abundant 
light they shed on Rommel s military leadership. Their evidence confirms 
the judgment of the British soldiers who actually fought against him, and 
shows that their estimate was closer to the mark than the counter- 
propaganda designed to depreciate his formidable reputation. The 
" Rommel legend " clearly had a much better foundation than most. 
Save for his many narrow escapes from death or capture in battle, he 
owed less to luck than most commanders who have attained fame. Now 
that his actual conceptions and the workings of his mind are laid open 
for examination it becomes evident that his successes were earned, not 
accidental. They bear the hall-mark of military genius. 

This is not the place for a biographical survey of Rommel s career- 
which has been ably and vividly presented in Desmond Young s book, 1 
a valuable complement to this. But it may be worthwhile to epitomise 
the principal features of Rommel s generalship, and briefly discuss them 
in relation to the general experience of warfare. 

In most fields, genius is associated with originality. Yet it has been 
rare among those who are usually acclaimed as the great masters of war. 
Most of them have gained their successes by using conventional instru 
ments superlatively well, and only a few have sought new means and 
methods* That is strange, since history shows that the fate of nations 
has been repeatedly decided, and the most epoch-making changes in 
history determined, by change in weapons and tactics especially the 
latter, 

But such developments have usually been produced by some student 
of war with a fresh turn of mind, and by his, influence upon the pro 
gressively inclined soldiers of his time, rather than by the action of any 
top-level commander. In the history of war great ideas have been less 
numerous than great generals, but have had a more far-reaching effect. 
The distinction between the two is a reminder that there are two forms 
of military genius the conceptive and the executive. 

In Rommel s case they were combined. While the theory of Blitzkrieg 
the new super-mobile style of warfare with armoured and motorised 
forces had been conceived in England, long before he came on the 
stage, the quickness with which he grasped it and the way he developed 
it showed his fresh-mindedness and innate conceptive power. He 
became, next to Guderian, the leading exponent of the new idea. That 
was the more remarkable because he had had no experience of tanks 
until given command of the 7th Panzer Division in February, 1940, and 
then had less than three months to study the theory and master the 
problem of handling such forces before he was launched into action. His 
brilliant share in the panzer drives that produced the collapse of France 
led to his being given the opportunity of applying the new conception 

1 Rommel (Harpers, 1951). 



INTRODUCTION XIX 

in Africa and with the advantage of independent command which 
Guderian was never allowed in Europe, fortunately for Germany s 
surviving opponents. Moreover, in Africa, Romniel demonstrated a 
subtler application of the theory, blending the defensive with the offensive 
and drawing the opposing tanks into baited traps, preparatory to his 
own lightning thrusts. In other respects, too, he made signal contributions 
to the new technique. 

It is significant that Rommel was one of the few eminent commanders 
who have gained distinction as military thinkers and writers. More 
remarkable still is the fact that his chance to prove his powers as a 
commander came through the effect of his writings. For it was his book 
Infanterie grdft an that first attracted Hitler s attention to him, and by the 
impression it made paved the way for his phenomenal rise. 

Rommel was able to make the most of his chance because he also 
possessed executive genius. The extent to which he had it may best be 
realised by taking note of the qualities that the great commanders of 
history have shown although the degree of each quality has varied in 
each case. 

In earlier times, when armies were small and fought with short-range 
weapons, and when the battlefield rather than the theatre of war was 
the general s arena, the quality most prized in a commander was coup 
fftil an expressive term for the combination of acute observation with 
swift-sure intuition. All the Great Captains possessed in high degree this 
faculty of grasping instantly the picture of the ground and the situation; 
of relating one to the other, and the part to the whole. Rommel most 
clearly had this faculty. It had a renewed importance in Africa owing 
to the nature of fast-moving armoured warfare and the moderate scale 
of the forces in that theatre. 

In recent times, as the range of weapons lengthened and armies 
became more extended as well as larger in scale, so the need increased 
for a faculty wider and deeper than coup d vil for insight. The power 
of penetrating, as Wellington aptly expressed it, into what was going on 
" at the other side of the hill " behind the enemy s lines, and in the 
enemy s mind. In the present even more than in the past, a leader must 
have a deep understanding of psychology in general, and of the opposing 
commander s psychology in particular. The extent to which Rommel 
possessed this kind of insight, or psychological sense, can be seen in his 
Papers as well as in his operations. 

Such a psychological sense is in turn the foundation of another 
essential, and more positive, element of military genius the power of 
creating surprise, of producing the unexpected move that upsets the 
opponent s balance. For full effect, as history shows, it must be reinforced 
by an acute time-sense, and by the capacity to develop the highest 
possible degree of mobility. Speed and surprise are twin qualities. They 
are predominantly the " hitting," or offensive, qualities of true general- 



XX INTRODUCTION 

ship. And their development, like that of the informative senses, depends 
on a faculty which may be best, and briefly, defined as creative im 
agination. 

In power of producing the unexpected move, acuteness of time-sense, 
and capacity to develop a pitch of mobility that can paralyse opposition, 
it is hard to find a modern parallel to Rommel, except Guderian, the 
prime minister of Blitzkrieg. Later in the war, Patton and ManteufTel 
displayed similar qualities, but comparative assessment is difficult 
because of their more Limited scope. So it is, also, when we go back into 
the past, where instruments were so different although we know that 
Seydlitz, Napoleon, and Bedford Forrest were outstandingly gifted in 
achieving surprise through speed, and although a similar dynamism can 
be discerned in the great Mongol leaders such as Genghiz Khan and 
Sabutai. The secret of this combination has never been so clearly 
communicated as in Rommel s Papers. 

In seeking to upset the enemy s balance, a commander must not lose 
his own balance. He needs to have the quality which Voltaire described 
as the keystone of Marlborough s success " that calm courage in the 
midst of tumult, that serenity of soul in danger, which the English call 
a cool head." But to it he must add the quality for which the French 
have found the most aptly descriptive phrase " le sens du praticable" 
The sense of what is possible, and what is not possible tactically and 
administratively. The combination of both these two " guarding " 
qualities might be epitomised as the power of cool calculation. The 
sands of history are littered with the wrecks of finely conceived plans that 
capsized for want of this ballast. 

On this count, there is more question about RommePs qualifications. 
Along with tremendous courage he had what is called the artistic tempera 
ment, and was apt to swing from exaltation to depression as his letters 
show. Moreover, he was often criticised in German staff circles, including 
his own, for not taking sufficient account of supply difficulties, and 
attempting strategically more than was practicable administratively. In 
a number of cases the course of the operations tends to bear out such 
criticism. On the other hand, the Papers show that in the risks he took 
there was a deeper calculation than appeared on the surface. He 
demanded more than was possible by " Quartermasters " standards as 
the most probable way of gaining great results under the new conditions 
of strategy. Although that strategic policy miscarried at times, it is 
remarkable how often he managed more than was possible administra 
tively by any normal calculation and in consequence achieved results 
that would not have been possible in any other way. 

Finally, and beyond all the other qualities that mark a great com 
mander, comes actual power of leadership. That is the dynamo of the 
battle-car and no skill in driving will avail if it is defective. It is through 
the current of great leadership that troops are inspired to do more 



INTRODUCTION 

than seems possible, and thus upset an opponent s " normal " 
calculations. 

There is no doubt on this score of Rommel s qualification as a 
* Great .Captain. ". Exasperating to staff officers, he was worshipped by 
the fighting troops, and what he got out of them in performance was far 
beyond any rational calculation. 

B. H. LIDDELL HART 



THE STORY OF THE ROMMEL PAPERS 

By Manfred Rommel 



WHEN MY father died, he left a considerable number of documents which 
had accumulated during his campaigns. There were army orders, 
situation reports, daily reports to the High Command; besides these 
official documents he left a number of volumes comprising his personal 
diary, and comprehensive notes on the French campaign of 1940 and on 
the war in the desert. 

After the First World War my father published a book on infantry 
tactics, based largely on his own experiences. When he was writing that 
book he found he had preserved few of the essential documents, while 
his diary was hardly more helpful; there were great gaps during the 
most important periods, when he had been too occupied with fighting 
to have time for his diary. 

My father undoubtedly intended to publish another book on the 
military lessons to be derived from his experiences in World War II, 
and this time he was determined not to be at the same disadvantage in 
the matter of contemporary records. 

From the moment he crossed the frontier on 10 May 1940 he began 
to keep a personal account of his operations, which he generally dictated 
daily to one of his aides. Whenever a lull allowed, he prepared a more 
considered appreciation of what had taken place. 

He preserved all his official orders, reports and documents. In 
addition there were hundreds of maps and sketches of his operations 
which he or his staff had drawn in coloured chalks, some being carefully 
and exactly finished off in drawing ink; there were also drafts for maps 
intended to illustrate his subsequent writings. 

As events took a less favourable turn, my father became all the more 
anxious that an objective account of his actions should survive his 
possible death so that his intentions could not be misinterpreted. On his 
return from Africa he worked on his papers in great secrecy, dictating, 
or giving drafts for typing, only to my mother or to one of his A.D,Cs, 
On his return from France in August, 1944, he began to write an account 
of the Invasion, but he destroyed this when it became clear that he was 

xxiii 



THE STORY OF THE ROMMEL PAPERS 

suspected of complicity in the July 20 plot. On the other hand, some 
papers have survived which he would undoubtedly have burned had he 
had the time. 

My father was an enthusiastic photographer. Here, again for the 
purposes of his book, he had gone back to Italy after the first World War 
to get photographs, which he needed for making tactical sketches, of the 
places where he had fought in 1917; but that had not been easy, for the 
Italians did not welcome German officers with cameras to their frontier 
territory. My father travelled as an " engineer " with my mother on a 
motor-cycle. For the book he planned to write on the Second World 
War he intended to be well provided with photographs and he took 
literally thousands, both in Europe and in Africa, including a large 
number in colour. He took photographs only when advancing, he once 
told me; " I don t photograph my own retreat." 

Furthermore, he wrote to my mother almost daily and she had 
preserved about a thousand of his letters. 

Only a proportion of all this material survived the various vicissitudes 
which it underwent. 



During the months immediately preceding the outbreak of war, my 
father commanded the War Academy at Wiener Neustadt, about thirty 
miles south of Vienna. The academy was housed in an enormous old 
castle. When in 1943 British and American bomber squadrons started 
to raid the town and our home was in danger of being destroyed, we 
deposited some of my father s papers in the deep cellars of the castle; 
others we sent to a farm in south-west Germany. The rest we took with 
us when in the autumn of 1943 we moved from Wiener Neustadt to 
Herrlingen, five miles from Ulm in Wuerttemberg. 

My father s death made my mother all the more anxious to save his 
papers, not only for personal reasons but so that, when history came to 
be written, the truth might be told. Already at the time of the funeral, 
an S.S. officer had tried to find out, in the course of conversation, what 
had become of my father s papers. We did not take the bait. Nonetheless, 
it appeared highly probable that an attempt would be made to take 
them from us. 

My mother, therefore, immediately began to assemble all the papers 
in the house. I went to Wiener Neustadt to retrieve the documents which 
we had left in the castle cellars. One did not need to be very far-sighted 
at that time to realise that Soviet troops would, in due course, reach 
Vienna; and, as it turned out, six months later they stormed the castle 
after it had been reduced to a heap of rubble following stout resistance 
on the part of the German officer cadets in training there. Everything 
that was not nailed to the ground, was plundered. 

With the help of my father s sister and of Captain Aldinger, his 



THE STORY OF THE ROMMEL PAPERS XXV 

A.D.C., my mother began to pack up all the papers ready for evacuation 
should the need arise. She intended to rely on dispersal, for while it was 
probable that one hiding place would be discovered, it was improbable 
that all would be. 

In the middle of November, 1944, Captain Aldinger, who had stayed 
with my mother to help her clear up my father s affairs, was suddenly 
ordered by the town major of Ulm to present himself at the main railway 
station of that city. It was said that an officer on General Maisel s staff 
would be there and that he had certain matters to discuss with Captain 
Aldinger. It was General Maisel who had fetched my father away a 
month earlier. It was further intimated to Captain Aldinger that this 
officer had orders to proceed to Herrlingen afterwards. 

The purpose of this visit was obscure to my mother and Captain 
Aldinger. Was an arrest planned? Or did they intend to carry out a 
house search for my father s notes? No one could tell. 

The work of hiding the remaining papers was speeded up as much 
as possible. By the evening of the i4th November, with the exception 
of drafts and jottings for his personal notes, all that remained in the house 
were official war documents, marked " Secret ", which would, in any 
event, have to be given up. 

On the morning of the isth November, Aldinger left Herrlingen to 
go to Ulm. " I shall leave the car here," he said to my mother; " God 
knows whether I shall ever come back. Perhaps I shall be arrested right 
away. If not, I shall come back to Herrlingen at once." 

My mother waited. When the afternoon came, she became seriously 
concerned about Aldinger s arrest. There was all the more danger that 
this might happen because, with the exception of my mother and myself, 
he was the only witness who knew the real cause of my father s death. 
Towards three o clock the gate of our garden opened. Aldinger came in. 
He was alone and was carrying rather a bulky parcel under his arm which 
was wrapped in white paper. Mercifully my mother s fears had not 
materialised. The officer on MaisePs staff had handed over the baton 
and service cap which the two generals had taken from my father on 
the i4th October, after he died. They had taken these " trophies " to 
the Fuehrer s Headquarters and, as we found out afterwards, they were 
kept for a time in the desk of Schaub, Hitler s A.D.C. Immediately after 
my father s death, Captain Aldinger had repeatedly and vigorously 
protested, in the name of my mother, at this unheard-of behaviour and 
had now* against all expectations, been successful. 

The majority of the documents had by this time been dispersed. 1 hey 
were hidden on two different farms in south-west Germany, in one case 
walled up in a cellar, in the other behind a heap of empty boxes ma 
cellar. A small box which contained some of my father s notes on the 
battle of Normandy was buried by a friend of ours between the walls of 
a bombed Stuttgart ruin in a part of the town which had been so pounded 



XXVi THE STORY OF THE ROMMEL PAPERS 

by numerous air attacks that it was no longer likely to be considered a 
worthwhile target. My father s diaries for 1943-44 were deposited in a 
hospital, while other material was sent to my aunt in Stuttgart. My 
mother retained in the house at Herrlingen the drafts of my father s notes 
which had formed the original manuscript on Africa, films taken by my 
father in the French campaign of 1940 and his personal letters. 

Strangely enough, my mother was so preoccupied with the fear that 
the Nazi authorities might get hold of the papers that she never thought 
of the possibility that the Allies, who were now approaching, might show 
an equal interest. 

During the second half of April 1945, t ie bombing became continuous. 
Hour by hour the American H.E. bombs crashed down on Ulm, which 
was burning night and day in many places. From the west and from 
the north the sound of artillery fire could be heard and day by day it 
became more menacing. The remnants of the German Army were 
streaming back weaponless through the valley in which Herrlingen lay, 
some on farm-carts, some on foot, all in perpetual fear of attack by U.S. 
fighter-bombers. The local Volksturm, comprising youngsters of fourteen 
and old men of sixty-five, was mobilised. Placards had been put up 
everywhere which read " Anyone who fails to defend Ulm against the 
enemy is a swine." 

One day, it must have been the aoth April, my mother, looking out 
of her window, saw the American tanks approaching Ulm. Only when, 
on the following day, Allied soldiers set fire to parts of the neighbouring 
village on the false assumption that it was occupied by German partisans, 
and Jong columns of refugees from that village came streaming through 
Herrlingen, only then did my mother become anxious about the docu 
ments that were still in the house. She got the letters, notes and films 
ready so that she could take them with her at a moment s notice. Part 
of these she threw in an old trunk which, with the help of neighbours, she 
buried in the garden. 

The American troops now occupied Herrlingen. Sentries were posted 
everywhere. It was impossible to bury any further material. Among 
the first Americans who came to see my mother was a Captain Marshall 
of the Seventh Army. He asked -whether there were any documents 
in the house. In the confident belief that private letters would not 
be confiscated, my mother answered: "I have only the personal letters 
of my husband written to me." " Where are these letters ? ** asked 
Marshall, 

He went with my mother down to the cellar. When he saw the 
folders containing the letters lying in a box, he said: " I will have to 
take them away. We shall want to have a look at them. I will bring them 
back in a few days." 

Next my mother was told that the return of these letters would be 
delayed for a bit. A fortnight later Captain Marshall s interpreter came 



THE STORY OF THE ROMMEL PAPERS XXVU 

to my mother, and said: " The Captain is terribly sorry that we can t 
keep our promise but the Army has decided that these documents will 
have to be sent to Washington. * 

One day, in the middle of May, at eight o clock in the morning, my 
mother was ordered to leave her house by nine. An American unit was 
to be billeted in our home. While my mother was still packing, American 
soldiers started to open the drawers and cupboards and to search. 
Numerous documents of my father s (drafts for notes on Africa and hand 
written maps) which at the time were on the library shelves, in the desk 
and in the cellar have not been seen since. All my mother managed to 
do was to bring away on a small hand-cart a trunk containing my father s 
films, the manuscript of the African campaign, and the official history 
of the yth Panzer Division s operations in France in 1940, of which only 
three copies had ever been made. 

The papers which were evacuated to other places met with varied 
fates. 

On the one farm in south-west Germany, some Americans appeared, 
announced that they belonged to the Counter Intelligence Corps and 
demanded to see the trunks which Field Marshal Rommel had had 
placed there. Unfortunately, some of these trunks and boxes had already 
been brought up from the cellar in which they had been walled up 
into the house itself. The Americans commandeered a chest and a trunk. 
The chest contained my father s documents, notes and sketches from the 
First World War the material he had used in his book, The Infantry in 
Attack. The trunk contained my father s complete Leica equipment (a 
camera and twelve different accessories), personal effects and about 3,000 
snapshots which my father had himself taken. He was particularly proud 
of his colour photographs, some of which had been taken with a certain 
amount of danger to himself. One, I remember, which was most im 
pressive, showed Australian infantry attacking with bayonets. There 
were several thousand other photographs which he had collected from 
war reporters and soldiers between 1940 and 1944; some he had already 
captioned. 

The Americans gave a receipt for the chest and the trunk. But 
American officers who subsequently came and tried to be helpful about 
the recovery of the trunks, and to whom we showed this " receipt," 
were doubtful whether these people had really been acting under official 
orders. There remained on this farm another box containing the personal 
diary of my father from 1940 to 1943 as well as notes on the French 
campaign of 1940; there were two further boxes with maps. The owner 
of the farm, a friend of my father, had denied, despite threats from the 
two CJ.C. people, that he had any further material. Subsequently, he 
did his best to see that at least these boxes remained in our possession. 
Even then, the box with my father s diaries and notes on France in 1940 
was, in an unguarded moment, stolen from the loft by an unknown 



XXVlii THE STORY OF THE ROMMEL PAPERS 

person. Whether he was pleased with what he found when he opened the 
box, is doubtful. 

On the other farm, meanwhile, a Moroccan force had taken over. 
Cattle and poultry were slaughtered and open fires were burning in the 
farmyard. The whole place was thoroughly searched several times by 
Moroccans. Fortunately, none of them ever suspected that a further 
cellar existed behind a whole heap of empty boxes. It was in this way 
that the documents here w r ere saved. 

The papers which my aunt had kept for us and those that had been 
buried in the Stuttgart ruins also survived the German collapse. 

When my mother had to leave her home, she found emergency 
accommodation in a small room in the neighbourhood. It was here that 
she made an inventory of the material that remained to her. The box 
which had been buried in the garden at Herrlingen was once again 
unearthed and removed to another place. The boxes on the farm, which 
had in the meantime been evacuated by its Moroccan occupiers, were 
fetched. Thus, when my mother eventually found new shelter in the 
Herrlingen school, she took all the material along with her. 

When my mother learned that posthumous denazification proceedings 
were going to be taken against my father with the object of confiscating 
what effects he had left, she once again loaded up the small hand-cart 
and hid the documents away from where she was living. Fortunately, 
these new threats never materialised, though we heard of a case in which 
similar documents belonging to another officer were confiscated. 

Encouraged by Brigadier Young, and by Captain Liddell Hart s 
undertaking to edit my father s papers, I eventually started to reassemble 
the documents from their various hiding places. In fact, it was possible 
. to translate hurriedly a few passages and incorporate them as an Appendix 
to the biography of my father which Brigadier Young had written and 
which was by then already at press. 

General Speidel, my father s former Chief of Staff, made repeated 
efforts to have my father s letters restored to my mother. Brigadier 
Young asked General Eisenhower to intercede with Washington for their 
recovery. Finally, through the efforts of Captain Liddell Hart, and after 
much protracted search, the letters were handed over to General Speidel 
by Colonel Nawrocky on behalf of the American Historical Division. It 
transpired that in Washington they had been filed, not under " ROMMEL ", 
but under " ERWIN ", my father s Christian name and the signature on 
the letters. Some are still missing, notably those written at the time of 
the Invasion. However, some other documents dealing with Normandy 
were subsequently returned to my mother. 

With the return of the letters we felt we had recovered as many of 
my father s papers as had survived the destruction of war, in part 
carried out by my father for his own personal safety, and the looting 
which inevitably follows in the wake of war. 



EDITORIAL NOTE 



THE MAIN part of Rommel s papers deal with the North African campaign. 
The whole of his narrative is printed in this volume. The only part of 
the story he did not cover, as he would have done if he had lived, is the 
winter campaign of 1941-42. So a chapter on this has been provided by 
General Bayerlein then Chief of Staff of the Afrika Korps with the 
aid of Rommers notes and letters as well as his own knowledge, from very 
close contact, of Rommers views. Bayerlein s own exceptional experience 
and ability as a " Panzer leader " make this addition all the more 
interesting. 

Rommel s story of the 1940 campaign is on the whole intensely 
exciting, but in some places it turns aside to deal with minor details of 
unit movement, while occasionally there is nothing of particular interest 
in the day s events. Such passages have been cut, as indicated in the text. 

During the months he was in Italy, during 1943, Rommel did not 
conduct any active operations, but his diary contains a number of 
illuminating entries about the Italian coup d etat and the efforts to prevent 
Italy changing side. Manfred Rommel has woven these diary passages, 
and Rommel s letters at the time, into a short chapter. 

Rommel did not live to write his story of the Normandy campaign, 
but he left a lot of notes and a number of other records, especially about 
his pre-invasion ideas and plans. General Bayerlein has pieced these 
together, and also incorporated in this chapter Rommel s letters of the 

period. 

In a final chapter, Manfred Rommel relates the story of his father s 
death, and of the tense weeks that preceded the arrival of the executioners 
who came to carry out Hitler s decree. 

The interest and value of these chapters and of Rommel s own 
narrative is much enhanced by his letters. For they convey the colour 
of his thought at the actual moment in the operations, and thus, besides 
their vividness, often provide an historical check on the recollected story 
in his subsequent narrative. 

He wrote his wife almost every day, however hard pressed, although 
his letters were always rather short. They were usually written in the 
early hours of the morning, and sometimes when he was on the move 

XXIX 



XXX EDITORIAL NOTE 

in his armoured car or in a tank. The handwriting of the letters often 
has a shakiness caused by the movement of the vehicle or the chill of 
the hours before sunrise. 

While he had to be discreet in referring to operations in progress, it 
is remarkable how frank he often was in his comments, in view of the 
risk that his letters might be opened either by the ordinary or the 
secret censorship. 

Naturally, many of his letters were simply affectionate notes to his 
wife, but any that contained significant comments are incorporated in 
this volume. 



Acknowledgments 

IN THE first place, tribute is due to the excellent work of Manfred Rommel 
and General Bayerlein in the initial assembly and classification of the 
material. I was greatly impressed by their diligence and conscientiousness 
during all the months we worked jointly on the Papers. The first section 
recovered was Rommel s draft narrative of the African campaign, and 
this was published in Germany under the title of Krieg Ohne Hass ( War 
Without Hate) with a number of footnotes by Manfred Rommel and by 
General Bayerlein. These footnotes have been kept in the present 
volume where the full material is being published for the first time 
while I have added numerous editoria^ notes to clarify points in the 
narrative and to provide an historical background, relating Rommel s 
actions and observations to those on the Allied side. 

For the recovery of the letters and their restoration to Frau Rommel, 
grateful thanks are due to Major-General Orlando Ward, Chief of 
Military History, U.S.A., and to the initiative taken by Brigadier General 
S. L. A. Marshall, the eminent military analyst and historian, whose 
help I sought in the matter. 

In the editing of The Rommel Papers, I would like to express my 
appreciation ot the manifold help given by Mark Bonham Carter, Paul 
Findlay (the translator but far more than that), and Ronald Politzer, 
as welj as of Manfred Rommel and General Bayerlein. It was most 
refreshing and stimulating to have such discerning and able associates 
in the editorial task. 

B. H. LIDDELL HART 
WoLverton Park, 
Buckinghamshire, August, 1952 



Part One 
FRANCE 1940 



CHAPTER I 

THE BREAK-THROUGH ON THE MEUSE 



ON THE I oth May, 1940, Hitler launched his long-expected invasion 
of the West. 1 It achieved a lightning victory that changed the course 
of history 3 with far-reaching effects on the future of all peoples. 

The decisive act in this world-shaking drama began on the i3th 
when the Meuse was crossed by Guderian s panzer corps near Sedan and 
by Rommel s panzer division near Dinant. The narrow breaches were 
soon expanded into a vast gap. The German tanks, pouring through it, 
reached the Channel coast within a week } thus cutting off the Allied 
armies in Belgium. That disaster led on to the fall of France and the 
isolation of Britain. Although Britain managed to hold out behind her 
sea-ditch, rescue came only after a prolonged war had become a world 
wide war. The price of that mid-May breakdown in 1940 has been 
tremendous, and remains immeasurable. 

After the catastrophe, the breakdown was commonly viewed as 
inevitable, and Hitler s attack as irresistible. But appearances were very 
different from reality as has become clear from post-war revelations. 

Instead of having an overwhelming superiority in numbers, as was 
imagined, the German armies were not able to muster as many as their 
opponents did. The offensive was launched with 136 divisions, and was 
faced by the equivalent of 156 French, British, Belgian and Dutch. 
It was only in aircraft that the Germans had a big superiority, in numbers 
and quality. Their tanks were fewer than those on the other side- 
barely 2,800 against more than 4,000. They were also, on the average, 
inferior in armour and armament, although slightly superior in speed. 
The Germans main advantage, besides that in airpower, lay in the 
speed with which their tanks were handled and the superior technique 
they had developed. Their panzer leaders had adopted, and put into 
practice with decisive effect, the new theories that had been conceived 
in Britain but not comprehended by the heads of the British and French 
armies. 



introductory note is supplied by the Editor, Captain B. H. Liddell Hart. 
Elsewhere all his editorial comments apart from footnotes are set in italics. 

3 



4 FRANCE, I94O 

Of the 136 German divisions, only 10 were armoured but that small 
fraction, used as spearheads, virtually decided the issue of the campaign 
before the mass of the German Army came into action. 

The brilliant result of these panzer thrusts obscured their small scale, 
and also the narrowness of the margin by which they succeeded* That 
success could easily have been prevented but for the paralysis, and all 
too frequent moral collapse, of the opposing commanders and troops in 
face of a tempo and technique of attack for which their training had not 
prepared them. Even as it was, the success of the invasion turned on a 
series of long-odds chances and on the readiness of dynamic leaders like 
Guderian and Rommel to make the most of such chances. 

The original plan for the offensive in the West had been on the lines 
of the pre-1914 Schlieffen plan, with the main weight on the right wing, 
where Bock s Army Group " B " was to advance through the plain of 
Belgium. But early in 1 940 the plan was changed following the proposal 
of Manstein for a more daring, and thus more unexpected, thrust through 
the hilly and wooded Ardennes country of Belgian Luxembourg. The 
centre of gravity was now shifted to Rundstedt s Army Group " A," 
which faced that sector. It was given seven of the ten German panzer 
divisions and the largest part of the infantry divisions. 

The main drive for the Meuse was led by Kleist s Panzer Group, 
which was in the van of List s I2th Army. It had two spearheads, the 
stronger one being formed by Guderian s corps (of three panzer divisions), 
which made the decisive thrust near Sedan, while Reinhardt s corps (of 
two panzer divisions) on its right aimed for the crossing at Monthermh , 
Farther to the right, operating under Kluge s Fourth Army, Hot ss. 
panzer corps drove through the northern Ardennes as cover for Kleiste 
flank and with the aim of getting across the Meuse between Givet and 
Namur. This secondary thrust had two spearheads of smaller scale, 
formed respectively by the 5th and 7th Panzer Divisions. 

The yth was commanded by Rommel. This was one of the four 
" light " divisions that had been converted into panzer divisions during 
the winter. It had only one tank regiment instead of the normal two, 
although this regiment was given three battalions instead , of two 
making a total of 218 tanks. More than half of these were Czech-built. 2 
r rhe 7th Panzer Division comprised: 
Armour 

25th Panzer Regiment (of 3 tank battalions) 
37th Panzer Reconnaissance Battalion 
Motorised Infantry 
6th Rifle Regiment 
7th Rifle Regiment 
7th Motor-cycle Battalion 
Engineers 

58th Pioneer Battalion 
Artillery 

78th Field Artillery Regiment (of 3 battalions, each of 3 four-gun batteries) 
42nd Anti-Tank Artillery Battalion f 



6 FRANCE, 1940 

The conversion had been made in the light of the lessons of the 
Polish campaign. There Rommel, himself an ardent infantryman, had 
come to recognise the potentialities of the tank arm. It was only on the 
1 5th February that he had taken over command of the 7th at Godesberg, 
on the Rhine, but he learned the new technique, and adapted himself 
to it, with extraordinary quickness. He had always been a thruster in 
the infantry field, handling infantry as if they were mobile troops, and he 
revelled in the much greater scope for mobility offered by his new 
command, 

On the opening day of the offensive, little resistance was met. The 
mass of the Belgian Army was concentrated to defend the plain of 
Belgium, where the chief cities lie, and the defence of the hilly and 
wooded region of Belgian Luxembourg, beyond the Meuse, was left to 
the special Chasseurs Ardennais, whose role was simply to impose as much 
delay as possible until the French came up to cover this wide flank approach 
to their own frontier. Such was the calculation on which the Belgian 
plan was based. 

The French plan, however, was based on a more offensive concept. 
The First and Seventh Annies, which comprised the bulk of the French 
mechanised divisions, drove far forward into the plain of Belgium, 
together with the British Expeditionary Force. Meanwhile, the Ninth 
Army, forming the hinge of this manoeuvre, made a shorter wheeling 
advance over the Belgian frontier to align itself along the Meuse from 
Mezi6res to Namur. It consisted of seven infantry divisions (only one 
of which was motorised) and two cavalry divisions these last being 
horse-mounted troops with mechanised elements. The cavalry were sent 
forward across the Meuse on the night of the loth May, and next day 
pushed deep into the Ardennes, where they met the rapidly advancing 
panzer divisions, which had already overcome most of the Belgian 
defences there. 

On the eve of the attack, during the last tense hours of preparation, 
Rommel wrote this brief letter to his wife, and then takes up the narrative: 

g May 1940 
DEAREST Lu, 

We re packing up at last. Let s hope not in vain. You ll get all 
the news for the next few days from the papers. Don t worry yourself. 
Everything will go all right. 

In the sector assigned to my division the enemy had been preparing 
obstructions of every kind for months past. All roads and forest tracks 
had been permanently barricaded and deep craters blown in the main 
roads. But most of the road blocks were undefended by the Belgians, and 
it was thus in only a few places that my division was held up for any 
length of time. Many of the blocks could be by-passed by moving across 



THE BREAK-THROUGH ON THE MEUSE 7 

country or over side roads. Elsewhere, all troops quickly set to work to 
deal with the obstructions and soon had the road clear. 

At our first clash with French mechanised forces, prompt opening 
fire on our part led to a hasty French retreat. I have found again and 
again that in encounter actions, the day goes to the side that is the first 
to plaster its opponent with fire. The man who lies low and awaits 
developments usually comes off second best. Motor-cyclists at the head 
of the column must keep their machine-guns at the ready and open fire 
the instant an enemy shot is heard. This applies even when the exact 
position of the enemy is unknown, in which case the fire must simply be 
sprayed over enemy-held territory. Observation of this rule, in my 
experience, substantially reduces one s own casualties. It is funda 
mentally wrong simply to halt and look for cover without opening fire, 
or to wait for more forces to come up and take part in the action. 

Experience in this early fighting showed that in tank attacks especially, 
the action of opening fire immediately into the area which the enemy is 
believed to be holding, instead of waiting until several of one s own 
tanks have been hit, usually decides the issue. Even indiscriminate 
machine-gun fire and 20 mm. anti-tank fire into a wood in which enemy 
anti-tank guns have installed themselves is so effective that in most cases 
the enemy is completely unable to get into action or else gives up his 
position. In engagements against enemy tanks also which more often 
than not have been more heavily armoured than ours opening fire early 
has proved to be the right action and very effective. 

ii May 1940 

DEAREST Lu, 

I ve come up for breath for the first time to-day and have a 

moment to write. Everything wonderful so far. Am way ahead of 

my neighbours. I m completely hoarse from orders and shouting. 

Had a bare three hours sleep and an occasional meal. Otherwise 

I m absolutely fine. Make do with this, please, I m too tired for 

more, 

Following up the retreat of the French ist and 4th Cavalry Divisions, Rommel s 
advanced troops reached the Meuse in the afternoon of the i2th May. It was his 
aim to rush a crossing if possible on the heels of the French, and gain a bridgehead 
on the west bank. But the bridges at Dinant and Houx were blown up by the 
French just as the leading tanks began to cross and Rommel was thus compelled 
to mount a river-crossing assault with troops ferried over in rubber boats. This 
assault was launched early next morning, and suffered heavy casualties before ii 
succeeded. Rommel writes: 

On the 1 3th May, I drove off to Dinant at about 04.00 houjrs with 
Captain Schraepler. The whole of the divisional artillery was already 
in position as ordered, with its forward observers stationed at the crossing 



8 - FRANCE, 1940 

points. In Dinant I found only a few men of the yth Rifle Regiment. 
Shells were dropping in the town from French artillery west of the 
Meuse, and there were a number of knocked-out tanks in the streets 
leading down to the river. The noise of battle could be heard from the 
Meuse valley. 

There was no hope of getting my command and signals vehicle down 
the steep slope to the Meuse unobserved, so Schraepler and I clambered 
down on foot through the wood to the valley bottom. The 6th Rifle 
Regiment was about to cross to the other bank in rubber boats, but was 
being badly held up by heavy artillery fire and by the extremely trouble 
some small arms fire of French troops installed among the rocks on the 
west bank. 




2. THE BREAK-THROUGH ON THE MEUSE 



The situation when I arrived was none too pleasant. Our boats were 
being destroyed one after the other by the French flanking fire, and the 
crossing eventually came to a standstill. The enemy infantry were so 
well concealed that they were impossible to locate even after a long 
search through glasses. Again and again they directed their fire into 
the area in which I and my companions the commanders of the Rifle 
Brigade and the Engineer Battalion were lying. A smoke screen in 
the Meuse valley would have prevented these infantry doing much 
harm. But we had no smoke unit. So I now gave orders for a number of 
houses in the valley to be set alight in order to supply the smoke we 
lacked. 

Minute by minute the enemy fire grew more unpleasant. From up 
river a damaged rubber boat came drifting down to us with a badly 



THE BREAK-THROUGH ON THE MEUSE 9 

wounded man clinging to it, shouting and screaming for help the poor 
fellow was near to drowning. But there was no help for him here, the 
enemy fire was too heavy. 

Meanwhile the village of Grange [i J miles west ofHoux (and the Meuse), 
and 3 miles north-west of Dinant] on the west bank had been taken by the 
yth Motor-cycle Battalion, but they had not cleaned up the river bank 
as thoroughly as they should have done. I therefore gave orders for the 
rocks on the west bank to be cleared of the enemy. 

With Captain Schraepler, I now drove south down the Meuse valley 
road in a Panzer IV to see how things were going with the yth Rifle 
Regiment. On the way we came under fire several times from the 
western bank and Schraepler was wounded in the arm from a number 
of shell splinters. Single French infantrymen surrendered as we 
approached. 

By the time we arrived the yth Rifle Regiment had already succeeded 
in getting a company across to the west bank, but the enemy fire had 
then become so heavy that their crossing equipment had been shot to 
pieces and the crossing had had to be halted. Large numbers of wounded 
were receiving treatment in a house close beside the demolished bridge. 
As at the northern crossing point, there was nothing to be seen of the 
enemy who were preventing the crossing. As there was clearly no hope 
of getting any more men across at this point without powerful artillery 
and tank support to deal with the enemy nests, I drove back to Division 
Headquarters, where I met the Army commander, Colonel-General von 
Kluge and the Corps commander, General Hoth. 

After talking over the situation with Major Heidkaemper and making 
the necessary arrangements, I drove back along the Meuse to Leffe [a 
village on the outskirts of Dinant] to get the crossing moving there. I had 
already given orders for several Panzer Ills and IVs and a troop of 
artillery to be at my disposal at the crossing point. We left the signals 
vehicle for the time being at a point some 500 yards east of the river 
and went forward on foot through deserted farms towards the Meuse. 
In Leffe we found a number of rubber boats, all more or less badly 
damaged by enemy fire, lying in the street where our men had left them. 
Eventually, after being bombed on the way by our own aircraft, we 
arrived at the river. 

At Leffe weir we took a quick look at the footbridge, which had been 
barred by the enemy with a spiked steel plate. The firing in the Meuse 
valley had ceased for the moment and we moved off to the right through 
some houses to the crossing point proper. . The crossing had now come 
to a complete standstill, with the officers badly shaken by the casualties 
which their men had suffered. On the opposite bank we could see several 
men of the company which was already across, among them many 
wounded. Numerous damaged boats and rubber dinghies lay on the 
opposite bank. The officers reported that nobody dared show himself 



IO FRANCE, 1940 

outside cover, as the enemy opened fire immediately on anyone they 
spotted. 

Several of our tanks and heavy weapons were in position on the 
embankment east of the houses, but had seemingly already fired off 
almost all their ammunition. However, the tanks I had ordered to the 
crossing point soon arrived, to be followed shortly afterwards by two field 
howitzers from the Battalion Grasemann. 1 

All points on the western bank likely to hold enemy riflemen were 
now brought under fire, and soon the aimed fire of all weapons was 
pouring into rocks and buildings. Lieutenant Hanke 2 knocked out a 
pill-box on the bridge ramp with several rounds. The tanks, with turrets 
traversed left, drove slowly north at 50 yards spacing along the Meuse 
valley, closely watching the opposite slopes. 

Under cover of this fire the crossing slowly got going again, and a 
cable ferry using several large pontoons was started. Rubber boats 
paddled backwards and forwards and brought back the wounded from 
the west bank. One man who fell out of his boat on the way grabbed 
hold of the ferry rope and was dragged underwater through the Meuse. 
He was rescued by Private Heidenreich, who dived in and brought him 
to the bank. 

I now took over personal command of the 2nd Battalion of 7th Rifle 
Regiment and for some time directed operations myself. 

With Lieutenant Most I crossed the Meuse in one of the first boats 
and at once joined the company which had been across since early 
morning. From the company command post we could see Companies 
Enkefort and Lichter were making rapid progress. 

I then moved up north along a deep gully to the Company Enkefort. 
As we arrived an alarm came in : " Enemy tanks in front." The company 
had no anti-tank weapons, and I therefore gave orders for small arms fire 
to be opened on the tanks as quickly as possible, whereupon we saw them 
pull back into a hollow about a thousand yards north-west of Leffe. 
Large numbers of French stragglers came through the bushes and slowly 
laid down their arms. 

x ln the Germany Army, units and formations were often called by the name of 
their commanders. 

2 JVbfe by Manfred Rommel Hanke was a prominent member of the Nazi Party and 
an official of Goebbels s Propaganda Ministry. He appears to have been very unpopular 
with the other officers on account of his high-handed behaviour, and Rommel finally 
removed him from the Staff after an incident in the Mess when he suggested that he 
had the power to have Rommel himself removed from his command. Rommel made 
a long report later to -Hitler s Adjutant. 

Later in the war, Hanke became Gauleiter of Silesia and achieved notoriety for his 
defence of Breslau to the last stick and stone However, when the devastated city finally 
capitulated, Hanke did not stay to meet the invading Red Army, but escaped in an 
aeroplane, leaving the population to the tender mercies of the Russian troops. He has 
never been heard of since. 



THE BREAK-THROUGH ON THE MEUSE II 

Other accounts show that RommeVs intervention was even more crucial, and 
decisive, than he conveys. The German troops were badly shaken by the intensity 
of the defenders fire when he arrived on the scene and organised the fresh effort, in 
which he himself took the lead. Fortunately for his chances, the French i8th Infantry 
Division, which was charged with the defence of the Dinant sector, was only in 
process of taking over the position after a lengthy march on foot, and was short of 
anti-tank guns, while the ist Cavalry Division had not recovered from the tank- 
mauling it had received in tfie Ardennes. Thus the boldly led attackers were able 
to prise open the defence once they had gained sufficient space on the west bank to 
develop a manoeuvring leverage. 

I now went down with Most to the Meuse again and had myself 
taken back to the other bank, where I drove north with a tank and a 
signals vehicle to the 6th Rifle Regiment s crossing point. Here the 
crossing had meanwhile been resumed in rubber boats and was in full 
swing. I was told by Colonel Mickl, the commander of the anti-tank 
battalion, that he already had twenty anti-tank guns on the western bank. 
A company of the engineer battalion was busily engaged in building 
8-ton pontoons, but I stopped them and told them to build the 1 6-ton 
type. I aimed to get part of the Panzer Regiment across as quickly as 
possible. As soon as the first pontoon was ready I took my 8-wheeled 
signals vehicle across. Meanwhile, the enemy had launched a heavy 
attack, and the fire of their tanks could be heard approaching the ridge 
of the Meuse bank. Heavy enemy shells were dropping all round the 
crossing point. 

On arrival at Brigade Headquarters on the west bank I found the 
situation looking decidedly unhealthy. The commander of the 7th 
Motor-cycle Battalion had been wounded, his adjutant killed, and a 
powerful French counter-attack had severely mauled our men in Grange. 
There was a danger that enemy tanks might penetrate into the Meuse 
valley itself. 

Leaving my signals lorry on the west bank, I crossed the river again 
and gave orders for first the Panzer Company, and then the Panzer 
Regiment to be ferried across during the night. However, ferrying tanks 
across the i so-yards-wide river by night was a slow job, and by morning 
there were still only 15 tanks on the west bank, an alarmingly small 
number. 

At daybreak [i4th May] we heard that Colonel von Bismarck had 
pressed through his attack to close on Onhaye [3 miles west of Dinant], 
where he was now engaged with a powerful enemy. Shortly afterwards a 
wireless message came in saying that his regiment was encircled, and I 
therefore decided to go to his assistance immediately with every available 
tank. 

At about 09.60 hours the 25th Panzer Regiment, under the command 
of Colonel Rothenburg, moved off along the Meuse valley with the 30 
tanks which had so far arrived on the west bank, and penetrated as far 



12 FRANCE, 1940 

as a hollow 500 yards north-east of Onhaye without meeting any 
resistance. It transpired that von Bismarck had actually radioed "arrived" 
instead of " encircled 51 and that he was now on the point of sending an 
assault company round the northern side of Onhaye to secure its western 
exit. This move, as had been shown by an exercise we had carried out. 
earlier in Godesberg, was of the greatest importance for the next stages 
of the operation. Accordingly, five tanks were placed under von Bismarck s 
command for this purpose not to make a tank attack in the usual sense, 
but to provide mobile covering fire for the infantry attack on the defile 
west of Onhaye. It was my intention to place the Panzer Regiment itself 
in a wood 1,000 yards north of Onhaye and then to bring all other units 
up to that point, from where they could be employed to the north, north 
west or west, according to how the situation developed. 

I gave orders to Rothenburg to move round both sides of the wood 
into this assembly area, and placed myself in a Panzer III which was 
to follow close behind him. 

Rothenburg now drove off through a hollow to the left with the five 
tanks which were to accompany the infantry, thus giving these tanks a 
lead of 100 to 150 yards. There was no sound of enemy fire. Some 20 
to 30 tanks followed up behind. When the commander of the five tanks 
reached the rifle company on the southern edge of Onhaye wood, Colonel 
Rothenburg moved off with his leading tanks along the edge of the wood 
going west. We had just reached the south-west corner of the wood and 
were about to cross a low plantation, from which we could see the five 
tanks escorting the infantry below us to our left front, when suddenly 
we came under heavy artillery and anti-tank gunfire from the west. 
Shells landed all round us and my tank received two hits one after the 
other, the first on the upper edge of the turret and the second in the peri 
scope. 

The driver promptly opened the throttle wide and drove straight 
into the nearest bushes. He had only gone a few yards, however, when 
the tank slid down a steep slope on the western edge of the wood and 
finally stopped, canted over on its side, in such a position that the enemy, 
whose guns were in position about 500 yards away on the edge of the 
next wood, could not fail to see it. I had been wounded in the right 
cheek by a small splinter from the shell which had landed in the periscope. 
It was not serious though it bled a great deal. 

I tried to swing the turret round so as to bring our 37 mm. gun to 
bear on the enemy in the opposite wood, but with the heavy slant of 
the tank it was immovable. 

The French battery now opened rapid fire on our wood and at any 

moment we could expect their fire to be aimed at our tank, which was 

in full view. I therefore decided to abandon it as fast as I could, taking 

the crew with me. At that moment the subaltern in command of the 

1 Translalor s note: eingetrqffen instead of eingtschlossen. 



THE BREAK-THROUGH ON THE MEUSE 13 

tanks escorting the infantry reported himself seriously wounded, with 
the words : " Herr General, my left arm has been shot off." We clambered 
up through the sandy pit, shells crashing and splintering "all round. 
Close in front of us trundled Rothenburg s tank with flames pouring out 
of the rear. The adjutant of the Panzer Regiment had also left his tank. 
I thought at first that the command tank had been set alight by a hit 
in the petrol tank and was extremely worried for Colonel Rothenburg s 
safety. However, it turned out to be only the smoke candles that had 
caught light, the smoke from which now served us very well. In the 
meantime Lieutenant Most had driven my armoured signals vehicle 
into the wood, where it had been hit in the engine and now stood im 
mobilised. The crew was unhurt. 

I now gave orders for the tanks to drive through the wood in a 
general easterly direction, a move which the armoured cars, which stood 
at my disposal, were of course unable to follow. Slowly Rothenburg s 
command tank forced its way through the trees, many of them tall and 
well grown. It was only the involuntary smoke-screen laid by this tank 
that prevented the enemy from shooting up any more of our vehicles. 
If only the tanks had sprayed the wood which the enemy was believed 
to be holding, with machine-gun and 37 mm. gunfire during their 
advance, the French would probably have immediately abandoned their 
guns, which were standing in exposed positions at the edge of the wood, 
and our losses would almost certainly have been smaller. An attack 
launched in the evening by the 25th Panzer Regiment was successful, 
and we were able to occupy our assembly area. 

A tight combat control west of the Meuse, and flexibility to meet the 
changing situation, were only made possible by the fact that the divisional 
commander with his signals troop kept on the move and was able to 
give his orders direct to the regiment commanders in the forward line. 
Wireless alone due to the necessity for encoding would have taken 
far too long, first to get the situation reports back to Division and then 
for Division to issue its orders. Continuous wireless contact was maintained 
with the division s operations staff, which remained in the rear, and a 
detailed exchange of views took place early each morning and each 
afternoon between the divisional commander and his la. 1 This method 
of command proved extremely effective. 

By his advance that day Rommel had created a breach which had momentous 
consequences, particularly by its effect on the mind of General Corap, the commander 
of the French Ninth Army. 

Three crossings of the Meuse had been achieved on the i^th, Rommel 9 s being 
the fast. In the afternoon, the leading troops of Reinhardfs panzer corps had got 
across at Montherme, and Guderiarfs at Sedan. But Reinhardfs gained only a 
narrow foothold, and had a desperate fight to maintain it. Not until early on the 
i$th were they able to build a bridge over which his tanks could cross, and the exit 

1U la " is the operations side of the staff, and is also used for the officer in charge of it. 



14 FRANCE, 1940 

from Monthermi ran through a precipitous defile that was easy to block. Gudenarfs 
troops were more successful, but only one of his three divisions gained an adequate 
foothold, and at daybreak on the i^th only one bridge had been completed. The 
bridge wfis lucky to escape destruction, as it was repeatedly attacked by the Allied 
air forces. Guderian 9 s troops had little support from the Luftwaffe on this second 
crucial day, but his anti-aircraft gunners put up such a deadly canopy ofjire that 
they brought down an estimated 150 French and British aircraft, and effectively 
upset the bomb-aiming. By the afternoon, all three of Guderiaris panzer divisions 
were over the river. Holding off heavy counter-attacks from the south he wheeled 
west towards the joint between the French Second and Ninth Armies, which began 
to give way under his fierce and skilfully manoeuvred pressure. 

That night the commander of the French Ninth Army made a fatal decision, 
under the double impact of Guderiatfs expanding threat to his right flank and 
Rommers penetration in the centre of his front wild reports conveyed that thousands 
of tanks were pouring through the breach there. Orders were issued for the abandon 
ment of the Meuse, and a general withdrawal of the Ninth Army to a more westerly 
line. 

On Rommel* s front this intended stop-line ran along the railway east oj 
Philippeville, and 75 miles behind the Meuse. It was penetrated by Rommel next 
morning, the i$th, before it could be occupied, and under his deep-thrusting threat 
the confusion of the withdrawal quickly developed into a spreading collapse. His 
renewed thrust also forestalled an intended counter-attack towards Dinant by the 
French ist Armoured Division and 4th North African Division, which were just 
arriving on the scene. TJie former appeared on Rommel s right flank but ran out oj 
fuel at this crucial moment, and only a small fraction of its tanks went into action. 
RommeUs advance swept past its front while it was at a standstill, and many oj 
its tanks were subsequently captured before they could get away. Meantime, the 
North African Division was bowled over by the onrush of the panzers and the 
stream of fugitives. 

Worse still, Corap s general withdrawal order had uncorked the bottleneck at 
Montherme, where the right wing of the Ninth Army had hitherto blocked Reinhardf s 
panzer corps. Once a withdrawal began here, it quickly became a hopelessly 
confused retreat, and Reinhardf s leading troops were able to slip round the right 
flank of the Ninth Army behind the back of the forces opposing Guderian and 
then drove on westward many miles along an open path. By that evening, also, 
Guderian had overcome the last line of resistance that faced him, and broke through 
into open country. The breach in the French front was now 60 miles wide. 

The significance of Rommel s story of the i$th May becomes all the clearer 
when set agaimt the wider background of that decisive day. 

M.J intention for the isth May was to thrust straight through in one 
stride to our objective, with the 25th Panzer Regiment in the lead and 
with artillery and, if possible, dive-bomber support. The infantry was to 
follow up the tank attack, partly on foot and partly lorry-borne. The 
essential tiling, to my mind, was that the artillery should curtain off 
both flanks of the attack, as our neighbouring divisions were still some 



THE BREAK-THROUGH ON THE MEUSE 15 

way behind us. The 25th Panzer Regiment s route, which was marked 
out on the map, led round the outskirts of Philippeville [18 miles west of 
Dinant], avoiding all villages, and on to our objective, the district round 
Cerfontaine \8 miles west of Philippeville]. It was my Intention to ride with 
25* Panzer Regiment so that I could direct the attack from up forward 
and bring in the artillery and dive-bombers at the decisive moment. To 
simplify wireless traffic over which highly important messages often 
arrived late, due to the necessity for encoding I agreed a " line of thrust " 
with the la and artillery commander. Starting point for this line was 
taken as Rosee church and finishing point Froidchapelle church. All 
officers marked the line on their maps. If I now wanted artillery fire on, 
for instance, Philippeville, I simply radioed: " Heavy artillery fire 
immediate round eleven." The artillery commander was delighted with 
the new system. 

At about 09.00 hours I met a Luftwaffe major who informed me that 
dive-bombers could be made available for my division that day. As the 
tanks were already starting to move I called for them immediately, to 
go into action in front of the attack. I then moved over to Rothenburg s 
tank and instructed my Gefechtsstqffel 1 to follow up the tank attack from 
cover to cover with their armoured car and signals vehicle. - 

After a brief engagement with enemy tanks near Flavion, the Panzer 
Regiment advanced in column through the woods to Philippeville, 
passing on the way numerous guns and vehicles belonging to a French 
unit, whose men had tumbled headlong into the woods at the approach 
of our tanks, having probably already suffered heavily under our dive- 
bombers. Enormous craters compelled us to make several detours 
through the wood- About 3 miles north-west of Philippeville there was 
a brief exchange of fire with French troops occupying the hills and 
woods south of Philippeville. Our tanks fought the action on the move, 
with turrets traversed left, and the enemy was soon silenced. From time 
to time enemy anti-tank guns, tanks and armoured cars were shot up. 
Fire was also scattered into the woods on our flanks as we drove past. 
Staff and artillery was kept closely informed of the progress of the attack 
by brief radio messages sent in clear, with the result that the artillery 
curtain functioned perfectly. The day s objective was soon reached. 

With one of Rothenburg s panzer companies placed under my com 
mand, I then drove back over the tracks of the advance to establish 
contact with the infantry in the rear. On the high ground 1,000 yards 
west of Philippeville we found two of our tanks which had fallen out with 
mechanical trouble. Their crews were in process of collecting prisoners, 
and a few who had already come in were standing around. Now hundreds 
of French motor-cyclists came out of the bushes and, together with their 

lf The Gefechtsstqffel, to which Rommel refers throughout his campaigns, was a small 
headquarters group consisting of signals troops and a small combat team, together with 
the appropriate vehicles (including a wireless lorry), which always accompanied him 
in action. 



l6 FRANCE, 1940 

officers, slowly laid down their arms. Others tried to make a quick 
getaway down the road to the south. 

I now occupied myself for a short time with the prisoners. Among 
them were several officers, from whom I received a number of requests, 
including, among other things, permission to keep their batmen and to 
have their kit picked up from Philippeville, where it had been left. It 
was greatly to my interest that the Philippeville garrison should surrender 
quickly and without fighting, so I granted the requests. 

My escorting panzer company now drove for Neuville [2 miles south 
of Philippeville], with the object of cutting off the French retreat from 
Philippeville to the south. On arriving at the company with Most, I 
found it involved in fighting near Neuville, with the action moving south 
and threatening to turn into a pursuit. I had no intention of pushing 
any farther south, and so gave orders for the battle to be broken off and 
for the company to continue eastward from Neuville. About 500 yards 
south of Vocedee we ran into part of Panzer Company Huttemann, 
which joined up with us. On the southern edge of Vocedee we had a 
brief engagement with a considerable force of French tanks, which was 
soon decided in our favour. The French ceased fire and were fetched 
out of their tanks one by one by our men. Some fifteen French tanks 
fell into our hands, some of them damaged, others completely intact. It 
being impossible to leave a guard, we took the undamaged tanks along 
with us in our column, still with their French drivers. About a quarter 
of an hour later we reached the main Dinant-Philippeville road, where 
I met the leading troops of the Rifle Brigade, with 8th M.G. Battalion 
under command, who were following up the tank attack. . I took several 
officers into my armoured car and with the whole column behind me, 
drove at high speed along the dusty road through the northern outskirts 
of Philippeville. [Rommel had turned about, and was heading westward again.] 

En route I described the situation to the commanding officers and 
instructed them in their new tasks. At the rate we were driving (average 
about 40 m.p.h.) the dust-cloud behind us was enormous. Near Senzeille 
[4 miles west of Philippeville], we met a body of fully armed French motor 
cyclists coming in the opposite direction, and picked them up as they 
passed. Most of them were so shaken at suddenly finding themselves in 
a German column that they drove their machines into the ditch and were 
in no position to put up a fight. Without delaying, we drove on at high 
speed to the hills west of Cerfontaine, where Rothenburg was standing 
with the leading units of the Panzer Regiment. On its arrival, the 
column was deployed as quickly as possible and without halting into the 
surrounding district. Looking back east from the summit of the hill, as 
night fell, endless pillars of dust could be seen rising as far as the eye 
could reach comforting signs that the 7th Panzer Division s move into 
the conquered territory had begun. 

The fact that the enemy had been able to infiltrate between the 



THE BREAK-THROUGH ON THE MEUSE 17 

Panzer Regiment and the Rifle Brigade during the afternoon had been 
solely due to the latter s delay in getting moving. The officers of a 
panzer division must learn to think and act independently within the 
framework of the general plan and not wait until they receive orders. 
All units had known the start lime of the attack, and they should have 
formed up at that time. 

Next day, the i6th May 1940, I received orders from Corps to stay 
at Divisional H.Q. The reason was unknown to me. It was about 09.30 
hours before I at last received Corps permission to move forward to the 
new H.Q. Shortly after my arrival the division received orders to thrust 
via Sivry through the Maginot Line and on that night to the hills around 
Avesnes. , 

This was not the Maginot Line proper, which ended near Longuyon, but its 
later westward extension where the type of fortification was much less strong. 
But German accounts often draw no distinction between the original line and its 
extension. 

Guderian s and Reinhardt s corps had encountered, and broken through, the 
Maginot Line extension shortly after crossing the Meuse, and were now racing 
westward behind it. But HotKs corps, having crossed the Meuse farther north, 
in Belgian territory, had still to penetrate it in their south-westerly drive. Sivry 
is 12 miles west of Cerfontaine y and Avesnes 12 miles west of Sivry. 

I had just discussed the plan for our attack on the Maginot Line with 
my la, when the Army Commander, Colonel-General von Kluge, walked 
in. He was surprised that the division had not already moved off. I 
described to him our plan. The intention was first to gain the frontier 
near Sivry, while, at the same time the Reconnaissance Battalion recon 
noitred the Maginot Line over a wide front and the mass of the artillery 
moved into position round Sivry. Then the Panzer Regiment, under 
powerful artillery cover, was to move in extended order up to the French 
line of fortifications. Finally, the Rifle Brigade, covered by the tanks, 
was to take the French fortifications and remove barricades. Not until 
all this was accomplished was the break-through to Avesnes to be made, 
with the armour in the lead and the mass of the division following closely 
behind. General von Kluge gave complete approval to our plan. 

Soon the leading battalion was moving rapidly forward towards 
Sivry, which was reached without fighting. Artillery and anti-aircraft 
went into position and received instructions to open fire immediately into 
certain areas on the other side of the frontier to see whether the enemy 
would reply. Meanwhile, the 25th Panzer Regiment arrived at Sivry 
and received orders to cross the frontier and take Clairfayts [3 miles beyond]. 
No enemy battery had replied to our artillery fire on their fortified zone. 

I rode, as on the previous day, in the regimental commander s 
command tank. Soon we were across the French frontier and then the 
tanks rolled slowly on in column towards Clairfayts, which was now only 
a mile or so away. When a report came in from a reconnaissance troop 



l8 FRANCE, I94O 

that the road through Clairfayts had been mined, we bore off to the 
south and moved in open order across fields and hedges in a semi-circle 
round the village. There was not a sound from the enemy, although 
our artillery was dropping shells at intervals deep into their territory. 
Soon we found ourselves among orchards and tall hedges, which slowed 
up the advance. Rothenbiirg s tank was among the leading vehicles, 
with Hanke, my aide-de-camp, following behind in a Panzer IV. His 
orders were to open fire quickly on a sign from me and thus act as a 
lead-gun for the rest. It had been very evident in the previous days 
fighting that frequently far too much time elapsed before the tank crews 
opened fire on fleeting targets. 

Suddenly we saw the angular outlines of a French fortification about 
100 yards ahead. Close beside it were a number of fully-armed French 
troops, who, at the first sight of the tanks, at once made as if to surrender. 
We were just beginning to think we would be able to take it without 
fighting, when one of our tanks opened fire on the enemy elsewhere, with 
the result that the enemy garrison promptly vanished into their concrete 
pill-box. In a few moments the leading tanks came under heavy anti 
tank gunfire from the left and French machine-gun fire opened over the 
whole area. We had some casualties and two of our tanks were knocked 
out. When the enemy fire had quietened down again, reconnaissance 
established the existence of a very deep anti-tank ditch close beside the 
enemy fortification, which had not so far opened fire. There were more 
defence works in the enemy rear and the road from Clairfayts towards 
Avesnes was blocked by high steel hedgehogs (anti-tank obstacles). 

Meanwhile, elements of 25th Panzer Regiment had joined battle 
with the enemy west and 2,000 yards south of Clairfayts; the artillery 
had also opened a heavy fire at my orders and was laying smoke over 
various sections of the Maginot Line. French artillery now began to 
bombard Clairfayts and Sivry. Soon the motor-cyclists arrived with the 
engineer platoon of the 37th Armoured Reconnaissance Battalion. Under 
covering fire from tanks and artillery, infantry and engineers pushed 
forward into the fortified zone. The engineer platoon began to prepare 
the demolition of the steel hedgehog blocking the road to our advance. 

Meanwhile, an assault troop of the Panzer Engineer Company over 
came the concrete pill-box. The men crawled up to the embrasure and 
threw a 6-pound demolition charge in through the firing slit. When, 
after repeated summonses to surrender, the strong enemy garrison still did 
not emerge, a further charge was thrown in. One officer and 35 men 
were then taken prisoner, although they shortly afterwards overcame the 
weak assault troop and escaped, after French machine-guns had opened 
fire from another pill-box. 

Slowly the sky darkened and it became night. Farms were burning 
at several points in Clairfayts and farther west. I now gave orders for 
an immediate penetration into the fortified zone, and a thrust as far as 



THE BREAK-THROUGH ON THE MEUSE ig 

possible towards Avesnes. Staff and artillery were quickly informed by 
wireless, and then it was time for us to climb into the command tank 
and get under way. Taking our place immediately behind the leading 
panzer company, we were soon rolling across the demolished road-block 
towards the enemy. 

During the time that the sappers of the 37th Reconnaissance Battalion 
had been demolishing the steel hedgehogs, more violent fighting had 
broken out against anti-tank guns and a few field-guns located near a 
cluster of houses 1,000 yards west of Clairfayts. Round after round had 
been fired over open sights at our tanks and infantry standing near 
Clairfayts. Finally, the enemy guns had been silenced by a few rounds 
from a Panzer IV. 

The way to the west was now open. The moon was up and for the 
time being we could expect no real darkness. I had already given orders, 
in the plan for the break-through, for the leading tanks to scatter the 
road and verges with machine and anti-tank gunfire at intervals during 
the drive to Avesnes, which I hoped would prevent the enemy from laying 
mines. The rest of the Panzer Regiment was to follow close behind the 
leading tanks and be ready at any time to fire salvoes to either flank. 
The mass of the division had instructions to follow up the Panzer Regiment 
lorry-borne. 

The tanks now rolled in a long column through the line of fortifica 
tions and on towards the first houses, which had been set alight by our 
fire. In the moonlight we could see the men of 7th Motor-cycle Battalion 
moving forward on foot beside us. Occasionally an enemy machine-gun 
or anti-tank gun fired, but none of their shots came anywhere near us. 
Our artillery was dropping heavy harassing fire on villages and the road 
far ahead of the regiment. Gradually the speed increased. Before long 
we were 500 1,000 2,000 3,000 yards into the fortified zone. Engines 
roared, tank tracks clanked and clattered. Whether or not the enemy 
was firing was impossible to tell in the ear-splitting noise. We crossed 
the railway line a mile or so south-west of Solre le Chateau, and then 
swung north to the main road which was soon reached. Then off along 
the road and past the first houses. 

The people in the houses were rudely awoken by the din of our tanks, 
the clatter and roar of tracks and engines. Troops lay bivouacked beside 
the road, military vehicles stood parked in farmyards and in some 
places on the road itself. Civilians and French troops, their faces distorted 
with terror, lay huddled in the ditches, alongside hedges and in every 
hollow beside the road. We passed refugee columns, the carts abandoned 
by their owners, who had fled in panic into the fields. On we went, 
at a steady speed, towards our objective. Every so often a quick glance 
at the map by a shaded light and a short wireless message to Divisional 
H.Q. to report the position and thus the success of 25th Panzer Regiment. 
Every so often a look out of the hatch to assure myself that there was 



20 FRANCE, 1940 

still no resistance and that contact was being maintained to the rear. 
The flat countryside lay spread out around us under the cold light of the 
moon. We were through the Maginot Line! It was hardly conceivable. 
Twenty-two years before we had stood for four and a half long years 
before this self-same enemy and had won victory after victor) 11 and yet 
finally lost the war. And now we had broken through the renowned 
Maginot Line and were driving deep into enemy territory. It was not 
just a beautiful dream. It was reality. 

Suddenly there was a flash from a mound about 300 yards away to 
the right of the road. There could be no doubt what it was, an enemy 
gun well concealed in a concrete pill-box, firing on 25th Panzer Regiment 
from the flank. More flashes came from other points. Shell bursts 
could not be seen. Quickly informing Rothenburg of the danger he 
was standing close beside me I gave orders through him for the regi 
ment to increase speed and burst through this second fortified line with 
broadsides to right and left. 

Fire was opened quickly, the tank crews having been instructed in 
the method of fire before the attack. Much of our ammunition was tracer 
and the regiment drove on through the new defence line spraying an 
immense rain of fire far into the country on either side. Soon we were 
through the danger area, without serious casualties. But it was not now 
easy to get the fire stopped and we drove through the villages of Sars 
Poteries and Beugnies with guns blazing. Enemy confusion was complete. 
Military vehicles, tanks, artillery and refugee carts packed high with 
belongings blocked part of the road and had to be pushed unceremoniously 
to the side. All around were French troops lying flat on the ground, 
and farms everywhere were jammed tight with guns, tanks and other 
military vehicles. Progress towards Avesnes now became slow. At last 
we succeeded in getting the firing stopped. We drove through Semousies. 
Always the same picture, troops and civilians in wild flight down both 
sides of the road. Soon the road forked, one going right to Maubeuge, 
which was now only about 10 miles away, and the other left down into 
the valley towards Avesnes. The road was now thick with carts and 
people, who moved off to the side of the tanks or had to be directed into 
the side by us. The nearer we came to Avesnes the greater was the crush 
of vehicles through which we had to fight our way. In Avesnes itself, 
which had been shelled by our artillery shortly before, the whole popula 
tion was on the move, jammed between vehicles and guns on both sides 
of the road in front of our moving tank column. It was obvious that there 
were strong French forces in the town. 

I did not have the column halted, but drove on with the leading 
battalion of tanks to the high ground west of Avesnes, where I intended 
to stop and collect up prisoners and captured equipment. On the way 
a scouting party of two tanks was detached in the southern outskirts of 
Avesnes and dispatched down the main road to the south. Some 500 



THE BREAK-THROUGH ON THE MEUSE 21 

yards outside the town on the road to Landrecies, we made a halt, 
marshalled our units and rounded up the French troops in the immediate 
neighbourhood. Here, too, farmyards and orchards beside the road were 
jammed full of troops and refugee carts. All traffic down the road from 
the west was halted and picked up. Soon a prisoner-of-war cage had to 
be constructed in the field. 

Meanwhile, firing had started behind us in Avesnes tank guns by 
the sound of it and soon we saw flames rising, probably from burning 
tanks or lorries. We had lost contact with the tank battalion behind us 
and with the 7th Motor-cycle Battalion. 

This did not yet cause me any concern, as, in the confusion of owner 
less refugee carts, it was only too easy for a traffic jam to pile up. We had 
reached our objective and that was the main thing. However, the enemy 
in Avesnes there must have been at least a battalion of tanks made 
good use of the gap in the Panzer Regiment, and French heavy tanks 
soon closed the road through the town. The 2nd Battalion of the 25th 
Panzer Regiment at once tried to overcome the enemy blocking the 
road, but their attempt failed with the loss of several tanks. The fighting 
in Avesnes grew steadily heavier. Intermittent wireless contact was 
established between the 2nd Battalion and ourselves. The battle in 
Avesnes lasted until about 04.00 hours \ijth May]. Finally, Hanke, 
who, on my orders, advanced from the west against the powerful enemy 
tanks with a Panzer IV, succeeded in disposing of the French tanks. 
Dawn was slowly breaking when the battle ended and contact was re 
established with the 2nd Battalion. 

Meanwhile, I had sent repeated signals to Corps through the divisional 
staff asking whether, in view of the success of our break-through of the 
Maginot Line, we should not now continue our advance over the Sambre. 
Receiving no reply wireless contact had not been established I decided 
to continue the attack at dawn with the object of seizing the Sambre 
crossing at Landrecies and holding it open. I issued orders by wireless to 
all other units to follow up the Panzer Regiment s advance to Landrecies 
[// miles west of Avesnes]. 

At about 04.00 hours I moved off towards Landrecies with the 
leading battalion of Rothenburg s Panzer Regiment. The 7th Motor 
cycle Battalion, which had now closed up, followed behind, and I was 
firmly convinced that behind them again the remaining units of the 
division would take part in the attack. The failure of the wireless had 
left me in ignorance of the exact position of the regiments and we had 
simply transmitted all orders into the blue. 

As no supplies had come up during the night, we now had to^be 
sparing with ammunition and drove westwards through the brightening 
day with guns silent. Soon we began to meet refugee columns and 
detachments of French troops preparing for the march. A chaos of guns, 
tanks and military vehicles of all kinds, inextricably entangled with horse- 



22 FRANCE, I 940 

drawn refugee carts, covered the road and verges. By keeping our guns 
silent and occasionally driving our cross-country vehicles alongside the 
road, we managed to get past the column without great difficulty. The 
French troops were completely overcome by surprise at our sudden 
appearance, laid down their arms and marched off to the east beside 
our column. Nowhere was any resistance attempted. Any enemy 
tanks we met on the road were put out of action as we drove past. The 
advance went on without a halt to the west. Hundreds upon hundreds of 
French troops, with their officers, surrendered at our arrival. At some 
points they had to be fetched out of vehicles driving along beside us. 

Particularly irate over this sudden disturbance was a French lieutenant- 
colonel whom we overtook with his car jammed in the press of vehicles. 
I asked him for his rank and appointment. His eyes glowed hate and 
impotent fury and he gave the impression of being a thoroughly fanatical 
type. There being every likelihood, with so much traffic on the road, 
that our column would get split up from time to time, I decided on second 
thoughts to take him along with us. He was already fifty yards away to 
the east when he was fetched back to Colonel Rothenburg, who signed 
to him to get in his tank. But he curtly refused to come with us, so, after 
summoning him three times to get in, there was nothing for it but to 
shoot him. 

We drove through Maroilles \8\ miles west of Avesnes], where the 
street was so crowded that it was not easy for the people to obey our 
shouts of " A droit! " On we went, with the sun on our backs through 
the thin morning mist to the west. The road was now just as full of 
troops and refugees outside the villages. Our shouts of " A droit! " had 
little effect and progress became very slow, with the tanks driving through 
the fields alongside the road. At length we arrived at Landrecies, the 
town on the Sambre, where there was again a vast crush of vehicles and 
French troops in every lane and alley, but no resistance. We rolled across 
the Sambre bridge, on the other side of which we found a French barracks 
full of troops. As the tank column clattered past, Hanke drove into the 
courtyard and instructed the French officers to have their troops paraded 
and marched off to the east. 

Still in the belief that the whole division was rapidly approaching 
Landrecies behind us, I continued the attack towards Le Gateau [8 miles 
west of^ Landrecies]. We drove through a long wood, which the enemy 
was using as an ammunition dump. Against the rising sun, the sentries 
were unable to identify us until we were on top of them. Then they 
surrendered. In Pommereuille, too, the French troops stationed in the 
village laid down their arms. I kept the advance going until the hill 
just east of Le Gateau, where we finally halted. It was 6.15 a.m. My 
first task was to assure myself that contact with the rear still existed, after 
which I intended to make another attempt to get in touch with Division 
Headquarters. 



THE BREAK-THROUGH ON THE MEUSE 223 

Rommel s division had advanced nearly 50 miles since the previous morning. 
The way he had driven on with his tanks during the night was a daring act. Then, 
and later, most commanders considered that, even in exploiting a victory, the 
continuation of a tank advance in the dark was too great a hazard. 

On Rommel s left, the leading troops of Reinhardfs and Guderiarfs Panzer 
Corps were racing level with him. Early that day Guderiarfs left wing division 
reached the Oise at Ribemont, 20 miles south of Le Cdteau. That was the breadth 




3. ROMMEL S ADVANCE, 16x11- xyra MAY 

Map drawn by Rommel showing his advance in the 24 hours to 
7.50 a.m. ijth May in relation to those of the neighbouring divisions 
and of von Kleist s Panzer Group. This map brings out the extra 
ordinary depth, narrowness and audacity of his thrust from 
Cerfontame to Le Cdteau. 



24 FRANCE, I94O 

of the swathe that had been cut by the tank torrents that were sweeping west towards 
the sea, across the rear of the Allied armies in Belgium. All attempts to block 
them proved too late, for each time that the French Command chose a new stop-line 
it was overrun by the German tanks before the slower-moving French reserves 
arrived, or before they settled into position. , 

It was now high time that the country we had overrun was secured 
by the division, and the enormous number of prisoners approximately 
two mechanised divisions was collected. I had kept the division staff 
constantly informed of our progress, but all messages had been transmitted 
blind from the Panzer Regiment s command tank and there was no way 
of telling whether they had been received. Even so, I was not very 
pleased when I heard shortly afterwards that only a small part of the 
Panzer Regiment and part of the Motor-cycle Battalion had come through 
as far as the hill east of Le Gateau. An officer was sent off to the rear 
immediately. Then I tried myself to drive back to establish contact, but 
soon came under anti-tank gun fire from Le Gateau and had to return. 
Meanwhile, Rothenburg with part of Panzer Battalion Sickenius had 
been in action with French tanks and anti-tank guns on the hill east of 
Le Gateau, but had soon disposed of them. I returned to the Panzer 
Battalion, which had meanwhile formed a hedgehog, and waited there 
until the arrival of part of the Motor-cycle Battalion under Captain von 
Hagen. I now felt the situation in front of Le Gateau to be secure, and, 
still in the belief that the rest of the division had almost closed up, ordered 
Rothenburg to hold his position with the aid of the Motor-cycle Battalion 
which was placed under his command. I then started back in my signals 
vehicle, with a Panzer III as escort, to bring up and deploy the rest of 
the division. On the way we came across several stranded vehicles 
belonging to the Motor-cycle Battalion and Panzer Regiment, whose 
crews told us that it was wise to go carefully in Landrecies as a number of 
our vehicles had been fired on there, by enemy tanks. I then drove on 
[eastwards] at high speed to Landrecies, where the Panzer III, which 
was in the lead, lost its way in the town. When at last we reached the 
road to Avesnes, we saw a German vehicle standing in the road a hundred 
yards ahead, where it had been shot up by enemy guns. There must 
have been a French tank or anti-tank gun somewhere around, but we 
had no time for a long palaver and so through! As we drove past, 
wounded motor-cyclists shouted frantically to us to take them along. 
I could not help them, unfortunately there was too much at stake. Both 
vehicles crossed the danger zone at top speed and won through to the 
Maroilles road. Then the escorting Panzer III dropped out with 
mechanical trouble. 

Vehicles now stood everywhere, all over and across the road. Along 
side the road there were French officers and men bivouacked close beside 
their weapons. But they had apparently not yet recovered from the 
fright which the German tanks had spread and so we put them on the 



THE BREAK-THROUGH ON THE MEUSE 25 

march so far as we could by shouts and signs from the moving vehicle. 
There were no German troops to be seen. On we went, at top speed, 
through Maroilles. East of the village we suddenly discovered a Panzer 
IV, which had been stranded by mechanical trouble and had its 75 mm. 
gun in working order. We sighed with relief. A Panzer IV was a strong 
protection at such a moment. 

There were now French troops everywhere, on both sides of the road, 
most of them bivouacked beside their vehicles. There was no chance, 
unfortunately, of getting them on the march as prisoners as we had no 
men to form an escort. Where we did manage to get them moving, they 
marched only so long as our armoured car was with them, and then 
vanished into the bushes the moment we drove on ahead. 

I gave the Panzer IV orders to hold the hill east of Maroilles and to 
send any prisoners who came from the west on to the east. Then we 
drove on, but had only gone a few hundred yards when the driver 
reported that he had to stop for petrol. Fortunately, he still had several 
full cans aboard. Meanwhile, I was informed by Hanke that he had 
heard from the crew of the Panzer IV that the village beyond had been 
reoccupied by the enemy. There could be no question of tackling French 
tanks and anti-tank guns with my lightly armoured vehicle, so I drove 
back to the Panzer IV with the idea of making wireless contact from there 
with all parts of the division and organising a quick move into the 
territory we had overrun. Fortunately, there was no sound of fighting 
anywhere in the vicinity. 

I had barely arrived back at the Panzer IV when a motor rifle company 
appeared on the horizon, travelling fast down the road from Marbaix 
[5 miles west of Landrecies]. There now being a hope that further detach 
ments would be following in the wake of this company, I drove off again 
in the direction of Avesnes, but found nothing. 

A short distance east of Marbaix a French car came out of a side- 
turning from the left and crossed the road close in front of my armoured 
car. At our shouts it halted and a French officer got out and surrendered. 
Behind the car there was a whole convoy of lorries approaching in a great 
cloud of dust. Acting quickly, I had the convoy turned off towards 
Avesnes. Hanke swung himself up on the first lorry while I stayed on the 
cross-road for a while, shouting and signalling to the French troops that 
they should lay down their arms the war was over for them. Several 
of the lorries had machine-guns mounted and manned against air attack. 
It was impossible to see through the dust how long the convoy was, and 
so after 10 or 15 vehicles had passed, I put myself at the head of the 
column and drove on to Avesnes. Shortly before the town we had to 
make a detour across country where the road was closed by burning 
vehicles. 

At length we arrived at the south-west entrance to Avesnes, where 
we found part of the Battalion Paris [the commander s name] installed near 



2 6 FRANCE, 1940 

the cemetery. Without halting, Hanke led the lorry convoy on to a 
parking place and there disarmed the enemy troops. We now found 
that we had had no less than 40 lorries, many of them carrying troops, 

C StaffH.O. of the division arrived in Avesnes at about 16.00 hours, 
and now unit after unit began to move into the territory we had overrun 
during the night and early morning. In the course of this move 
the aid Battalion of the Artillery Regiment successfully prevented I 48 
French tanks from going into action just north of Avesnes. The tanks 
stood formed up alongside the road, some of them ^ with engines 
running. Several drivers were taken prisoner still in their tanks. This 
action saved the 2 5 th Panzer Regiment an attack in their rear by these 

The 7th Panzer Division s losses during the break-through of the Maginot 
Line extension (on the i6th\^th May) are given in the division s official history as 35 
killed and 59 wounded. In the division s sector the prisoners taken were approximately 
10,000 men, together with 100 tanks, 30 armoured cars and 27 guns. 

The account concludes, " The division had no time to collect large numbers of 
prisoners and equipment" 

After settling the layout of the division between Le Gateau and the 
French frontier west of Sivry, I took an hour and a half s rest. Shortly 
after midnight orders came in for the attack to be continued next day, 
the i8th May, towards Cambrai. At about 07.00 hours next morning 
the adjutant of the 25th Panzer Regiment arrived at headquarters and 
reported that a powerful enemy force had established itself in Pommereuille 
Wood {midway between Landrecies and Le Gateau]. He had managed to break 
through from west to east in an armoured car under cover of night. The 
25th Panzer Regiment, which was still holding its position east of Le 
Cateau, urgently needed petrol and ammunition and the commander 
had instructed him to get them brought up as quickly as possible. 

At about 08.00 hours I put the remaining panzer battalion on the 
march for Landrecies and Le Cateau with orders to push through to the 
regiment and get the ammunition and petrol up to it. The 37* Armoured 
Reconnaissance Battalion was to follow up behind. With Most and 
Hanke, I later caught up with the Panzer Battalion in the wood half a 
mile east of Pommereuille, and found them in action against French tanks 
which were barring the road. Violent fighting developed on the road 
and there was no chance of outflanking the enemy position on either side. 
Our guns seemed to be completely ineffective against the heavy armour 
of the French tanks. 

Tlie French tanks had from 40 mm. to 60 mm. of armour whereas even the 
German medium tanks had only 30 mm., and the light tanks had even less protection. 

We stood for some time watching the battle from close range, until I 
finally decided to take the battalion south through the wood via Ors [4 
miles south-west of Landrecies]. We again came up against the French in 



THE BREAK-THROUGH ON THE MEUSE 27 

the northern outskirts of Ors and progress became slow while we fought 
our way ^ forward. For some unknown reason the Panzer Regiment s 
ammunition and petrol column did not follow up behind the battalion. 
It was midday before we finally reached Rothenburg s position. He 
reported that his force had held the position against heavy enemy tank 
attacks, but that he was now incapable of further movement and in 
urgent need of petrol and ammunition. Unfortunately, I was not at that 
moment in a position to help him. 

The necessary forces were now dispatched to Pommereuille to open 
the shortest road to Landrecies. Meanwhile, French heavy artillery had 
begun to lay down a heavy barrage on our hedgehog position. Their fire 
was accurate and part of the position had to be vacated. Confident that 
the fighting at Pommereuille would soon be decided in our favour, I now 
gave orders for the Panzer Regiment to form up for their attack on 
Cambrai. By 15.00 hours the situation had cleared up sufficiently for 
the attack to open. 

The passages that follow in Rommel s narrative have more detail than 
significance, and may therefore be summarised. The ammunition and petrol column 
which had been left south-east of Pommereuille Wood did not reach 25th Panzer 
Regiment s two battalions located near Le Cdteau until some hours later. By the 
time these tanks had filled up with ammunition and petrol, the one Panzer Battalion 
which Rommel had brought up was already far ahead on the road to Cambrai. 

I now gave orders to the reinforced Battalion Paris to secure the 
roads leading from Cambrai to the north-east and north as quickly as 
possible. Led by its few tanks and two troops of self-propelled A. A. guns, 
the battalion advanced over a broad front and in great depth straight 
across the fields to the north-west, throwing up a great cloud of dust as 
they went. Tanks and A.A. guns scattered fire at intervals into the 
northern outskirts of Cambrai. The enemy in Cambrai, unable in the- 
dust to see that most of our vehicles were soft-skinned, apparently thought 
that a large-scale tank attack was approaching the north of the town and 
offered no resistance. 

Nothing could have been more futile than the way that the French Command 
used its armoured forces. It had 53 tank battalions compared with the Germans 36. 
But all the German battalions were formed into divisions (of which they had ten) 
while nearly half the French were infantry-support units. Moreover, even their 
seven divisions of armoured type were used piecemeal. 

Before the war the only French armoured formations had been the so-called 
" light mechanised division " (200 tanks), of converted cavalry. The French had 
three of these, which were employed for the advance into Belgium. There were also 
four " armoured" divisions (of 150 tanks only) which had been formed during the 
winter. These four were thrown separately and successively against the seven German 
armoured divisions (averaging 260 tanks apiece) that drove across the Meuse like a 
vast phalanx. The ist French Armoured Division was directed towards Dinant, 
but ran out of fuel and was overrun as already related. The $rd was directed 



28 FRANCE, 1940 

against Sedan^ but distributed to support the infantry there; the fragments were 
swamped by Guderiarfs three divisions. The 4th (under de Gaulle] , recently formed 
and still incomplete, went into action against Guderiarfs flank as he swept on towards 
tlie Oise> but was brushed aside. The 2nd was spread along a 25-mile stretch of the 
Oise, and Guderian s two leading divisions quickly burst through this thin string of 
static packets. 

The three French mechanised divisions from Belgium were assembling just north 
ofCambrai) and although two of them had been mauled in their fight with Hoeppner s 
Panzer Corps in the Belgian plain they were still a powerful force. They were 
ordered to strike south towards Cambrai and St. Quentin on the igth, but the order 
was not executed as a considerable proportion of the tanks had been detached to 
aid the infantry at various places. 

As for the British^ they had only ten tank units in France, and these were all 
split up among the infantry divisions* The fast armoured division was not embarked 
for France until after the German offensive had started. 



CHAPTER II 

CLOSING THE TRAP 



The fast going of the break-through drive ended, for Rommel, with the capture 
ofCambrai. For on the i6th May the imperilled Allied armies in Belgium had at 
last started to withdraw from their far advanced line in Belgium) and on the i8th 
the right wing of the German Panzer forces had been engaged with forces that the 
French First Army had sent back to cover its rear. The terrific momentum of the 
Panzer drive had brushed aside these intervening forces in the last lap, from Le 
Gateau to Cambrai, but the increasing opposition and flank threat caused concern 
in the higher commands on the German side. So, while Guderian s and Reinhardt s 
corps pursued the westward drive, HotKs corps (including Rommel s division) on the 
right wing was held back until infantry reinforcements began to arrive on the scene 
and take over the protection of the northern flank. 

Rommel s account of the next two days can be briefly summarised. After 
covering the stretch between Le Gateau and Cambrai, he paused to reorganise and 
get up supplies, as well as to give his troops a chance to sleep and recover their 
energy. He planned to continue the advance on the evening of the igth, with the 
aim of reaching the high ground south-east of Arras. 

In the late afternoon he was discussing the plan with his staff at Divisional H.Q. 
when the Corps Commander, General Hoth, suddenly appeared and ordered a post 
ponement, on the ground th$ the troops were too exhausted by their efforts of the past 
days. Rommel did not share HotKs opinion. " The troops have been twenty 
hours in the same place" he said, " and a night attack during moonlight will result 
in fewer losses" So Hoth let him have his way. 

The attack towards Arras began at 01.40 hours (on the soth], and Rommel 
accompanied the tank spearhead, which at 06.00 hours reached Beaurains (z\ miles 
south of Anas}. But the motorised rifle regiments had not followed the tank spear 
head closely as intended, so Rommel drove back in an armoured car to hurry them 
forward only to find that the French had meanwhile infiltrated into his line of 
communication. For the next few hours he was in an extremely tight corner, until 
the situation was restored by the arrival of an infantry 9 regiment with artillery. 
Tliese troops were then put on the defensive south of Arras, news having come 
through that a number of French and British divisions had assembled around that 
city. 

On the 2ist the Jth Panzer Division was to advance round the flank of Arras 

29 



3<3 FRANCE, I94O 

towards the north-west ; with the S.S. Division Totenkopf on its left flank, while 
the $th Panzer Division advanced east of Arras. While again screening his exposed 
flank with artillery, Rommel this time put his Armoured Reconnaissance Battalion 
in between the Panzer Regiment, forming the spearhead, and the Rifle Regiments 
behind in order to maintain communications and hold the road open. These 
precautions were well justified, as his account shows. 

At about 15.00 hours I gave the Panzer Regiment orders to attack. 
Although the armour had by this tune been seriously reduced in numbers-, 
due to breakdowns- and casualties, this was a model of what an attack 
should be. When I saw the weight of it I was convinced that the 7th 
Panzer Division s new thrust into enemy territory would be as successful 
as all the other actions of the preceding days. I had actually intended to 
accompany the tanks again myself, together with Lieutenant Most, my 
dispatch riders, armoured car and signals vehicle, and to conduct 
operations from there by wireless, but the infantry regiments were so 
slow in backing up that I drove straight off back to chase up the yth Rifle 
Regiment and get it to hurry. It was nowhere to be found. A mile or 
so north of Ficheux we eventually came across part of the 6th Rifle 
Regiment, and driving alongside their column, turned off with them 
towards Wailly. Half a mile east of the village we came under fire from 
the north. One of our howitzer batteries was already in position at the 
northern exit from the village, firing rapid on enemy tanks attacking 
southward from Arras. 

This attack had been hurriedly organised by the Allied commanders in an 
attempt to break the net that was swiftly closing round their armies in Belgium.. 
For the purpose, the British $th and $oth Divisions were rushed south to Arras, 
together with the ist Army Tank Brigade (infantry tanks), while the French 
planned to co-operate with two mechanised divisions and two infantry divisions. 
The attack took longer to mount than had been reckoned, and was launched before 
its mounting could be completed. For on the soth Guderiaris Corps raced into Amiens 
in the morning and reache^the sea near Abbeville that night, thus cutting the Allied 
armies* supply lines a deadly stroke. 

Under pressure of the emergency, the British commander decided to start his 
attack without waiting any longer for the French. But, as delivered, the British 
attack boiled down to a matter of two tank battalions (the 4th andjth R.T.R., with 
74 tanks in all) supported by two infantry battalions. Part of the French 3rd Light 
Mechanised Division (70 tanks) co-operated on its right flank. 

As we were now coming under machine-gun fire and the infantry 
had already taken cover to the right, Most and I ran on in front of the 
armoured cars towards the battery position. It did not look as though 
the battery would have much difficulty in dealing with the enemy tanks, 
for the gunners were calmly hurling round after round into them in 
complete disregard of the return fire. Running along behind the battery 
lines, we arrived at Wailly and then called up the vehicles. The enemy 




4. BATTLES ROUND ARRAS AND LILLE 



32 FRANCE, I94O 

tank fire had created chaos and confusion among our troops in the village 
and they were jamming up the roads and yards with their vehicles, 
instead of going into action with every available weapon to fight off the 
oncoming enemy. We tried to create order. After notifying the divisional 
staff of the critical situation in and around Wailly we drove off to a hill 
1,000 yards west of the village, where we found a light A. A. troop and 
several anti-tank guns located in hollows and a small wood, most of 
them totally under cover. About 1,200 yards west of our position, the 
leading enemy tanks, among them one heavy, had already crossed the 
Arras-Beaumetz railway and shot up one of our Panzer Ills. At the 
same time several enemy tanks were advancing down the road from 
Bac du Nord and across the railway line towards Wailly. It was an 
extremely tight spot, for there were also several enemy tanks very close 
to Wailly on its northern side. The crew of a howitzer battery, some 
distance away, now left their guns, swept along by the retreating infantry. 
With Most s help, I brought every available gun into action at top speed 
against the tanks. Every gun, both anti-tank and anti-aircraft, was 
ordered to open rapid fire immediately and I personally gave each gun 
its target. With the enemy tanks so perilously close, only rapid fire 
from every gun could save the situation. We ran from gun to gun. The 
objections of gun commanders that the range was still too great to 
engage the tanks effectively, were overruled. All I cared about was to 
halt the enemy tanks by heavy gunfire. Soon we succeeded in putting 
the leading enemy tanks out of action. About 150 yards west of our small 
wood a British captain climbed out of a heavy tank and walked unsteadily 
towards us with his hands up. We had killed his driver. Over by the 
howitzer battery also despite a range of 1,200 to 1,500 yards the rapid 
fire of our anti-tank and anti-aircraft guns succeeded in bringing the 
enemy to a halt and forcing some of them to turn away. 

We now directed our fire against the other group of tanks attacking 
from the direction of Bac du Nord, and succeeded in keeping the tanks 
off, setting fire to some, halting others and forcing the rest to retreat. 
Although we were under very heavy fire from the tanks during this action, 
the gun crews worked magnificently. The worst seemed to be over and 
the attack beaten off, when suddenly Most sank to the ground behind a 
20 mm. anti-aircraft gun close beside me. He was mortally wounded 
and blood gushed from his mouth. I had had no idea that there was any 
firing in our vicinity at that moment, apart from that of the 20 mm. gun. 
Now, however, the enemy suddenly started dropping heavy gunfire into 
our position in the wood. Poor Most was beyond help and died before 
he could be carried into cover beside the gun position. The death of 
this brave man, a magnificent soldier, touched me deeply. 

Meanwhile, violent and costly fighting had been going on in the 
region of Tilloy-Beaurains-Agny. Very powerful armoured forces had 
thrust out of Arras and attacked the advancing ist Battalion of the 6th 



CLOSING THE TRAP 33 

Rifle Regiment, inflicting heavy losses in men and material. The anti 
tank guns which we quickly deployed showed themselves to be far too 
light to be effective against the heavily armoured British tanks, and the 
majority of them were put out of action by gunfire, together with their 
crews, and then overrun by the enemy tanks. Many of our vehicles were 
burnt out. S.S. units close by also had to fall back to the south before 
the weight of the tank attack. Finally, the divisional artillery and 88 mm. 
anti-aircraft batteries succeeded in bringing the enemy armour to a halt 
south of the line Beaurains-Agny. Twenty-eight enemy tanks were de 
stroyed by the artillery alone, while the anti-aircraft guns accounted for 
one heavy and seven light. 

While this heavy fighting had been going on round the 6th and yth 
Rifle Regiments, Rothenburg s 25th Panzer Regiment had reached its 
objective -in a dashing advance, and then waited in vain for the arrival 
of the Reconnaissance Battalion and the Rifle Regiments. At about 
19.00 hours I gave orders for the Panzer Regiment to thrust south- 
eastwards in order to take the enemy armour advancing south from 
Arras in the flank and rear. During this operation, the Panzer Regiment 
clashed with a superior force of heavy and light enemy tanks and many 
guns south of Agnez. Fierce fighting flared up, tank against tank, an 
extremely heavy engagement in which the Panzer Regiment destroyed 
seven heavy tanks and six anti-tank guns and broke through the enemy 
position, though at the cost of three Panzer IVs, six Panzer Ills and a 
number of light tanks. 1 

This action brought the enemy armour into such confusion that, in 
spite of their superior numbers, they fell back into Arras. Fighting ceased 
at nightfall. Meanwhile, the situation north-west of Wailly had been 
fully restored. 

This attack was the one serious counter-stroke made by the entrapped armies 
before the end came. Small as was its scale, it gave the Germans a shock. 

That was due to the tough skins of the tanks rather than to any deep penetration 
by the attack. The British here employed slow but heavily armoured infantry tanks 
" Matildas" They had in all 58 of the small Mark Is, armed only with machine- 
guns, and 16 of the later and larger Mark Us with a 2-pounder gun. Even the 
Mark JZr maximum speed was only 75 m.p.h., but they had 75 mm. (3 inches) oj 
armour, and proved impervious to the ordinary $j mm. German anti-tank guns, 
while even artillery shells often bounced off them. The French cavalry tanks, 
Somuas, were faster and more thinly armoured although not so thinly as the German. 

The British tank advance which was not in superior numbers had been 
handicapped by having little infantry support, less artillery support, and no air 
support. It was largely these deficiencies which had brought it to a halt, after a 
very promising start, and then caused its withdrawal. 

a The official history of the 7th Panzer Division states that the Division s losses on this 
day were 89 killed, 1 16 wounded and 1 73 missing. That was four times the loss suffered 
during the break-through into France. 



34 FRANCE, 1940 

But its mental and moral effect on the German higher command was very 
marked and out of all proportion to material results. Discussing the 1940 
campaign after the war, Field-Marshal von Rundstedt said: " A critical moment 
in the drive came just as my forces had reached the ChanneL It was caused by a 
British counter-stroke southward from Anas on May 21. For a short time it was 
feared that our armoured divisions would be cut off before tfte infantry divisions 
could come up to support them. None of the French counter-attacks carried any 
serious threat as this one did." Kluge and Kleist were particularly affected. Kluge 
was inclined to stop any further advance westward from Arras until the situation 
there had been cleared up. Kleist^ too, became nervously cautious. Thus when 
Guderian turned north from Abbeville on the 22nd driving towards Boulogne, 
Calais and Dunkirk his advance was slowed down by Kleisfs restrictive orders. 

Then, on the 24th, Guderian *s and Reinhardt 9 s corps were halted by Hitler s 
order when they were barely 10 miles from Dunkirk the only remaining port 
through which the British Army could escape from the trap. But that fateful 
order was only issued after Hitler had visited Rundstedt, who was naturally 
influenced by the cautious views of Kluge and Kleist. When the halt order was 
lifted two days later, on the 26lh, the chance of preventing the British Army s escape 
had faded as it had been allowed time to establish a shield round the port. 



23 May 
DEAREST Lu, 

With a few hours sleep behind me, it s time for a line to you. 
I m fine in every way. My division has had a blazing success. Dinant, 
Philippeville, break-through the Maginot Line and advance in one 
night 40 miles through France to Le Gateau, then Cambrai, Arras, 
always far in front of everybody else. Now the hunt is up against 
60 encircled British, French and Belgian divisions. Don t worry 
about me. As I see it the war in France may be over in a fortnight. 

24 May 1940 
Close in front of Bethune. I m in splendid form. On the go all 

day of course. But by my estimate the war will be won in a fortnight. 
Lovely weather if anything too much sun. 

26 May 1940 

A day or two without action has done a lot of good. The division 
has lost up to date 27 officers killed and 33 wounded, and 1,500 men 
dead and wounded. That s about 12 per cent casualties. Very little 
compared with what s been achieved. The worst is now well over. 
There s little likelihood of any more hard fighting, for we ve given 
the enemy a proper towsing. Food, drink and sleep are all back to 
routine. Schraepler is back already. His successor was killed a yard 
away from me. 



CLOSING THE TRAP 35 

On the 22nd and 2yd May Rommel pushed forward round the western outskirts 
of Arras, and under pressure of this outflanking threat the British forces there were 
withdrawn on the night of the 2$rd to the canal line (18 miles to the north) that 
ran through La Bassee andBethune to the sea at Gravelines, south-west of Dunkirk. 
On the 24th came Hitler s order that the panzer forces were to halt on this canal 
line. Rommel spent the next two days in reorganising his division, parts of which 
had been badly mauled by the British tank attack on the 2isL 

Hitler s cancellation of the halt order on the s6th coincided with the British 
decision to withdraw to the sea at Dunkirk. The larger part of the forces holding 
the canal line were already being drawn away northward to reinforce the line in 
Belgium, where Bock s Army Group was developing an ever-increasing pressure 
under which the Belgian Army collapsed, and capitulated, on the following day. 

As soon as the halt order was lifted, Rommel was quick to renew his northward 
thrust, which was directed on Lille with the aim of cutting off the Allied forces 
that were still covering the city and lying east of it. 

During this phase of the campaign the Allied commanders, having had their 
lines of communication severed, naturally tended to be over-conscious of the difficulties 
of their situation. But from " the other side of the hill " things looked different, 
as Rommel s account serves to make clear. The difficulty he met in forcing the 
passage of the La Bassee canal is the more notable, particularly in comparison with 
the crossing of the Meuse, because of the very thin defence. Only one British 
battalion was holding tlie sector he attacked. 

According to air reports which came in to my headquarters on the 
afternoon of the 2 6th May, the enemy had been observed north of the 
canal withdrawing towards the north-west. I immediately requested 
permission from Corps to drive a bridgehead over the canal that evening. 
It was soon granted. 

I remained with the troops on the canal all the evening. The 37th 
Reconnaissance Battalion, although suffering severely from the activities 
of snipers, succeeded, with artillery help, in pushing armoured patrols 
through as far as the canal, but strong enemy resistance prevented the 
creation of a bridge-head. The 7th Rifle Regiment, however, achieved 
a notable success that evening by getting elements of both its battalions 
across the La Bass6e canal, which was blocked by immense numbers of 
sunken barges. After eliminating a number of enemy machine-gun nests, 
both battalions established themselves on the northern bank. Apart from 
a few casualties at the crossing point caused by flanking fire from British 
machine-gun posts to the west, the creation of the bridge-head at this 
point seemed to have caused no great difficulty and there was now good 
reason to expect that the battalions would establish a strong position on 
the northern bank during the night. 

Early next morning, die 27th May, I drove to the crossing point at 
Cuinchy to see for myself how things were going. Snipers were still very 
active, mainly from the left, and a number of men had been hit, including 
Lieutenant von Enkefort, though his was no more than a graze. The 



36 FRANCE, I 940 

Engineer Battalion had constructed a number of pontoons in a small 
harbour just off the canal, sufficient to build a bridge. However, they 
had built the 8-ton type instead of the long i6-tonners, as the latter 
.would have been too difficult to manoeuvre through the litter of submerged 
or semi-submerged barges which was blocking the canal. The sappers 
had already tried to blast a way through with explosives, but with little 
success, due to the unwieldiness of the sunken barges. 

Prospects did not look too good for the attack across the canal 
Elements of the and Battalion, yth Rifle Regiment, had crossed in 
rubber boats and were now located on the opposite bank in bushes close 
to the canal. The battalion had not, however, as I had wished, extended 
its hold deeper on the north bank and dug itself in, nor had it taken the 
village of Givenchy. It had also omitted to clean up the enemy for a 
few hundred yards along the north bank to the west, and to get anti 
tank guns and heavy weapons across and dig them in. The fire protection 
of the heavy company on the soutl\ bank was also inadequate. Things 
were probably much the same with "the ist Battalion [which had gained a 
bridge-head a little to the east}. 

I now ordered 635th Engineer Battalion, which had newly been 
placed under command, to construct a 1 6-ton bridge in the sector held 
by Battalion Cramer near the demolished bridge at Cuinchy. 

Then, under my personal direction, 2O-mm. A.A. guns and later a 
Panzer IV were turned on the enemy snipers, who were maintaining a 
most unpleasant fire from the left and picking off our men one by one. 
I had every house from 300 to 600 yards west of 2nd Battalion s bridging 
point demolished and the bushes swept with fire after which we had 
some peace. I was able to see for myself how effective our fire had been 
when we moved back again across the canal two days later. The British 
had installed themselves in a lock-house from which, judging by the 
number of empty cartridges I found there, they had maintained a steady 
fire in the flank of my troops. A few of our shdls had wiped out the 
occupants of the building. Numerous blood-covered bandages and the 
body of a British soldier lay in the cellar. 

While these nests were being engaged, and the sappers were con 
structing a ramp on the northern bank and with great effort manoeuvring 
across the first pontoons, a report came in that a strong force of enemy 
tanks from La Bass6e had attacked the yth Rifle Regiment s eastern 
bridge-head and thrown Battalion Cramer back across the canal The 
enemy tanks, which included several British heavies, 1 were now standing 
on the northern bank and spraying the southern bank with machine-gun 
and shell fire. We could hear the enemy fire a few hundred yards away 

*By " British heavies " Rommel evidently means the Matilda, Infantry Tank Mark 
II, which weighed 26 tons and was also " heavy * in the sense of being slow compared 
with the German medium tanks Panzer III (20 tons and 22 m.p.h.) and Panzer IV 
(22 tons and 20 m.p.h.). But the British tank brigade was now reduced to one composite 
company of sixteen tanks, which included only a single Mark II. 



CLOSING THE TRAP 37 

to our right and there was a grave danger that the enemy tanks would 
push on to the west along the canal bank and attack the Battalion 
Bachmann, which still had no anti-tank weapons, apart from anti-tank 
rifles, on the northern bank, and also had no depth. If the enemy 
exploited his chance, he could be at the western crossing point in a few 
minutes. 

The situation was extremely critical. I drove the sappers on to their 
utmost speed and had the pontoons lashed roughly together, in order 
to get at least a few guns and tanks across. With so many sunken barges 
and other obstacles jammed in the canal, it was impossible for the bridge 
to take a straight course, and its structure consequently had little strength. 
As the first Panzer III lumbered across, several pontoons gave noticeably, 
and it was touch and go whether or not the tank would slither bodily 
into the canal. While it was crossing, I sent off a Panzer IV 50 yards 
to the east along the high bank on our side of the canal, with orders to 
open fire immediately On the enemy tanks attacking from La Basse. 
The fire of this Panzer IV brought the leading enemy tank to a halt. 
Shortly afterwards the Panzer III on the northern bank jofeed in, and a 
few minutes later a howitzer which had been manhandled across. This 
soon brought the enemy tank attack to a standstill. 

Work was now started on strengthening the 1 6-ton bridge and before 
long a steady flow of vehicles began to move one by one across it. First 
to cross were field guns, anti-tank and 20 mm. anti-aircraft guns, then 
elements of the 25th Panzer Regiment interspersed with an 88 mm. anti 
aircraft battery. All this time, the 2nd Battalion of 7th Rifle Regiment 
was extending its bridgehead north of the canal. Finally, with artillery 
support, it took the commanding village of Givenchy. Battalion Cramer 
was brought up in its wake to the western crossing point, where later the 
whole Rifle Regiment crossed on foot to attack the enemy near Ganteleux. 
This action resulted, towards midday, in a widening of the bridgehead 
to the line Canteleux-Givenchy, and the capture, after a fierce resistance, 
of a large number of British prisoners. The newly-won territory on the 
north bank now steadily filled up with artillery and anti-aircraft guns. 
At about noon Heidkaemper wirelessed that my presence was urgently 
required at Divisional H.Q. as, by a Corps order, the 5th Panzer Brigade 
(General Harde) had been placed under my command for the attack 
on Lille. Soon after I arrived, General Harde came in with his regiment 
commanders and reported the location, etc., of his brigade. 

These were the tanks of the $th Panzer Division which, being one of the pre 
war formations , had a Panzer brigade of two regiments, each of two tank battalions, 
whereas Rommel s division had only one Panzer regiment of three battalions. 
At the start of the campaign it had 324 tanks compared with Rommel* s 218. 

I now drove off with General Harde to the bridge near Cuinchy, 
which was finished by the time we arrived. Traffic across it was already 
in full swing, although the steepness of the ramps at either end prevented 



38 FRANCE, 1940 

the flow from being very rapid. The rifle brigade was already across 
on the north bank, but without its vehicles. The 25th Panzer Regiment 
was standing ready to attack in the neighbourhood of Givenchy and a 
large force of artillery and light and heavy A.A. was in position on the 
northern bank. Several enemy batteries were maintaining an un 
pleasantly heavy fire on our bridgehead position. The area held by our 
forces on the northern bank was now far too constricted and I gave the 
25th Panzer Regiment orders to widen the bridgehead by an attack on 
Lorgies [2 miles north on the canal]. At about 15.00 hours, the 5th Panzer 
Brigade began to move across the Cuinchy bridge. The steep angle of 
the approaches prevented the crossing from proceeding as quickly as we 
should have liked. Several of the heavy vehicles stuck on the ramps and 
had to be towed off. I could not agree to General Harde s proposal that 
in these circumstances the attack should be postponed, and gave orders 
for the brigade to move off punctually at 18.00 hours with such of its 
tanks as had then arrived on the northern bank. 

The 25th Panzer Regiment had meanwhile made a long lunge 
forward and reached the neighbourhood of Lorgies. During this advance, 
the regiment had become involved in heavy and costly fighting against a 
powerful defensive front, which they had finally succeeded in penetrating. 
The enemy batteries, which had hitherto been dropping shells into our 
bridgehead, now withdrew at top speed before the advancing German 
tanks. The panzer regiment s attack moved on, and by its fire smashed 
a visible breach in the enemy front, through which the division, reinforced 
by Panzer Brigade Harde, then moved. With the tanks fighting their 
way across country, progress was sufficiently slow for the infantry to 
follow in extended order over a wide front. Soon Panzer Regiment 
Werner on the right came up level and other units of 5th Panzer Brigade 
followed them up. I was extremely impressed by the large numbers of 
spick-and-span tanks which the 5th Panzer Brigade possessed, far larger 
than the tank strength of my division. 

Dusk was already far advanced when I reached a barn half a mile 
east of Fournes and caught up with Rothenburg s command vehicle on 
the road to Lille. Fighting in Fournes itself [10 miles south-west of Lille] 
seemed to be already over. About half a mile away to the east, the 
leading units of 5th Panzer Brigade could be seen in process of regrouping. 
Despite the onset of night I now gave the 25th Panzer Regiment orders 
to continue their attack and to close the western exit from Lille and the 
road to Armentires. The regiment was to form a hedgehog in the 
neighbourhood of Lomme [on tfie western edge of Lille] and await the arrival 
of reinforcements which I would send them. 

Rothenburg asked whether I would not like to accompany the attack 
myself, but in view of the difficulty of handling the division in the situation 
at that time I was forced to decline. Wireless was practically unusable 
again and it seemed to me more important that I should detail the rest 



CLOSING THE TRAP 39 

of my force, personally if possible, to its positions round our final objective 
at Lomme and see to it that they did in fact get there. I had also to 
ensure that substantial reinforcements for the 25th Panzer Regiment 
arrived by daybreak, and to organise their supply of ammunition and 
petrol not an easy task. I wanted at all costs to avoid the Panzer 
Regiment being placed a second time in the difficult situation in which 
it had been outside Le Gateau. 

\Vireless contact with General Harde proving impossible, I tried to 
get orders to him via the divisional staff, to make an immediate advance 
to Englos in the wake of the 25th Panzer Regiment. However, I was 
unable to get the main body of the brigade on the move and the attack 
on Englos had to proceed, first with only a company and later with a 
battalion. It was unfortunately impossible for me to drive straight across 
country in the darkness and deliver the orders myself, as my Gefechtsstqffel 
was not fully equipped with cross-country vehicles. In any case, it would 
have exposed us to the danger of being taken for a British scouting party 
and fired on by one of the 5th Panzer Brigade s detachments of tanks 
which were scattered about the country. 

27 May 1940 
DEAREST Lu, 

I m very well. We re busy encircling the British and French in 
Lille at the moment. I m taking part from the south-west. I m all 
right for washing, etc. Guenther [Rommel 9 s batman} takes good care of 
that. I ve taken a lot of photographs. 

jth Panzer Division. 27-5-40 

Adjutant. 

MY DEAR FRAU ROMMEL, 

May I be permitted to inform you that the Fuehrer has instructed 
Lieut. Hanke to decorate your husband on his behalf with the 
Knight s Cross. 1 

Every man of the division myself particularly, who has the 
privilege of accompanying the General knows that nobody has 
deserved it more than your husband. He has led the division to 
successes which must, I imagine, be unique. 

*Note by Manfred Rommel. In the Second World War the following decorations for 
gallantry were awarded : 

(a) Iron Cross First and Second Class. (The First Class was mostly conferred on 
officers.) 

(b) German Cross in Gold. (Intermediate grade between the Iron Cross First 
Class and the Knight s Cross; approx. 3,000 awarded.) 

c) Knight s Cross to the Iron Cross. (1,500 to 3,000 awarded.) 

d) Oakleaves to the Knight s Cross. (250 to 300 awarded.) 

e) Oakleaves with Swords. (80 to 100 awarded.) 

(i) Oakleaves with Swords and Diamonds. (Approx. 30 awarded.) 
Later in the war these decorations were also awarded for command achievements. 



4O FRANCE, 1940 

The General is now up with the tanks again. If he knew that I 
were writing you, gnddigste Frau, he would immediately instruct me 
to send you his most heartfelt greetings and the news that he is 
well. 

I beg you to accept my apologies that I wiite impersonally on a 
typewriter, but my arm is not yet well enough after my wound for 
me to write legibly. 

May I close with the kindest regards from all members of the 
staff, and remain, meine gnddigste Fran, 

Your obedient servant, 

SCHRAEPLER 

Meanwhile, Rothenburg had advanced through the night far to the 
north. His path was marked by the glare of burning vehicles shot up 
by his force. I now gave orders for the reinforced 6th and 7th Rifle 
Regiments to be deployed in depth for defence of the newly- won territory. 
37th Reconnaissance Battalion was to come forward to Fournes and 
remain at my disposal. When the orders were out I went off to Fournes 
to supervise their execution. Massive stone barricades and deep trenches 
rendered movement through Fournes extremely difficult. Several convoys 
had driven up abreast of each other, and it was some time before the 
tangle could be straightened out. I had most of the convoys moved off 
the road into the fields alongside, where they were to wait until an orderly 
flow of traffic had been established. Amongst it all I found part of the 
25th Panzer Regiment s petrol and ammunition column, to which I 
gave instructions to move off to the side of the road and await my orders. 
It was my intention to take these vehicles forward to 25th Panzer 
Regiment in the latter part of the night, covered by 37th Reconnaissance 
Battalion. 

At about midnight I met the commander of the Reconnaissance 
Battalion, Major Erdman, on the western outskirts of Fournes and told 
him to expect an early alert and start next morning, the s8th May. I 
then quartered myself with my immediate staff in a house on the western 
outskirts of Fournes. At 01.40 hours \%8th May] a wireless signal came 
in from Rothenburg to the effect that he had reached his objective near 
Lomme. With this, Lille was sealed off to the west, and I immediately 
had the Reconnaissance Battalion alerted and the Panzer Regiment s 
petrol and ammunition column brought up to the north-west boundary 
of Fournes, with the intention of pressing on to Lomme before morning 
if possible. The whole convoy Reconnaissance Battalion and supply 
column moved off at about 03.00 hours. After a detour to the west 
to avoid Fort Englos, I decided to take the road through Enneti&res. In 
the darkness we drove past large numbers of enemy lorries, armoured 
vehicles and guns, mostly in the ditch, where they had apparently been 
abandoned by their crews in panic. When, as dawn was breaking, we 
found ourselves approaching the Lille-Armentiferes road with still no 



CLOSING THE TRAP 41 

sign of Rothenburg s tanks, we began to feel thoroughly uncomfortable, 
for daylight was almost on us and any moment might find us under shell 
fire. At last we found the first of our tanks. Rothenburg was delighted 
at the increase in his strength in front of Lille, and even more over the 
arrival of the ammunition and petrol. He reported briefly on the night s 
fighting. The attack had first driven straight up the Fournes-Lille road. 
Then, after crossing the railway, the regiment had swung north, shortly 
afterwards coming up against enemy tanks and a strong motorised force. 
The enemy tanks and lorries had been wiped out in a short but sharp 
engagement, many of their crews seeking salvation in flight. The Panzer 
Regiment had then pushed on to Lomme and occupied the western exits 
from Lille. 

I now regrouped the troops round Lomme into a planned defence. 
Shortly afterwards fierce fighting developed at the western outlet from 
Lille, with enemy units trying to break out to the west with tank and 
artillery support. 

Part of the Reconnaissance Battalion and a heavy company were now 
placed on the defensive on either side of the Lille-Armenti&res road. 
During the early hours of the morning, it seemed to us that the enemy 
forces facing us west of Lille were growing steadily stronger and so I 
sent out an urgent call for heavy artillery fire. 

I now decided to pull 6th and yth Rifle Regiments out of their previous 
positions south of Englos and Fournes and to incorporate them in the 
general defence line north and south of Lomme. 

Orders to this effect had just been issued, when a hail of shells 
suddenly began to fall round the Panzer Regiment s command post, 
which was also serving as Divisional H.Q. Even as they began we had 
the feeling that they were our own shells, and immediately sent up green 
flares. I tried to get to the radio to order the cease fire, but the fire was 
so thick that it was not easy to reach the signals lorry, which was standing 
behind the hoiise. There was no doubt that they were our own shells, 
probably 150 mm., with whose effect we were only too familiar. I was 
just making a dash for the signals vehicle, with Major Erdman running 
a few yards in front, when a heavy shell landed close by the house door 
near which the vehicle was standing. When the smoke cleared, Major 
Erdman, commander of 37th Reconnaissance Battalion, lay face to the 
ground, dead, with his back shattered. He was bleeding from the head 
and from an enormous wound in his back. His left hand was still grasping 
his leather gloves. I had escaped unscathed, though the same shell had 
wounded several other officers and men. We continued to send up flares 
and try by radio to get the fire stopped but it was a long time before 
the last shell came down. We later discovered that the mistake had 
been caused by inaccurate transmission of fire orders by an intermediate 
signals point. The fire had come from the heavy battery of a neighbouring 
division. 



42 FRANCE, 1940 

In blocking the roads running west from Lille, Rommel had helped to _ trap 
nearly half the French First Army. After failing to break out, the trapped divisions 
were driven to surrender on the 31*$. 

Meanwhile, the bulk of the British, with what remained oj the French First 
and Seventh Armies, had managed to reach Dunkirk-where a defensive bridgehead 
had now been formed, and covered by a belt of inundations in the low ground. That 
water-barrier proved a good protection except against the very harassing air attacks. 
The defence held out long enough to enable 338,000 troops, including 120000 
French, to be evacuated by sea to England between the 2 6thMayand the 4 th June 
Only a few thousand were captured-belonging to the French rearguard which 
valiantly covered the last stage of the embarkation. But during the three weeks 
whirlwind campaign the Germans had taken over a million prisoners altogether, at 
a cost to themselves of only 60,000 casualties. ^ 

The Belgian and Dutch Armies had been wiped off the slate. The French had 
lost no divtions nearly one-third of their total strength, and including the most 
mobile part of it. They had also lost the help of 12 British divisions, for although 
tie personnel had escaped across the Channel, most of their equipment had been left 
behind, and months would pass before they could be rearmed. Only 2 British 
divisions remained in France, although 2 more that were not fully trained were now 

Sent Itwas a grim situation that faced General Weygand, who had replaced Gamelin 
as Allied Commander^Chief on the 20th May. He was left with 66 divisions, 
mostly depleted, to hold a front that was longer than the original. The new front 
ran from the sea, near Abbeville, along the Somme and the Aisne to link up with 
the still untouched Maginot Line. Not much could be done to fortify this Weygand 
Line " as it was called, in the very short time before the Germans struck afresh- 
after bringing up the mass of their marching divisions, which had taken little 
fiehting part in the first offensive. . 

Rommefs division was given a few days 9 rest after its coup at Lille in cutting 
off the French retreat to the sea. Then it moved south for the final stage of the 
campaign. 

29 May 1940 

DEAREST Lu, . . 

Now that the Lille fighting is over (we were again the first in front 
of the western gates) we ve come out to rest behind the front. 

On the 26th May, Lieutenant Hanke, acting for the Fuehrer, 
ceremonially decorated me with the Knight s Cross and gave me the 
Fuehrer s best regards. 3 \ hours later my division, with three Panzer 
regiments under command, thrust against western Lille, which they 
reached by midnight. An hour and a halPs sleep and I then took 
fresh troops, with ammunition and petrol for the tanks, up to the front 
line. Unfortunately one of my battalion commanders was killed by 
our own fire. 

Now we ll probably get a few days rest. Perhaps France will give 



CLOSING THE TRAP 43 

up her now hopeless struggle. If she doesn t we ll smash her to the last 
corner. I m fine in every way. My very best wishes to you for your 
birthday. There s a frightful lot to do. My Thuringians {the home 
station of Rommel s division was in Thuringia] have lost a lot of equipment 
on the road and in enemy tank attacks and this must be put right 
as soon as possible. Meanwhile, we are making do with French guns. 

2 June 1940 
Ordered to the Fuehrer to-day. We re all in splendid form. 

More to-morrow. 

3 June 1940 
The Fuehrer s visit was wonderful. He greeted me with the 

words : " Rommel, we were very worried about you during the 
attack." His whole face was radiant and I had to accompany him 
afterwards. I was the only division commander who did. 

4 June 1940 
We re off again to-day. The six days rest has done a lot of 

good and helped us to get our equipment more or less back into 
shape. 

The new move won t be so very difficult. The sooner it comes 
the better for us. The country here is practically untouched by war. 
It all went too fast. Would you cut out all the newspaper articles 
about me, please. I ve no time to read at the moment, but it will 
be fun to look at them later. 



CHAPTER III 

THE BREAK-THROUGH ON THE SOMME 



5 June 1940 3.30 a.m. 
DEAREST Lu, 

To-day the second phase of the offensive begins. In an hour we 
shall be crossing the canal [the Somme is canalised on this part]. We ve 
had plenty of time and so everything, so far as can be foreseen, is well 
prepared. I shall IDC observing the attack from well back in the rear. 
A fortnight, I hope, will see the war over on the mainland. Masses 
of post coming in every day. The whole world sending its con 
gratulations. I ve opened nowhere near all the letters yet. There 
hasn t been time. 

The offensive was opened by Boctfs Army Group on the right wing, along the 
Somme. Rundstedfs Army Group, facing the Aisne, did not join in until four days 
later. Bock was given three of the five panzer corps; two of them, forming Kkisfs 
group, were used for a pincer stroke on the Amiens-Pe ronne sector, while HotKs 
corps stnick on the extreme right between Amiens and Abbeville. The two other 
panzer corps were grouped under Guderian promoted after his decisive drive to 
the Channel and were moved back eastward to the sector of the Aisne near Rethel, 
south-west of Sedan. Each panzer corps consisted of two panzer divisions and one 
motorised infantry division. 

The extreme right wing thrust reached the Seine south of Rouen (70 miles 
distant] during the night of the i8th June thanks largely to a swift cut-through 
by RommeVs division after two days 9 tough fighting and got across the Seine on 
the heels of the retreating troops. But the main right wing stroke, by Kleisfs 
Panzer group, made slower progress and met increasingly stiff resistance as it 
pushed in the direction of Paris. By contrast, Guderian s group made a rapid advance 
after the Aisne had been crossed in the attack launched there on the gth June. So 
Kleisfs group was switched eastward to back up the break-through on the Aisne, 
which became the decisive stroke. For Guderian s group, turning south-east, raced 
on to the Swiss frontier, thus cutting off the retreat of the French right wing in the 
Maginot Line. By this time resistance was collapsing everywhere, and the French 
had been driven to appeal for an armistice on the night of the i6th June, 

44 




5. CROSSING THE SOMME 

Fig. i shows the position of the tank blocking the railway bridge. 

Fig. 2 shows the junction of the Somme Canal and the River Somme. 

Fig. 3 shows the shell burst. See photographs facing page 42. 



46 FRANCE, 1940 

While Guderiaris exploitation of the break-through on the Aisne had been 
decisive, Rommel s thrust on the other flank had started the collapse. That fact adds 
all the more significance to his account of the opening and development of the attack 
across the Somme. His division operated as a spearhead in the crossing itself \ as 
well as in the exploitation. 

RoinmeVs stroke was launched on the sector between Longpre and Hangest. 
Here there was a fiat and marshy " no-man s land" of nearly a mile between the 
German position on the north bank of the Somme and the French position on the 
slopes south of the river. Across the stretch ran two railway tracks, carried on 
separate bridges over the river, then along embankments through the riverside 
meadows, and over the Hangest-Longpre road by two more bridges. 

The French had blown up the bridges which carried roads across the Somme 
at Hangest and near Longpre, but not the two railway river-bridges nor even the 
two railway r odd-bridges > which lay so close to their own front. They paid heavily 
for these omissions due originally to their own plans for taking the offensive. As 
a deterrent to any belated attempt to demolish these bridges, Rommel kept them 
under artillery and machine-gunfire by day and night prior to launching his attack 
on the $th June, and succeeded in capturing all four intact early that morning. 
Once the rails had been taken up, his tanks and other vehicles were able to pass 
over the river and marshy belt with far less delay than if bridges and causeways 
had had to be built. 

To overcome such a multiple obstacle in this way was an extraordinary feat. 
If the French had destroyed even the final pair of bridges, over the road, the capture 
of the bridges over the river would have been of little avail. In a theoretical staff 
exercise, what Rommel here achieved would hardly have been credited as a practical 
possibility. 

At about 04.15 hours I drove with Lieut. Luft and my signals staff 
to the artillery command post, where we watched the opening of the all- 
important attack across the Somme. The preparatory barrage, which 
started punctual to the minute, made an extraordinarily impressive sight 
from our excellent vantage point. The flash of our shell-bursts seemed 
to be everywhere and there was little to be heard of enemy counter-fire. 

This being so, we drove to 2nd Battalion 6th Rifle Regiment s bridging 
point, where news reached us at about 05.00 hours that the railway and 
road bridges had fallen intact into our hands. Part of the Engineer 
Battalion was already hard at work on the railway bridge, unbolting 
rails and clearing away sleepers, in order to prepare the way for the 
division to cross with its vehicles. On the other side of the river, the 
Rifle Regiment, under Colonel von linger, was moving smoothly forward. 
We heard occasional short bursts of machine-gun fire. I now left my 
signals vehicle on the north bank, giving the crew instructions to be the 
first vehicle to cross, and walked over the Somme bridges with Lieutenant 
Luft. The signals vehicle crossed at 06.00 hours, followed shortly 
afterwards by artillery and anti-aircraft units and the 25th Panzer 



THE BREAK-THROUGH ON THE SOMME 47 

Regiment. The crossing went somewhat slowly, as there was still a 
considerable number of rails and sleepers to be cleared away. 

Meanwhile, I drove forward with my signal troop towards the 
fighting. We had some difficulty in getting the vehicles up the steep 
slopes, which were devoid of any kind of road or track. I walked a few 
steps into the cornfield with Lieutenant Luft and L.-Cpl. Heidenreich 
in order to observe the two battalions of 6th Rifle Regiment through the 
glasses. We were a few hundred yards from our vehicle, when a French 
soldier s head suddenly appeared out of the cornfield in front of us and 
disappeared again as quickly. 

Heidenreich walked across and found a wounded Frenchman, still 
with a machine-gun beside him. Close by we found more French troops, 
some dead, others wounded. Our barrage had apparently dealt heavily 
with the enemy positions. 

Meanwhile, the leading vehicles of the Panzer Regiment and the 
artillery and anti-aircraft units were arriving on the steep slopes south 
west of the Somme. Colonel Rothenburg, who had crossed with his 
adjutant in advance of his regiment, received orders to follow up 6th 
Rifle Regiment along a wide valley to a point behind Hill 116 where 
they were to take up position for an attack on Le Quesnoy [5 miles beyond 
the Somme}. French machine-gun fire several times forced us to take 
cover during the briefing. 

Traffic across the bridge had now ceased again. A Panzer IV had 
shed its right track and was blocking the entire passage and preventing 
any other tanks or vehicles from passing. Attempts were being made to 
drag the tank bodily forwards, with little success as the sleepers were 
jamming in the rubber rollers and pushing the ballast along in front of 
them. A good half-hour was lost while the Panzer IV was pulled and 
pushed across the bridge, by other tanks. Then the crossing gradually 
began to move again. 

By nine o clock the attack to the south-west had made good progress. 
To eliminate the enemy force in Hangest, which had long been preventing 
us from bridge-building there, a whole panzer battalion was launched 
against the western outskirts of the village. Their orders were merely to 
shoot up the enemy in the western outskirts, without becoming involved 
in a fight for the village itself, which was to be cleaned up later by an 
armoured engineer company which was being sent up for that purpose. 
We watched the battalion approach closer and closer to the village and 
very soon heard their fire. Then the tanks turned off up the hill to the 
west, but only a few surmounted the topmost ridge. Most of them stuck 
on the hill. This route up the steep side of the hill was not very well 
chosen. The crews, who dismounted from their tanks, were suddenly 
fired on by enemy machine-guns and suffered casualties in the coverless 
terrain. Meanwhile, a detachment of self-propelled guns under Captain 
von Fischer came up and bombarded the western outskirts of Hangest, 



48 FRANCE, I94O 

All other troops were directed into the bridgehead position with orders 
to take up position in preparation for the forthcoming attack. 

The cleaning up of Hangest was still giving a lot of trouble and I 
finally put in the Motor-cycle Battalion under Captain von Hagen. 
The battalion formed up in extended order for an attack on foot, and 
was on the point of moving off when I drove back to them again to give 
a further quick order to Captain von Hagen. Before I could do so, my 
armoured command vehicle was fired on by machine-guns from Hangest. 
The bullets clanged against its armoured walls but fortunately did not 
penetrate, though direct hits were scored on the aerial and machine-gun 
mounting. An N.C.O. in the 8-wheeIed armoured signals lorry behind 
us was too slow getting his head down and was seriously wounded. The 
enemy in Hangest continued to cover the road with fire for some time, 
but finally the Motor-cycle Battalion attacked and reached its objective. 

From 12 o clock onwards, heavy enemy artillery began to bombard 
the area of our Somme crossing and shells fell thick and fast on both 
sides of the road over which the division was slowly but steadily moving 
forward. The hills west of the Somme and the hollows in which we were 
forming up for the attack were also the target of intermittent heavy 
shelling. Though casualties were light, the effect on morale of the heavy 
gunfire was not inconsiderable. The bridgeheads west of the Somme 
continued to fill with units of all arms and soon became overcrowded. 

At midday, I was informed by Heidkaemper that the 5th Panzer 
Division s attack would not be starting until 16.00 hours and that the 
and Motorised Division had so far only gained 2,000 yards of ground. 
In these circumstances I also ordered the attack to be resumed at 16.00 
hours. 

Orders were for the 25th Panzer Regiment to attack through the 
6th Rifle Regiment to Le Quesnoy. The 37th Armoured Reconnaissance 
Battalion, following behind the Panzer Regiment, was to protect the 
rear of both its flanks, and to open fire in passing on all likely looking 
woods on either side of the route. The yth Rifle Regiment was to follow 
up in its carriers. The orders for the artillery and A.A. were first to 
cover the division as it debouched from the assembly area and then to 
leap-frog forward behind the moving attack. After the attack, the 
territory which had been overrun was to be occupied by the infantry 
and was to have artillery, anti-tank and anti-aircraft units positioned 
in it in depth in such a manner that the maximum artillery support 
could be provided against any attack, whether from the west, south or 
east, 

I was able to give these orders verbally, undisturbed by the enemy 
artillery fire, which was still dropping intermittently into our territory. 
At 1 6.00 hours sharp, the tanks moved to the attack. The various arms 
worked in such perfect co-ordination that it might have been a peacetime 
exercise. The French colonial troops opposing us, who were dug in in 



THE BREAK-THROUGH ON THE SOMME 49 

the small woods on the southern slopes of hills 116 and 104 with large 
numbers of field and anti-tank guns, defended themselves desperately. 
However, the tanks and Reconnaissance Battalion poured such a hail of 
fire into the woods as they passed that the enemy fire was at first not too 
heavy. I rode in my command vehicle with Luft near the rear of the 
tank column and had good radio contact throughout with Heidkaemper 
and the regiments. From time to time enemy fire clanged against the 
vehicle s armoured sides and force4 us to get our heads down. In the 
northern outskirts of Le Quesnoy a fierce battle developed. The Panzer 
Regiment mopped up the enemy in its usual style, in spite of the fact 
that they had installed themselves very skilfully round the outskirts of 
the village. 

This was particularly true of the wall round Chateau le Quesnoy, 
which was held by a battalion of coloured troops. Stones had been 
wrenched out all along the wall to make loopholes from which large 
numbers of machine and anti-tank guns poured their fire into the 
oncoming tanks. But even here they had no success, for the rapid fire of 
our tanks, particularly the shells of the Panzer IVs, soon smashed the 
enemy forces. While one battalion of tanks moved round Le Quesnoy 
to the west, Rothenburg took the main body forward close alongside the 
wall. The armoured cars, following up behind, then held the enemy in 
check long enough to allow the leading infantry units to come up. 

Firing and fighting without a break, the tanks rolled round both 
sides of Le Quesnoy and came out on the wide and coverless plain to 
its south. On they went through fields of high-grown corn. Any enemy 
troops who were sighted were either wiped out or forced to withdraw. 
Large numbers of prisoners were brought in, many of them hopelessly 
drunk. Most of the prisoners were coloured troops. Our objective for 
the day, as set by Corps, being the country east of Hornoy, I decided to 
continue the attack at 19.25 hours through Montagne-le-Fayel and Gamps 
Amienois. Orders were quickly issued. A large concentration of enemy 
troops in the Bois de Riencourt was destroyed by the fire of the Panzer 
Regiment s tanks as they drove past. Over to our left, a giant pillar of 
smoke, belched up from a burning enemy petrol tanker and numerous 
saddled horses stampeded riderless across the plain. Then heavy enemy 
artillery fire from the south-west crashed into the division, but was unable 
to halt its attack. Over a broad front and in great depth, tanks, anti 
aircraft guns, field guns, all with infantry mounted on them, raced across 
country east of the road. Vast clouds of dust rose high into the evening 
sky over the flat plain. 

A Corps order arrived refusing authority for the advance through 
Montagne-le-Fayel [8 miles beyond the Somme~\ because of the danger the 
division would run of attack by our own dive-bombers. I therefore gave 
orders, verbally and by radio, for the advance to be halted and all units 
to dig in in the area they had reached. This involved us in heavy fighting 



5O FRANCE, 1940 

against strong enemy forces, principally on our right flank. Enemy tanks 
also put in an appearance, but they were soon disposed of either by the 
88 mm. A.A. guns, the anti-tank guns, or the tanks. Enemy-held territory, 
south and east, and also west of our position, was heavily shelled for some 
time by every gun we could bring to bear, which took away their taste 
for attack. At 2 1. 10 hours I passed back a message through the divisional 
staff: " All quiet forward, enemy in shreds." Then I drove back to 
headquarters. 

I left headquarters very early next morning, the 6th June, with 
Hanke as escort, to drive up to the commander of the 25th Panzer 
Regiment, Heavy fighting had developed at several points late the 
previous evening and during the night, against enemy tanks and coloured 
troops. One A.A. battery had lost several 88 mm. guns in action against 
enemy artillery. It was 09.00 hours before I could get the regiment and 
battalion commanders together to brief them for the day s operations. 

The attack began at 10.00 hours. We followed close behind the 
Panzer Regiment. The division, in extended order, over a 2,ooo-yard 
front and a depth of 12 miles, moved as if on an exercise. In this formation 
we advanced up hill and down dale, over highways and byways straight 
across country. The vehicles stood up to it well, even those which were 
not meant for cross-country work. With the tanks clashing every so often 
with enemy forces, the attack moved forward slowly enough for the 
infantry to follow up and maintain close contact. 

Hermilly was captured by men of yth Rifle Regiment after a fierce 
fight. The Panzer Regiment moved on south over a broad front and 
crossed the Caulieres-Eplessier road [20 miles beyond the Somme ] without 
fighting. Several unsuspecting civilians driving down the road were 
halted. Immense dust-clouds could be seen approaching in the rear, a 
sign that 6th Rifle Regiment s troop carriers were coming up in area 
formation. 

On the ^th June Rommel swept forward more than 30 miles, a thrust which 
split the French Tenth Army that was defending the sector from Amiens to the sea. 
Two British divisions, the jzrf (Highland] and the xst Armoured, were in this 
army the $ist being on the coastal flank. 

At about nine o clock I left Divisional H.Q, at Camps with Schraepler 
to drive via Poix to Eplessier. On the main road to Poix we met numerous 
horse-drawn columns and guns of the 6th Division. Poix itself had 
suffered considerably from bombardment, and sandbag barricades had 
been constructed by the French on all the roads. However, there did 
not seem to have been any serious fighting. The place was still burning 
at many points. 

In Eplessier I had a brief meeting with the Corps Commander. After 
a few words of thanks and praise for the 7th Panzer Division s deeds 
south of the Somme, and a brief explanation of future plans, General 
Hoth gave his agreement to the attack which had been ordered for the 



52 FRANCE, 1940 

7th June. He even thought that it might be possible, with the existing 
enemy situation, to thrust forward that day as far as Rouen. 

We then drove on to Hill 184 south of Thieulloy la Ville, from which 
point the left-hand column had been ordered to launch its attack at 10.00 
hours. On the way we overtook the 6th Rifle Regiment and the 37th 
Reconnaissance Battalion. At Point 184 I had another brief discussion 
with Rothenburg and stressed the main points to be observed during the 
day s advance; avoidance of villages most of which were barricaded 
and all major roads; movement straight across country, thereby ensuring 
a surprise appearance in the flank and rear of the enemy. 

Such a general cross-country advance was rarely attempted by the Allied 
armoured forces in 1944-45. Many of the delays they suffered might have been 
avoided by fuller use of this method of movement. 
The tanks moved off. 

After some early delays, caused by mistakes in the route and too slow 
correction from the map, the Panzer Regiment s attack flowed smoothly 
forward. 

The advance went straight across country, over roadless and trackless 
fields, uphill, downhill, through hedges, fences and high cornfields. The 
route taken by the tanks was so chosen that the less cross-country-worthy 
vehicles of the 37th Reconnaissance Battalion and the 6th Rifle Regiment 
could follow in their track-prints. 

We met^no enemy troops, apart from a few stragglers, but plenty of 
indications in the shape of military vehicles and horses standing in open 
country that they had left shortly before our arrival. Four French soldiers 
were picked up near Feuquieres. One of them, in spite of being severely 
wounded, maintained his fire on our tanks right up to close quarters. 
Fleeing civilians, and also troops, were on all the roads. Sometimes we 
even surprised refugee lorries in open country, their occupants, men, 
women and children, underneath the vehicles, where they had crawled 
in mortal fear. We shouted to them, as we passed, to go back home. 

East of Villers two enemy infantry guns and a light tank opened fire 
on our tanks. They were quickly disposed of. Their crews, or those of 
them who were still alive, fled into the wood. 

From Bazancourt onwards our way led first along field paths and then 
straight across country to the hills of Menerval, which we reached at 
17.30 hours without any further fighting. In farms which we passed, the 
people were hastily packing up, throwing bedding out of upper storey 
windows into the yard, and would soon have been on the road if we had 
not arrived. 

In other farms carts stood packed high and ready harnessed; in others 
again^ women and children took to their heels on sighting us and all our 
shouting could not persuade them to return home. The only exception 
was on Menerval Hill, where we found a farmer who had formerly been 
a prisoner-of-war in Germany. He came up to us at once with his entire 



THE BREAK-THROUGH ON THE SOMME 53 

family, shook hands and went off to the cellar to fetch cider for the thirsty 
German troops. He had, he said, got to know the Germans, and had no 
fear of them. 

While the 25th Panzer Regiment now took possession of the hills 
round Menerval [45 miles beyond the Somme], the 37th Reconnaissance 
Battalion was ordered to reconnoitre west and south-west as far as the 
River Andelle [7 miles beyond Menerval], on either side of Sigy, and to get 
its main force up to Mesangueville, as its next objective. 

After satisfying myself that the Panzer Regiment had occupied the 
important hills round Menerval, I drove to Captain Schultz s panzer 
company, which had been ordered to thrust forward into the wooded 
country west of Saumont as far as the main track intersection. The 
appearance of German troops on the main road from Paris to Dieppe 
near Saumont [near Forges-les-Eaux] had already sealed the fate of many 
French vehicles. By the time I arrived well over 40 vehicles had been 
picked up and traffic was still arriving from both directions. Panzer 
Company Schultz had also had great success in the woods east of Saumont, 
where a large ammunition depot had been captured. After fierce fighting 
at some points, they had taken 300 prisoners in quick time, including 
the supply staff of a French Army Corps, and captured 10 fighting vehicles 
and 100 lorries. As we drove back along the main Dieppe- Paris road 
we passed a German tankman bringing in a French tractor with a tank 
trailing behind it. The young soldier s face was radiant, full of joy at 
his success. We drove back to the new Division Headquarters, which had 
been erected by the staff in Marcoquet. It was, as usual, difficult to 
make our way back over the narrow, dusty roads, past the long approach 
ing columns, and it was dark before we reached headquarters. When we 
arrived we found the Intelligence Officer, Major Ziegler, interrogating 
a number of French and British officers in the courtyard. Prisoners and 
booty for that day were tremendous and mounting hourly. Our losses 
were insignificant. 



7 June 
DEAREST Lu, 

Your birthday was a thoroughly successful day. -We laid about 
us properly. More and more signs of disintegration on the other side. 
We re all very, very well. Slept like a top. 

The Andelle was now held, thinly, by British troops. To meet the emergency 
caused by the German break-through, an improvised force of nine infantry battalions 
(made up from lines-of-communication troops] had been hastily stretched along a 
6o-mile line from Dieppe to the Seine, to cover Rouen. It had no artillery and few 
anti-tank guns but the ist Armoured Division, then refitting in rear, scraped up a 
brigade with 90 tanks to support the centre of the line. Rommel pierced the Andelle 
line next day at a point between the two main fractions of this armoured brigade 



54 FRANCE, 1940 

which then withdrew southward and succeeded in slipping across the Seine at Gaillon 
before it was trapped. 

On the 8th June, I called up the la at Corps shortly after 06.00 hours, 
informed him of the position and made a proposal for the attack which 
was planned on Rouen. I suggested that the yth Panzer Division should 
push forward to a point some 4 miles east of Rouen and feign a direct 
assault on the city by artillery fire, after which the mass of the division 
would switch to the south-west with the object of seizing the Seine bridges 
at Elbeuf [15 miles south-west of Rouen} by a coup de main and cutting off 
the Seine bend. 

After receiving the la s agreement, I drove quickly off with my escort 
officers to Menerval church, where I instructed the commanders to meet 
me at 08.30 hours for verbal briefing. To enable me to force the pace I 
took the leading battalion under my personal command. We moved off 
at 10.30 hours. Low-flying enemy air attacks on the battalion had little 
success to show for their efforts : the defence was too strong. We drove 
through the southern outskirts of Argeuil, finding no sign of enemy troops 
in the town. Now the main body of the division received orders to move 
off, and things went on fast as far as Sigy, where the Panzer Company, 
which had meanwhile taken the lead, was met with enemy fire, to which 
it gave an immediate and powerful reply. 

During this brief engagement, the enemy blew the bridge over the 
river Andelle. We had observed the whole action from a point a few 
hundred yards away. The howitzer battery, which was close behind us, 
was now quickly pulled up forward and brought into action in the open. 
A motor-cycle company came up and anti-aircraft guns went into 
position. . The roads were cleared and vehicles went into cover near a 
railway embankment. Meanwhile, I reconnoitred the chances of getting 
tanks across the river, and found a point 400 yards south of Sigy where 
it could probably be forded. Part of the Panzer Company was im 
mediately brought up and sent across the river in support of the infantry 
who had already crossed to the other side. 

Although there was over three feet of water near the eastern bank, 
the first tanks crossed without any trouble and soon overtook the infantry. 
However, when the first Panzer II attempted it, its engine cut out in 
midstream, leaving the crossing barred to all other vehicles. Meanwhile, 
several British soldiers had waded across to us with their hands up, and, with 
their help, our motor-cyclists started in to improve the crossing. Great 
pieces of the demolished railway bridge near by were thrown into the 
deepest part of the ford. Willows alongside the river were sawn down 
and similarly used to improve the passage across the ford. One of the 
Panzer Ills which had already crossed was brought back to tow out the 
Panzer II. 

At that moment I received a wireless signal saying that Lieut. Sauvant s 
reconnaissance troop had succeeded in preventing enemy preparations 



THE BREAK-THROUGH ON THE SOMME 55 

to blow the road and railway bridges in Normanville. Sauvant had both 
bridges ^ firmly in his hands and was creating a bridgehead across the 
river with his reconnaissance troop. 

At this good news, I at once broke off the action at Sigy and switched 
all forces south at top speed to cross the Andelle at Normanville. The 
division s assault group crossed the bridge and continued the advance to 
the west. ^ Sigy was taken from the west at 14.00 hours with the capture 
of 100 British prisoners. 

The route we now took by-passed, as far as possible, aU villages. 
Good results had been achieved in the past few days by attacking away 
from the roads. The 25th Panzer Regiment s attack started punctually. 
At first we found no enemy troops in the small villages through which we 
passed. After some time we discovered that enemy dispatch riders and 
cars were suddenly travelling in our tank column. Here and there we 
heard isolated shots. 

Towards 20.00 hours, one company of the Panzer Regiment was 
dispatched down the Rouen road to take the crossroad 5 miles east of 
the city and provide protection for the artillery and anti-aircraft units 
which were being sent there. My intention was to cause alarm among the 
enemy forces round Rouen by firing a long-range barrage, and thereby 
deceive them as to my true plans, which were to seize the Seine bridges 
at Elbeuf later that evening. The Panzer Company arrived at the cross 
road by 20.00 hours, but the left-hand column did not come as well 
forward as I would have liked the tail of the column had apparently 
become involved in fighting around Martainville and we were con 
sequently unable to get a quick deployment of the heavy artillery and 
anti-aircraft guns round the crossroad. 

This seems to have been a brush with the tail of the British scratch force, 
which was retreating southward across Rommel s line of advance. The way he 
had repeatedly encountered British forces during this fast short campaign, and the 
way their tracks crossed his, was a foreshadowing of future years. 

With the day slowly fading, I waited in vain for the column to come 
up, until eventually part of the yth Rifle Regiment came through. 
Apparently the right-hand column had also become involved in fighting 
and sometimes the noise of battle came so dangerously close that we 
were forced to leave the road and take to the bushes. Then prisoners 
began to be brought in from all sides and occasional enemy vehicles 
were discovered in concealed parking places. At long last, just before 
total darkness, a message came in that the right-hand column had arrived 
at the cross road 5 miles east of Rouen and established contact with the 
left-hand column. We now drove off quickly to the 25th Panzer Regiment 
to give orders for the thrust to the Seine bridges. About 15 minutes later, 
the left-hand column, consisting of the 25th Panzer Regiment and the 
yth Motor-cycle Battalion, moved off as vanguard on the march to the 
Seine. We rode with the signals troop close behind the Panzer Regiment. 



56 FRANCE, I94O 

Soon it was conipletely dark. We passed a stranded enemy tank, which 
appeared to have4ost a track and been abandoned by its crew. 

While crossing the main road from Rouen to Pont St. Pierre in the 
eastern outskirts of Boos, the tail of the 25th Panzer Regiment s column 
was fired on at a range of about 100 yards, by an enemy tank or anti 
tank gun. Probably the tank crews were unable to hear the gunfire and 
bursting shells above the noise of their engines, for at the end of a minute 
not one of our tanks had replied and the whole column was still proceeding 
steadily on its way to the south-west. The enemy gun was thus able to 
loose off some ten or fifteen rounds at us without being fired on in reply. 
It was extraordinary that none of our tanks was hit. To make the tank 
crews aware of this threat to their right flank, I sent orders to the com 
mander of the nearest armoured car to open fire on the enemy with 
tracer. This soon brought the tanks into action and silenced the enemy 
gun. Then we went on our way through the night. 

We had great difficulty in the darkness and with our inadequate maps 
in following the route. The noise of our passage as we drove through 
villages wakened people from their sleep, and brought them rushing out 
into the street to welcome us as British. We drove past an enemy anti 
aircraft battery. There was still light in the guardroom and the sentries 
paid us honours as we passed. It was not until next morning that we 
discovered that several anti-aircraft guns had stood ready for action a 
few yards away. We turned south at Les Authieux and reached the 
village of Sotteville at midnight the first German troops to reach the 
Seiner 

Tank brakes ground and screeched on the winding road. An occasional 
light flared up on the other side of the river. Lights were also burning at 
several points along the railway line running through the Seine valley. 
There were no enemy troops to be seen and everything looked set for 
the success of our dash for the Seine bridges. They were only nine 
miles away. 

Radio communication had failed the usual business at night time 
and we had long been out of touch with the divisional staff and our other 
columns. The tank column, rolled closer and closer to Elbeuf down the 
Seine valley. As we drove under a railway bridge a woman rushed out 
of a house on the right of the road, ran over to my staff car, and catching 
me by the arm, asked anxiously if we were British. She was sadly dis 
appointed at the reply. I now had the Panzer Regiment halted and 
the Motor-cycle Battalion, reinforced by five Panzer Ills, brought up 
into the lead past it. The motor-cyclists were to go on ahead and send 
out storming parties, each supported by several tanks, to seize the two 
bridges across the Seine at Elbeuf. They were then to keep a firm grasp 
of the bridges and hold them open. It took some time to filter the 
battalion forward past the Panzer Regiment and form it up with its 
tanks. We were still out of touch with the rest of the division. 



THE BREAK-THROUGH ON THE SOMME 57 

The clock now crept on to 01.30 hours as we waite<4 tensely for news 
of the storming parties. They must have long ago Cached the Elbeuf 
bridges. Shortly after two I started for Elbeuf at the head of the 25th 
Panzer Regiment to see for myself how the enterprise had gone. I knew 
that dawn would be on us in ij-s hours and that it might then be 
inadvisable to be caught standing in column on the Seine valley road, 
for the enemy probably had artillery in position on the south bank of 
the Seine. I therefore wanted to get the main body of my troops at all 
costs on to the hills on one side or the other of the Seine by dawn. 

In Elbeuf, we found a wild confusion of our vehicles in the narrow 
streets north of the Seine and I was forced to go forward on foot to get 
to the head of yth Motor-cycle Battalion. There I found that the storming 
parties had still not yet made their attempt on the bridges, although the 
battalion had already been in Elbeuf well over an hour. I was informed 
that when the battalion had entered Elbeuf, they had found the bridges 
carrying a lively traffic of civil and military vehicles. An officer also told 
me that there had already been shooting near the bridges. 

The situation was confused and prospects of success were pretty slim 
now that the battalion had stood in the town for a whole hour only a 
few hundred yards away from the bridges. But there might still be a 
chance, I thought, and I gave the battalion commander orders to launch 
his assault on the two bridges immediately. Under cover of the darkness 
I took myself up closer to the bridge. Civilians stood around in the streets 
and there were sandbag barricades at the crossroads, on one of which lay 
a dead French soldier. More valuable minutes slipped by while the 
storming parties were "forming up. At last the first party moved off; it 
was shortly before 03.00 \$th June]. But they never reached the bridge, 
for the enemy blew it before they had gone a hundred yards. The same 
happened a few minutes later with the second storming party. Further 
heavy detonations followed from west and east, from close at hand and 
farther distant. The French had blown all the Seine bridges. 

I was extremely angry over the failure of our enterprise. I had no 
idea where the main body of the division was. We had behind us the 
many enemy-held villages we had driven through during the night, and 
as dawn broke saw two captive observation- balloons in the sky near 
Rouen. It was beginning to look as though we were in for a fight. I 
therefore decided to pull back out of the elongated peninsula into which 
we had advanced. The troops moved off quickly. Fortunately, the 
Seine basin lay shrouded in mist and we had no need to fear enemy 
fire from the opposite bank. 

9 June 1940 

DEAREST Lu, 

Two glorious days in pursuit, first south, then south-west. A 
roaring success. 45 miles yesterday. 



58 FRANCE, I94O 

10 June 1940 5 a.m. 

We ll soon be at the sea between the Somme and the Seine. I m 
in fine form although I m on the go the whole time. Our successes 
are tremendous and it looks to me inevitable that the other side 
will soon collapse. 

We never imagined war in the west would be like this. There s 
been no post from you for several days. 

The division now began to clean up the territory we had overrun. 
Rouen had meanwhile fallen to the 5th Panzer Division. Late that 
afternoon my division was instructed to prepare for a thrust to Le Havre, 
and the confirming Corps order arrived in the evening. The plan was 
for us to make a quick thrust through to the coast in order to cut off 
the escape of two or three British and French infantry divisions and one 
or two tank battalions through the port of Le Havre. The 25th Panzer 
Regiment now received orders to move first into the district south-west 
of Pissy. The Armoured Reconnaissance Battalion was to occupy the 
eastern outskirts of Yvetot [22 miles north-west of Rouen] as soon as possible 
and then probe towards the sea. I intended to follow up the Recon 
naissance Battalion with the mass of the division as quickly as possible 
and then thrust on to the sea. 

This meant that, after reaching the Seine, Rommel had to make a right-angled 
turn to the north-west, after his south-westerly drive from the, Somme to the Seine. 
At 07.30 hours [loth June] I drove round the north of Rouen to 
Barentin, giving orders by radio on the way for the division to join up 
with me. Road demolitions were reported by the Reconnaissance 
Battalion east of Yvetot. They were also repeatedly reporting the 
capture of British prisoners both with and without vehicles. A civilian, 
who maintained that he had left Le Havre at five o clock that morning, 
was brought to me for interrogation. To my questions, which were 
interpreted to him by a French-speaking officer, he replied that on the 
previous day he had seen only a few British soldiers sitting about in 
cafes, and no formations or units. The roads had been prepared for 
demolition at various points a week before, but they were not mined, 
and it was possible to zig-zag past the obstructions. The man, who said 
he wanted to get through to Paris, gave the impression of being reliable. 
So it seemed that there was no need for the moment to worry about 
an enemy threat from Le Havre. I had the man s statement passed back 
by wireless. After filling up with petrol, the Panzer Regiment moved 
off to Yvetot at 09.20 hours; at the same time I gave the Reconnaissance 
Battalion orders to reconnoitre immediately up towards Veulettes [on 
the coast, 20 miles north of Tvetof], 

These orders had just been issued, when a radio signal came in from 
Major Heidkaemper informing us that a powerful enemy motorised 
column had been reported moving west out of the forest north of St. 




British and French prisoners at St. Valery. June nth, 1940. [Rommel* sown photograph] 

The surrender at St. Valery. Extreme right, General Fortune, commander of the $ist 
Highland Division. The bareheaded figure is the liberated Luftwaffe pilot referred to in 
the text. [Photograph taken with RommeUs camera"} 



.IT", 




G 






Jl 




! 




Rammers letter to his wife, June sist, 1940 
[See page 85] 



THE BREAK-THROUGH ON THE SOMME 59 

Saens, and that, by all calculations, this force must be just about arriving 
at Yvetot. The Reconnaissance Battalion was accordingly given orders 
to close the main St. Saens- Yvetot road immediately and to open fire as 
early as possible on the enemy force moving down it. I also had one 
heavy and one light A.A. battery brought up past the Panzer Regiment, 
and drove off with them at high speed towards Yvetot. I arrived at the 
road fork east of the town shortly before 10.00 hours and the A. A. batteries 
came in one after the other a few minutes later. They went straight into 
position at top speed and received orders to lay down a heavy fire on the 
road, on which a large number of enemy vehicles could already be seen. 

When the Panzer Regiment appeared in sight of Yvetot at about 
10.30 hours, I had the Reconnaissance Battalion launched against the 
crossroad two miles east of Ourville, closely followed over the same road 
by the Panzer Regiment. I positioned my signals troop immediately 
behind the first tanks. All other units of the division received orders by 
radio to make a further quick move forward. There were now two 
columns driving up the road, sometimes side by side, the tanks on the 
left and the Reconnaissance Battalion on the right. Wherever the ground 
was in any way suitable, the tanks took a track alongside the road. The 
division now went all out for the sea at an average speed of 25-40 m.p.h. 
I had already issued orders through H.Q. for all units to increase their 
speed to the maximum. No enemy force worthy of our notice had so 
far been sighted. 

As we approached the main Cany-Fecamp road a dispatch rider from 
the Reconnaissance Battalion reported that Captain von Luck had found 
enemy lorry columns on the main road and was rounding them up. We 
at once drove up to the road to find that while single enemy vehicles 
had already got away to the west, there were others halted on the road 
to the east. It had every appearance of being a considerable formation. 
I at once gave orders to the leading tanks, which were just then arriving, 
and the armoured cars and light A.A. guns to open fire immediately on 
the enemy standing on the road. After a short time large numbers of 
British and French troops came running along the road to us. A quick 
interrogation revealed that it was the beginning of 3ist French Division, 
which was to have embarked at Fecamp that afternoon. There were also 
some scattered British troops among them. The enemy column was 
quickly broken up and, while armoured cars and A.A. guns took the 
road beyond them under fire, the van of the division moved on again 
at high speed to the sea. With my signals section I drove on in advance 
of the regiment through Les Petites Dalles and down to the water [10 
miles east of Fecamp, and 6 miles west of Veulettes]. 

The sight of the sea with the cliffs on either side thrilled and stirred 
every man of us; also the thought that we had reached the coast of 
France. We climbed out of our vehicles and walked down the shingle 
beach to the water s edge until the water lapped over our boots. Several 



6o FRANCE, 1940 

dispatch riders in long waterproof coats walked straight out until the 
water was over their knees, and I had to call them back. Close behind 
us Rothenburg came up in his command tank, crashed through the 
beach wall, and drove down to the water. Our task was over and the 
enemy s road to Le Havre and Fecamp was closed. 

Shortly afterwards the Brigade Commander, Colonel Fuerst, arrived 
with the commander of a French artillery regiment and several French 
officers. The French colonel was extremely impressed by the speed of 
our advance, but beyond that there was nothing to be had out of him. 

A report now came in from the Reconnaissance Battalion to the 
effect that they were under heavy enemy pressure on the hill east of 
Fecamp. After briefly discussing the essentials of the situation with 
Heidkaemper, I drove off to Fecamp, to find that the Reconnaissance 
Battalion had meanwhile succeeded in getting the situation under control. 
A storming party under the command of Lieut. Sauvant had captured 
a coast defence battery which had been heavily shelling the battalion. 
We drove on towards the captured battery, but left our vehicles and 
walked the last 200 yards, as enemy guns were still firing from the 
western side of the town and the hills to its south. From the captured 
gun position we had an excellent view over the town and harbour, which 
apparently still contained strong enemy forces. 

With the arrival of the two panzer companies and the Motor-cycle 
Battalion which had been sent to the aid of the Reconnaissance Battalion, 
I decided to push forward through the eastern outskirts of Fecamp to 
the hills south of the town, I wanted to prevent the enemy units still 
in the town from escaping to the south, and to get possession of the port 
at the earliest possible moment. This move led to a number of clashes 
with the enemy and we were more than once forced to change our plan. 
Finally, we bore off through Tourville with the intention of making a 
quick run up the main road from the south to St. Leonard. We had no 
time to lose, for it was already 22.00 hours. During the descent to Tour 
ville, we received a tremendous welcome from the people of a workers 
settlement, who apparently took us for British. Just south of Tourville, 
we drove through a road-block at the same moment as some British 
motor-cyclists rode up to it from the direction of t camp. The British 
stared a moment, then swung round and made off back as fast as they 
could go. The crew of my command car wanted to open fire, but I 
stopped them, because we were, for one thing, very short of time and, 
even more important, it would have given away our detour to the 
enemy around us and raised the alarm. A civilian whom we met on the 
road pointed north and said there were still plenty of British troops to 
be found up there. Shortly afterwards the leading tank fired a few 
rounds from its gun. I had no idea of the cause and, hearing no enemy 
fire, walked up forward, to find that the fire had been aimed at an enemy 
road-block. With less than an hour to darkness, and a pitch-black night 



THE BREAK-THROUGH ON THE SOMME 6l 

ahead I could no longer enter into a slow probe forward but was com 
pelled to demand that the tanks plunge forward at their top speed to St. 
Leonard, either on the road or alongside it. I led them myself for some 
way along the darkening village street. Not a shot was fired. Out in the 
open country again, we saw that the British had driven their vehicles off 
the road and concealed themselves behind bushes and hedges. A few 
of them were winkled out and taken along by the infantry and tanks 
following up behind. We had no time to halt, however, but pushed 
quickly on to St. Leonard. The motor-cyclists behind us had a short 
but successful clash with the British. 

Captain von Hagen now received orders to occupy both roads from 
Fecamp leading south through St. Leonard with six tanks, bar them to 
traffic and establish an all-round defence. This was achieved without 
fighting. A bad traffic jam occurred on the road, however, when the 
motor-cyclists started to filter past both panzer companies just as the 
latter were turning for the trip back. I had given the panzer companies 
orders to return to their regiment that night once the Motor-cycle 
Battalion had reached St. Leonard. Knowing that it might be extremely 
important for me to be at Division H.Q. early next morning, I decided to 
drive back with the tanks. 

We began the return journey at 23.00 hours. With the road still 
solidly blocked by the Motor-cycle Battalion, only one panzer company 
could leave with us. We drove behind the third tank. On the way we 
passed a number of enemy vehicles, which had apparently driven into 
the Motor-cycle Battalion s convoy in the darkness; their crews had been 
taken prisoner. Some of them looked as though they had put up a fight 
for it first. Suddenly anti-tank gunfire opened from a village just ahead, 
and the leading tank was hit in a track. The enemy gun then began to 
fire rapid along the road close over our heads. Without replying to the 
fire, the tanks in front of us drove straight up on the embankment on 
both sides of the road. The leading tank remained where it had been hit. 
My vehicle was now left standing only 150 yards away from the enemy 
gun, with round after round whistling a hairsbreadth overhead not a 
comfortable situation. When, after two or three minutes of this our tanks 
had still not opened fire, I jumped down from my vehicle and ran to the 
Panzer II standing on the embankment left of the road, where I also 
found the commander of the leading tank. I told him what I thought 
of him for not having opened fire immediately and for having left his 
tank. Then I ordered the Panzer II to open fire at once, with both tank- 
gun and machine-gun, on the enemy anti-tank position, in order to 
give the whole column a chance of getting away to the left out of the 
cutting through which the road ran at this point. 

When fire was at last opened, the Panzer IPs 20 mm. shells and 
tracer ammunition caused such a firework display that the enemy ceased 
fire, as I had expected. We now managed to get my command truck up 



62 FRANCE, 1940 

the embankment, but it was too steep for the staff car and the armoured 
cars and dispatch riders, and so I sent them back to spend the night with 
the Motor-cycle Battalion. 

Then we drove off with the Panzer Company. It was no easy task 
in the pitch black night to find our way across country, in which we 
might at any moment run into another enemy force, and required the 
utmost vigilance, 

jj June igqp 
DEAREST Lu, 

Over 60 miles in the pursuit yesterday, reached the sea west of 
Dieppe and cut off several divisions (French and British). Took two 
ports, overcame batteries, bombarded warships some severely 
damaged. I didn t get back this morning until 3 a.m. To-day we re 
bathing and sleeping. 

Next day \iith June] the division moved ouLof Veulettes at about 
noon, with the Panzer Regiment and part of 6th Rifle Regiment, to 
advance along the coast to St. Valeiy. [This is St. Valery~en-Caux> 6 miles 
east of Veulettes and 20 miles west of Dieppe.] I took my Gefechtsstqffel and 
drove with the Panzer Regiment. On the hills a mile east of Veulettes 
the enemy met us with heavy artillery and anti-tank gunfire, and we 
bore off to the south-east. But the enemy fire grew in violence and 
heavy batteries joined in, so that all movement was frequently pinned 
down. Every lull in the fire was used to drive closer to the enemy. The 
rifle company, which was equipped with armoured troop-carriers, did 
not, however, follow up the attack, which the 25th Panzer Regiment, 
despite the enemy fire, carried closer and closer to the enemy. Near Le 
Tot the British had built a fortified line and resistance was heavy. So 
tenacious was the enemy defence that hand-to-hand combat developed 
at many points. Meanwhile, the 25th Panzer Regiment had thrust 
forward to the high ground immediately north-west of St. Valery and was 
using every gun to prevent the embarkation of enemy troops. We drove 
up as far as the Panzer Regiment with the Gefechtsstaffel and then walked 
some distance farther on to get a look at the situation round St. Val&y. 
British troops could be seen moving about among the port installations 
and there were more troops with guns and vehicles in the northern part 
of the town. 

Elements of the Panzer Regiment and dispatch riders of my staff 
did their best to summon the enemy, who were now only a few hundred 
yards away, to give themselves up. In the course of the next few hours 
we did, in fact, succeed in persuading about a thousand men to surrender* 
in the northern part of St. Val&y, including many officers. Most of them 
were French and there were comparatively few British. Among the 
latter there was one naval officer who had spent a long time haranguing 



THE BREAK-THROUGH ON THE SOMME 63 

his men on the mole and apparently succeeded in dissuading them from 
surrendering. Finally, we opened up on this officer with machine-guns 
from the cliff about 200 yards away, without, as we found later, hitting 
him. For half an hour he lay as if dead behind a heap of stones, but 
then decided it was better to surrender. He spoke fluent German and, 
when accused by Major Schraepler of being to blame for so many of 
his men being wounded, replied: " Would you have acted differently 
in my situation? 5J1 

That evening I sent a large number of German-speaking prisoners 
into St. Valery itself, which was still full of enemy troops, to call on them 
to surrender by 21.00 hours and march under cover of white flags to the 
hills west of St. Valery. It was mainly the British, though there were 
some French officers also, who turned down all idea of capitulation and 
sent our negotiators back empty handed. They kept their men hard at 
it building barricades and getting large numbers of guns and machine- 
guns into position all round St. Valery and especially in the port area. 
Probably the British were hoping to resume their embarkation during 
the night. 

In these circumstances, therefore, the concentrated fire of the division, 
including the Panzer Regiment and the Reconnaissance Battalion, which 
had been brought up in the meantime, was unleashed at 21.00 hours. 
A Panzer IV smashed the strong barricade on the mole, in which numerous 
guns had been positioned, and left it in flames. Fires were soon blazing 
everywhere. After a quarter of an hour, I had the whole division s fire 
directed on to the northern part of the town, where, as we saw next day, 
the effect was particularly devastating. The tenacious British, however, 
still did not yield. 

Pespite the violence of the fighting that afternoon, the division s 
casualties had been small. One very sad loss was Major Kentel, one of 
the 25th Panzer Regiment s battalion commanders, who had been 
mortally wounded by a shell splinter. Meanwhile, the infantry had 
arrived on the hills west of St. Valery and at nightfall the tanks were 
withdrawn from the forward line, and light and heavy A.A. guns went 
into position. The infantry were ordered to maintain a harassing fire all 
night to prevent the enemy embarking his troops. 

After returning to my H.Q., I discussed the situation with Heid- 
kaemper. There was good reason to expect that the enemy would attempt 
a break out in strength during the night, either to the west or south-west. 
Heidkaemper had prudently^ taken all necessary counter measures to 
meet this, but it was doubtful whether they could be effective in time. 
To satisfy myself that a break-out attempt could be held, I drove off at 
lf rhis officer has been identified by the Admiralty as Commander (now Rear-Admiral) 
R. F. Elkins, C.V.O., O.B.E., at that time Naval Liaison Officer with 5ist (Highland) 
Division. He figures on the extreme left of the top photograph taken by Rommel page 
58. He did not long remain a prisoner, however, but escaped four days later and was 
back in England by the end of June, 1940. 



64 FRANCE, 1940 

06.30 hours next morning, the 1 2th June, to the threatened sectors of the 
front. Driving across country, I saw troops everywhere entrenched in 
depth. Anti-tank and anti-aircraft units were also in position. To enable 
me to deal with any break-out attempt quickly and effectively, I gave 
orders at 07.00 hours for the main body of the Panzer Regiment to move 
off immediately and remain at my disposal. 

After visiting the Rifle Regiments, I was informed by radio that the 
enemy were attempting to make their way out in small boats under 
cover of warships to a number of transports which were lying one to 
two thousand yards offshore east of St. Valery. 

At about 10.00 hours the Panzer Regiment reached its old position 
of the previous day, where a violent duel had meanwhile taken place 
between an 88 mm. A. A. battery and an enemy warship, in which two 
of our guns had been lost by direct hits. About 1,000 yards north-east 
of St. Valery an enemy transport was just steaming out to sea. Our A. A. 
battery had ceased fire. I at once had fire reopened on the enemy 
transport from an 88 mm. gun close by, although the mounting of this 
gun had been hit and it no longer stood firmly on all four feet. The crew 
worked splendidly and shells were soon falling hard by the ship. However, 
the damage to the mounting made it impossible to apply the necessary 
corrections. Meanwhile, the gun had come under fire from a British 
auxiliary cruiser lying 1,000 yards off shore. A smoke screen which I 
had laid to cover the gun from the warship s fire, proved very effective. 
Our gun crew, however, had no success with the enemy transport. Dive- 
bombers had already been called up by radio. Shortly afterwards I met 
a forward observer from a 100 mm. battery and instructed him to take 
the enemy auxiliary cruiser under fire immediately. At 10.40 hours the 
ship was set alight by several hits, and beached by her crew. 

Meanwhile, I had brought up my Gefechtsstaffel past the wood north 
west of St. Valery as far as the first houses of the town. Rothenburg had 
orders to take the Panzer Regiment down the roads leading into the 
valley, steadily closer to the town, which was still burning at many 
points. The tanks, concealed by the undergrowth, rolled slowly down 
the narrow winding roads, nearer and nearer to the first houses, until 
finally they entered the western quarter of the town. I went on foot 
beside the tanks with Colonel Rothenburg and Lieut. Luft and we 
reached the western mole of the inner harbour without fighting. Fifty 
to a hundred yards away from us on the opposite side stood a number 
of British and French soldiers, irresolute, with their rifles grounded. Close 
beside them were numerous guns, which appeared to have been damaged 
by our bombardment. Fires were blazing all over the farther side of the 
town and there was war material lying about everywhere, including large 
numbers of vehicles. The Panzer Regiment s tanks rolled on steadily 
yard by yard to the south, with their guns traversed east, past rows of 
captured vehicles parked on the western side of the harbour. Meanwhile, 



THE BREAK-THROUGH ON THE SOMME 65 

we tried to persuade the enemy troops facing us to lay down their arms 
and walk across a narrow wooden bridge towards us. It was some minutes 
before the British could bring themselves to it. At first they came across 
singly, with long intervals between each man, then gradually the file 
began to thicken. Our infantry now went across to the other side to 
receive British and French prisoners on the spot. 

While the tanks were moving round the southern side of the harbour 
towards the eastern quarter of the town, I followed the infantry across 
the narrow bridge to the market square. The town hall and many 
buildings round it were either already burnt out or still burning. 
Barricades, which the enemy had constructed out of vehicles and 
numerous guns, had also felt the effect of our fire. French and British 
troops were now streaming in from all sides to the market square, 
where they were formed up into columns and marched off to the west. 
The infantry were cleaning up the town house by house and street by 
street. 

Shortly afterwards an N.C.O. reported to me that a high ranking 
French general had been taken prisoner on the eastern side of the town 
and was asking to see me. A few minutes later the French General Ihler 
came up to me wearing an ordinary plain military overcoat. His escort 
officer fell to the rear as he approached. When I asked the General 
what division he commanded, he replied in broken German: "No 
division. I command IX Corps.* 

The General declared himself ready to accept my demand for the 
immediate capitulation of his force. He added, however, that he would 
not have been standing there surrendering if his force had had any 
ammunition left. 

The General s aide-de-camp, who spoke German, told us that the 
number of divisions involved was five, including at least one British. 
I now required the Corps Commander to return to his headquarters and 
issue orders, through his own command channels, for his troops to 
surrender and march off immediately with prominent white flags in the 
direction of St. Valery. I wanted to ensure that our troops were able to 
see from a distance that the enemy had laid down their arms. 

I then requested the General to present himself with his staff in the 
market square of St. Valery and agreed to his request that he should be 
allowed his own vehicle and kit. Orders were issued to the artillery to 
cease all fire on St. Valery and district and to fire only on shipping. The 
5th Panzer Division, which had been reported in action at 11.40 hours 
against enemy tanks in the neighbourhood of Manneville [2 miles south 
east of St. Valery], was notified of the enemy surrender at St. Valery, 
During the next few hours no less than twelve Generals were brought 
in as prisoners, among them four dhisional commanders. A particular 
joy for us was the inclusion among them of General Fortune, commander 
of the 5 ist British Division, and his staff. I now agreed divisional 



66 

boundaries with my neighbour, General Cruewell, commander of the 
2nd Motorised Division. Meanwhile, the captured Generals and staff 
officers had been assembled in a house south of the market place. A 
German Luftwaffe lieutenant, who had just been liberated from captivity, 
was made responsible for the guard. He was visibly delighted by the 
change of role. 

Particularly surprising to us was the sangfroid with which the British 
officers accepted their fate. The General, and even more, his staff 
officers, stalked round laughing in the street in front of the house. The 
only thing that seemed to disturb them was the frequent photographing 
and filming they had to endure by our Propaganda Company and some 
other photographers. 

The captured generals were now invited to an open air lunch at a 
German field kitchen, but they refused with thanks, saying that they still 
had supplies of their own. So we ate alone. There were still arrangements 
to be made for transporting away the prisoners, especially the numerous 
officers, for salvaging the equipment, securing the coast and evacuating 
St. Val&y. At about 20.00 hours we returned to Divisional H.Q. at 
Chateau Auberville. 

It was impossible at that stage to estimate the total of prisoners 
and booty. 12,000 men, of whom 8,000 were British, were transported 
off by the 7th Panzer Division s vehicles alone. The total number of 
prisoners captured at St. Valery is said to have numbered 46,000 men. 

12 June 1940 
DEAREST Lu, 

The battle is over here. To-day one corps commander and four 
division commanders presented themselves before me in the market 
square of St. Valery, having been forced by my division to surrender. 
Wonderful moments ! " 

14 June 194.0 

On to Le Havre and inspected the town. It all went without 
bloodshed. We re now engaging targets out to sea with long-range 
artillery. Already set one transport alight to-day. 

You can imagine my feelings when is Generals of the British 
and French Armies reported to me and received my orders in the 
market place of St. Val&y. The British General and his division 
were a particular source of joy. The whole thing was filmed and will 
no doubt be in the news reels. 

Now we re getting a few days rest. I can t think that there ll be 
any more serious fighting in France. We ve even had flowers along 
the road in some places. The people are glad that the war is over 
for them. 



THE BREAK-THROUGH ON THE SOMME 67 

16 June 134.0 

Before setting off south this morning (05.30 hours) I received your 
dear letter of the roth, for which my heartfelt thanks. To-day we re 
crossing the Seine in the second line and will, I hope, get a good step 
forward on the southern bank. With the fall of Paris and Verdun, 
and a wide break-through of the Maginot Line near Saarbruecken, 
the war seems to be gradually becoming a more or less peaceful 
occupation of all France. The population is peacefully disposed, and 
in some places very friendly. 



CHAPTER IV 

PURSUIT TO CHERBOURG 



After a brief pause lo rest and reorganise, Rommel s division was switched 
back to the Seine south of Rouen. Crossings had been made there on the gth June, 
on the heels of the French Tenth Army, which was so badly shaken that the Germans 
were able to get across this wide water-line with little fighting. The Tenth Army 
then fell back westwards to the line of the Risle, whereas its neighbour retreated 
southward. To exploit the fresh split in the French front, the leading German 
infantry corps pressed their advance southwards towards the Loire, while Rommel s 
division was brought down behind them on the i6th June and then launched westward 
next day on a drive for Cherbourg. 

On the night of the i6th the French Tenth Army had begun afresh step back, 
and the remaining British troops serving with it were ordered to withdraw to 
Cherbourg for re-embarkation to England as resistance was already collapsing. 
That order was given in the nick of time for them, as the sector they had been 
holding lay south of th& route of Rommel s drive next morning, and they only just 
succeeded in reaching Cherbourg before they were cut off. 

On the i yth June 1940, the division resumed its advance south of the 
Seine, in the first place into the Laigle district. The yth Panzer Division 
had instructions to push through as far as the Nonant-Sees road. After 
arriving at this road, the division was to be reinforced by the Brigade 
Senger and was then to strike on and capture the French naval port of 
Cherbourg. Air reconnaissance had reported the presence in Cherbourg 
of either warships or transports and it was therefore highly probable 
that embarkation was in progress there. 

The advance was made in two columns, neither of which at this stage 
met any serious resistance, A few road-blocks were eliminated, a number 
of prisoners made and several tanks captured. As soon as I heard that 
the head of both columns had reached the Nonant-S6es road, I gave 
orders for the attack to be continued round the flank of S6es. Routes 
were as follows: 

For the right-hand column, via Maroques, round the south of Ecouche, 
then along the main road to Briouze and from there past the south side 
of Flers to Landissacq. 

For the left-hand column, via Mac6, Meh&ran, St. Brice, Le Menil 
to La Chapelle. 

68 



PURSUIT TO CHERBOURG 69 

I drove with my Gefechtsstqffel in the left-hand column. Things went 
fairly fast as far as Montmerrei, where 20 French soldiers were taken 
prisoner at about 13.00 hours. The column then pushed on towards 
Bouce. In Francheville I received a report that enemy tanks were 
holding the entry into Bouce and closing the road, although our recon 
naissance troops had not so far been fired on." Since our column contained 
nothing more than armoured cars, I ordered an immediate diversion 
to the north. We now came across small groups of French troops all 
along the route, whom we had no difficulty in making our prisoners. 
Among them were several carloads of French officers, one of whom 
spoke German and was accordingly now used as an interpreter. Dense 
clouds of dust were stirred up by our passage over the side roads. Soon 
the head of the column clashed with enemy motor-cyclists, whom they 
quickly eliminated by their fire. Close behind the motor-cyclists, however, 
we met a French column on the march. They were taken completely 
by surprise at our appearance and did not seem very anxious to fight. 
Negotiations opened between Captain von Luck [commander of yjth 
Armoured Reconnaissance Battalion] and the French captain. I soon went 
forward myself to find out what had caused the halt. 

The French captain declared that Marshal Petain had made an 
armistice proposal to Germany and had instructed the French troops 
to lay down their arms. I had the French captain informed, through 
our interpreter, that we had heard nothing of this armistice and that I 
had orders to march on. I added that we would not open fire on any 
French troops who surrendered and laid down their arms. I then 
requested the French captain to free the road for our advance and have 
his column moved off to the fields alongside it and ordered to lay down 
their arms and fall out. The French captain still seemed to hesitate as 
to whether or not he should do this. Anyway, it took too long to get 
the French troops into their parking place and so I gave my column 
orders to move on. We now drove on past the French column, which 
stood on the road with its guns and anti-tank guns still limbered up. 
The French captain looked a trifle disconcerted as we passed, but his 
men seemed to be quite satisfied with this solution. We met more French 
troops behind this column and beckoned to them with white handker 
chiefs, calling out that the war was over for them. The advance went 
on at a speed of 25 to 30 m.p.h. The next villages we came to were full 
of French coloured troops, with their guns and vehicles parked in 
orchards and farmyards. We drove past at top speed, waving, but not 
otherwise bothering about them. In this way we got through without 
fighting. After overtaking more convoys of brand-new American-built 
vehicles, we reached the neighbourhood of Montreuil [40 miles west of 
Laigle, and 12 miles W.S.W. of Argentan] at about 17.30 hours, where I 
ordered an hour s rest for a meal, and, above all, to refill our tanks. 

Since there seemed to be little further need to worry about serious 



70 FRANCE, 1940 

resistance, I decided to continue the advance at 18.40 hours, with 
Cherbourg, which was still 140 miles 1 away, as the objective. Our right- 
hand column, consisting of the 7th Motor-cycle Battalion^and part of 
the 25th Panzer Regiment, had met with enemy resistance in the neigh 
bourhood of Ecouchd between 16.00 and 17.00 hours, but this action 
now seemed to be over. I also decided to make the rest of the journey 
over main roads via Flers, Coutances and Barneville to Cherbourg, and 
to take the whole division forward in one column. 

This was an indirect approach, as Coutances lies close to the west coast of the 
Cotentin Peninsula. Not until reaching this point did Rommel turn north up the 
west coast route to Cherbourg. t 

Details of the new objective and route were transmitted by radio to 
the different parts of the division, although the messages did not get 
through to one or two units. 

At 18.40 hours the 37th Armoured Reconnaissance Battalion began 
the advance to Cherbourg. They had orders to keep up the pace. We 
reached the main road in a few minutes, where we found Panzer Company 
Hanke, which I ordered to join up with us. The right-hand column 
now received orders by radio to follow the left via Flers to Cherbourg. 

We now raced on at top speed towards Flers. There were French 
troops encamped on both sides of the road, and we waved to them as 
we drove by. They stared in wonderment when they saw a German 
column racing past. Nowhere was there any shooting. ^For^ the next 
few hours we went steadily on at about 30 m.p.h. motoring in perfect 
formation through one village after the other. A short halt was 
made in Flers, due to difficulty in finding the right road. Crowds of 
people in the streets, both troops and civilians, looked on curiously and 
without taking up any kind of hostile attitude, at our hurried progress 
through the town. 

In the western outskirts of Flers we passed a large square crowded, 
as usual, with French soldiers and civilians. Suddenly a civilian a few 
yards from the column ran towards my car with drawn revolver, intending 
to shoot, but French troops pulled him up short and prevented him carry 
ing out his purpose. We drove on. I now had the whole division behind 
me and was anxious to get to Cherbourg as quickly as possible. I was 
very conscious of the fact that the territory we were crossing was full of 
French troops, though their fighting value was probably low. It looked 
indeed as though Petain s request for an armistice was already common 
knowledge here. I was also under no illusions that the mass of the 
division would be able to keep up our speed, but reckoned that any 
units that fell behind would be able to catch up in a few hours. The 
Reconnaissance Battalion raced steadily on, with never a stop. We had 
already been driving for more than twelve hours. One French town 
after another was left behind us without a shot being fired. Night fell, 
x lt was actually about 130 miles by the route which Rommel took. 



5 io 20 Kilometres 

C.delaUaaue 




7. THE DRIVE INTO CHERBOURG 



72 FRANCE, 1940 

revealing enormous fires burning to our right front, probably coming 
from petrol and oil stores set alight by the enemy on the Lessay airfield 
[30 miles north of Coutances, and 34 miles south of Cherbourg]. As usual after 
nightfall, radio contact now failed. I knew that Senger s brigade, which 
was on our right, had not yet come up and supposed it to be in the 
neighbourhood of Falaise [i.e. 130 miles behind]. This did not alter my 
decision, however, for I thought I would be able to cope with Cherbourg 
alone. 

After it had grown quite dark two officers reported to me, having 
overtaken the column in a car. In the darkness I failed at first to recognise 
their dust-covered faces, but they turned out to be Captain Kolbeck and 
Lieut. Hausberg from the Fuehrer s H.Q,. Hausberg informed me that 
he had been posted to my division and I immediately installed him as 
aide-de-camp. Kolbeck had not been posted to me, but had merely 
taken this opportunity of getting a trip to the front. I now sent Captain 
Stollbrueck, my escort officer, back over our road on a motor-cycle to 
ensure that everybody was following and to hand each regiment its orders 
for the attack on Cherbourg. We would be there, barring obstacles, in 
three hours. 

On we raced without a stop into the dark night. It was about mid 
night when the Reconnaissance Battalion drove across the market square 
of La-Haye-du-Puits [5 miles north of Lessay]. There was a surprising 
number of men in working clothes standing in the square and behind 
them a number of lorries laden with material. They were mainly civilian 
workmen, there were few troops, although several French officers 
c#uld be seen hurrying busily around. One of them ran through the 
column directly in front of my car and vanished into a doorway. 
We drove on. As we passed the church I noticed a heavy French 
lorry carrying a gun of 88 to 100 mm. calibre standing beside it. Still 
without halting, the leading vehicles of the Reconnaissance Battalion, 
under Lieut. Isermayer, bore off as ordered on the secondary road 
to Bolleville and then drove at a smart pace onwards. I was just 
turning over in my mind the detailed deployment of the division in front 
of Cherbourg, when the head of die column suddenly ran up against 
a defended roadblock and came under very heavy artillery and 
machine-gun fire. The leading vehicles were hit and three went up in 
flames. Lieut. Isermayer, who had been riding in the first vehicle, was 
seriously wounded in the head and lay unconscious beside his burning 
vehicle. 

By all appearances, the road-block was held by a considerable enemy 
force. The moon was now up but I still did not like the idea of attacking 
immediately with tired troops and without artillery and tanks. I therefore 
gave the Reconnaissance Battalion orders to break off the action and not 
to move against the enemy position until daybreak. 

Rommel s division had covered more than 150 miles since morning, and more 



PURSUIT TO CHERBOURG 73 

than TOO miles since its early evening halt to refuel. This far exceeded any day s 
advance which had ever been made in warfare, 

Then I drove back with my signals troop to La Haye-du-Puits. We 
still had no contact with the infantry regiment behind us. On arrival 
at La Haye-du-Puits, I took my stand by the church with Kolbeck, 
Hausberg, a few dispatch riders, an armoured car and a signal lorry. 
The heavy lorry we had seen on our way through, with the gun aboard, 
was no longer in its old place. The labour column had also disappeared 
from the market square. 

A car coming up the main road from Cherbourg was halted. Its 
occupant, a French naval officer, told us that he was an engineer officer 
and that he had instructions to supervise a labour column building 
barricades at this point against the German advance. I told him to 
return to Cherbourg and report that he had come too late. 

A few minutes later a number of British officers returning in a car 
from sea bathing in the south were halted and taken prisoner. Then 
Colonel von Unger arrived with the 6th Rifle Regiment. I now issued 
orders for the next morning s attack on the enemy road-block. I was 
satisfied that we would be able to break through the enemy positions 
three miles north-west of La Haye-du-Puits and resume our dash for 
Cherbourg during the morning. 

At daybreak [on the iSth June] I drove forward to the 6th Rifle Regiment 
with Hausberg. I had already given orders during the night for French 
officers to be sent across to the enemy at dawn, with a demand for an 
immediate surrender. When we arrived von Unger was already in 
negotiation with the enemy. The French officers had gone into the 
enemy positions, which were in an extremely commanding situation, and 
we could see some of the garrison standing beside their strong-points with 
rifles grounded. Through the glass we could also see guns and machine- 
guns off to the right beside St. Sauveur church. [This was St. Sauveur-de- 
Pierre Pont, not the larger village of St. Sauveur-le-Vicomte, which lies 4 miles 
north-east, on the main road.] The road leading to the enemy position was 
blocked at the bridge by a barricade of tree trunks. 

The forward troops of the 6th Rifle Regiment were standing on either 
side of the road, also with their rifles grounded, but with the difference 
that, whereas the French had fixed positions close beside them, our 
men stood in the open country or on the road entirely without cover. 
If shooting had started suddenly, our troops would inevitably have 
suffered heavy casualties. I was very angry at this lack of forethought 
and ordered the officers concerned to reorganise their units immediately. 

Shortly afterwards von Unger returned with the French officers and 
reported that the troops opposite had no knowledge of Petain s armistice 
proposal and did not believe it. They were not prepared to lay down 
their arms and allow us to move on. These negotiations had cost us 
valuable time and I therefore sent across a French officer once again to 



74 FRANCE, 1940 

deliver a summons to the enemy to lay down their arms by 08.00 hours, 

failing which I would attack. 

Preparations for the attack were now pushed ahead as quickly as 
possible. Meanwhile, Heidkaemper had arrived and reported on the 
division s night march to La Haye-du-Puits, which, it seemed, had by 
no means gone smoothly. Due to incorrect marking of roads in Vire 
with the " DG 7 * n sign, part of the division had gone off in error to 
St. Lo [77 miles east of Coutances~\. No serious fighting had so far occurred 
in the rear, but part of the column, including the divisional staff, had 
been attacked by enemy tanks from out of a cornfield. Casualties had 
been suffered, both dead and wounded, and several of our vehicles had 
been set alight. In addition, one of the aides-de-camp, Lieut. Luft, had 
narrowly escaped being taken prisoner during the night by either British 
or French troops. 

Since there had been no fighting of any note in the territory through 
which we had come, it was fair to expect that the rest of the division 
would close up with us during the morning, or at any rate, during the 
day. It was therefore now possible to proceed with my plan for an 
immediate attack on Cherbourg. At 08.00 hours, we found that the 
enemy at St. Sauveur had suddenly disappeared. When we broke into 
the enemy positions they were deserted, except for a few wounded and 
one dead. An artillery and machine-gun barrage was now laid down 
on the enemy s rear areas, while the leading battalion of the 6th Rifle 
Regiment completed the occupation of the enemy positions, which were 
tremendously strong. At the same time work went actively forward in 
removing the obstructions across the stream and across a deep cutting 
farther to the north. Baulks of timber had to be dragged out of the 
railings on either side of the bridge, where they had been anchored with 
heavy chains. We also had to get through a loo-yard long barricade 
formed by numerous poplar trees, three feet or so in diameter, laid across 
the road. The engineers did some good work here with motor-driven 
saws. 

At about 09.00 hours the leading company of the 6th Rifle Regiment, 
which was equipped with armoured troop-carriers, moved off as vanguard 
on the road to Cherbourg. About a mile and a quarter north-east of St. 
L6 d Ourville, the leading platoon, with which I and my signals troop 
were travelling, suddenly came under heavy flanking fire from a hill to 
the right. Shortly afterwards an enemy battery joined in from the 
neighbourhood of St. L6 [fOurvilU], but by that time our men had 
jumped from their vehicles and taken coven A wounded man lay a few 
yards in front of us behind the parapet of a bridge. The enemy fire was 
now lively both from our right and from the front. Our own fire, on 

1 Rommel had the roads over which his division advanced marked with the sign 
" DG 7 " (Durchgangstrasse 7). This was contrary to normal German practice and he 
was taken to task for it later. See page 85. 



PURSUIT TO CHERBOURG 75 

the other hand, was very slow in answering and, in order to get it moving, 
I ordered the machine-gun crew of my armoured car to open fire im 
mediately into the bushes on the right of the road. At the same time 
the commander of an anti-tank gun was given orders from me to open 
fire as quickly as possible on the nearest houses and bushes to our right. 
Lieut. Hausberg took charge of all the machine-gunners and riflemen 
near by and got them into position. 

While this fire was pouring into the unseen enemy, the first field 
howitzer came into action, firing over open sights 150 yards behind us. 
The weight of our fire soon silenced the enemy on the hill, whereupon 
the 2nd Battalion of the 6th Rifle Regiment attacked the hill and took it 

After this short but violent action, the division resumed its march to 
Cherbourg in the same order as before. Our speed through Barneville 
to Les Pieux at times only 6 to 10 m.p.h. was too slow for me and I 
several times had to make my presence felt to get it increased, for the 
longer we took getting to Cherbourg, the more chance the enemy in the 
intervening territory or in the port itself had to prepare for our arrival. 
The telephone system was still everywhere intact and there was little 
doubt that the Cherbourg garrison would be well informed about our 
movements. 

As we dropped down into the valley at Barneville, we could see the 
sea on our left and some large buildings on the hills south of Barneville 
which looked to us like barracks. There was, however, no sign anywhere 
of enemy troops. Instead, we found a number of civilians at the entrance 
to Barneville engaged in clearing away some partially constructed road 
blocks. We saw more of this on our way to Les Pieux [12 miles south 
west of Cherbourg], which we reached at 12.15 hours. Nowhere did we 
have to go into action. Where we did come across enemy troops we 
found them quite ready to lay down their arms. 

The column bore off at Les Pieux without halting and drove at a 
smart pace steadily closer to Cherbourg. Several captive balloons were 
hanging in the sky over the port and it was not long before one of the 
forts began to drop shells on the rear of our column. Now we were going 
to see fighting. The leading unit halted a few minutes later, although 
there was no firing yet up in front. I accordingly drove forward along 
the column with my Gefechtsstaffel, to find out why we had stopped, and 
found the rifle company s armoured vehicles halted 100 yards short of a 
strong road-block, where negotiations were in progress with the enemy 
garrison, who gave every sign of being ready to surrender. Von Unger 
came across to me and reported. French troops were already on their 
way across to us with white flags when suddenly a 75 mm. shell landed 
among us, closely followed by a second. Hostilities had opened. 

Everyone at first dived for cover, although one or two courageous 
drivers did try to get their vehicles into shelter successfully in many 
cases, as, for instance, with the drivers of my Gefechtsstaffel, who, despite 



76 FRANCE, 1940 

the fire, drove off up a side road until they were concealed from the 
enemy. The leading vehicles of the 6th Rifle Regiment were already in 
flames from the enemy shell-fire. My troops had unfortunately again 
made the bad mistake of diving straight for cover instead of immediately 
replying to the enemy fire with their machine-guns. 

In order to get fire to bear as quickly as possible, I ordered the 
machine-gunner of my armoured car to open fire at once in the general 
direction of the enemy, and had orders given to the nearest platoon 
commander to lead his platoon to an immediate attack on the road 
block. But with enemy shells falling all round and a hail of splinters 
whistling about our ears, it was not easy to get the infantry to leave 
cover once they had found it and advance against the enemy. L.-Cpl. 
Heidenreich and my driver L.-Cpl. Koenig particularly distinguished 
themselves by their cool courage in this situation. They swept the 
infantry forward, although it was still a long time before the machine- 
gunners opened fire due apparently to the fact that they had not seen 
the enemy and had probably not been trained to open fire immediately 
at the spot where the enemy was thought to be. 

In the meantime von Unger had been given orders from me to push 
forward with his leading battalion round the right flank to Cherbourg. 
Captain Kolbeck had already received instructions from me to hurry back 
to the rear and bring a troop of artillery into action as quickly as possible. 
As there was no more for my small staff to do up in the forward line, 
and my most important job was to get the rest of the division into action 
as quickly as possible, I took myself off to the rear with Lieut. Hausberg 
and L.-Cpl. Heidenreich. The driver and operator of my signals lorry 
had to remain with their vehicle. Enemy shell-fire was now incessant on 
and along the road, forcing us to make several wide detours, during 
which we had to be constantly on the alert for a clash with enemy 
infantry. 

When, about half an hour or so later, we at last got back to the road 
over which we had advanced, several motor-cyclists came riding up and 
prepared themselves to move on to the front. We now continued our 
journey by motor-cycle. A few hundred yards farther on we met Lt.-Col. 
Kessler, commander of the ist Battalion, y8th Artillery Regiment. I 
ordered him to deploy his batteries on both sides of the road and to lay 
down the heaviest barrage he could on the heights round Cherbourg and 
above all, on the port installations. We then went on at top speed 
farther to the rear. The ist Battalion of the 6th Rifle Regiment received 
orders from me to launch an attack on the hill 1,000 yards west of the 
Port Militaire. Shortly afterwards I met the commander of a 37 mm. 
anti-aircraft battery and took him forward myself with his battery to 
the point where Kessler s battalion was already in position. His orders 
were to open rapid fire immediately on the heights round Cherbourg 
and the docks. 



PURSUIT TO CHERBOURG 77 

Kessler s battalion had already opened fire. A few minutes later the 
rapid fire of the 37 mm. guns was also tearing into Cherbourg and the 
enemy hastily hauled down his balloons. The situation seemed to be 
developing in our favour. 

From my command post, which I had installed in a farmhouse on the 
main road, all sound of infantry fire from the north had ceased. L.-CpL 
Heidenreich managed to get my transport section out of the front line 
and back to me unharmed. They had been in action against 40 British 
soldiers, who had come on them suddenly from the rear and opened 
fire. However, the signals corporal finally succeeded in disposing of 
the enemy with his machine-gun and forcing them to surrender. 

Radio contact had now been established with Major Heidkaemper. 
The situation, which had appeared to be going so well, took a sudden 
turn against us shortly before 16.00 hours, when within a few minutes 
of each other, many of Cherbourg s forts opened a tremendous barrage 
with guns of all sizes, including super-heavies, into the area which we 
were holding and through which we had made our advance. British 
warships also joined in with heavy naval guns. I was extremely glad 
that the 6th Rifle Regiment had left its vehicles and deployed. The 
positions occupied by the artillery battalion and A.A. battery came in 
for particularly heavy attention and casualties soon began to mount. 
My command post, too, was so seriously threatened that we found it 
advisable to shift out into the open country along a hedge 500 yards 
to the west, where, although overlooked by the enemy, we were far 
better off than in the buildings with heavy shells falling all round. 

One thing to be thankful for was that the radio was working. The 
rapid fire of the forts lasted about an hour. I realised that things could 
be very difficult for us if the enemy were to mount a strong infantry 
attack from Cherbourg, and therefore devoted all my efforts to bringing 
up reinforcements above all, the 7th Rifle Regiment and the 25th 
Panzer Regiment. 

On hearing that the divisional staff had arrived in Sotteville [9 miles 
south-west of Cherbourg], I decided to conduct further operations from there. 
We drove off soon after, keeping 300 yards spacing between vehicles 
because of the enemy shell-fire. 

Driving at top speed, we succeeded in getting our few vehicles back 
along the road to Divisional H.Q. at Chateau Sotteville without loss. 
The yth Rifle and the 25th Panzer Regiments arrived soon afterwards, 
also the whole of the Division s light artillery and A. A. units. There was, 
however, no hope of the heavy artillery getting into action before the late 
evening. They had been unable to maintain the speed of the pursuit 
over the 2io-mile stretch to Cherbourg, 

It was now decided to adhere to our original plan of attack, which 
was to launch the 7th Rifle Regiment, reinforced by tanks, through 
Hainneville to Querqueville [on the north coast, 3 miles west of Cherbourg]. 



78 FRANCE, 1940 

With the hills south of Querqueville in our hands it would be easy to 
command the port and town of Cherbourg with artillery fire. Then the 
eastern front of the Cherbourg defences could be cut off later by the 
Brigade Senger. There was now no hope of this brigade arriving before 
the following day. 

Not having had any sleep since the previous morning, I took an 
hour s rest at about 17.00 hours. During that time the commanders of 
the 7th Rifle and the 25th Panzer Regiments came in, and after being 
quickly briefed on the situation, received their orders for the attack. 
Rothenburg drew attention to the fact that the terrain, criss-crossed as 
it was with hedges and sunken roads, was extremely unfavourable for 
tanks. Despite his objections I gave orders for a reinforced company of 
the 25th Panzer Regiment to be attached to the battalions of the 7th 
Rifle Regiment for the attack on Querqueville. The approach route 
was to be through Tonneville. 

Shortly after the commanders had gone, a number of highly important 
maps were brought in, to which I gave immediate and careful study. 
It seemed that the chateau in which we had taken up our quarters 
belonged to the Commandant of Cherbourg, and a whole collection of 
maps of the Cherbourg fortifications had been found in his secret drawers. 
They included maps of the defended zone south of Cherbourg and, above 
all, one map showing the zones of fire of all the light and heavy batteries 
in and around the fortress. I studied this map very carefully and came 
to the conclusion that it would be unwise to proceed with the attack 
through Tonneville, for which orders had just been issued, as the enemy 
would be able to cover it with the combined fire of several forts. Mean 
while, a welcome signal had come in from Paris s Battalion to the effect 
that it had achieved its task of capturing Hill 79, just west of the Rddoute 
du Tot. I therefore decided to send the Rifle Regiment round the 
western side of Hill 79 for its attack on Querqueville and amended my 
orders accordingly. I intended to accompany the regiment forward on 
its approach march myself that evening, in order to satisfy myself of its 
deployment on the ground. 

With my Gefechtsstqffel, I overtook the regiment at 21.00 hours and 
then moved forward behind the tanks which formed its spearhead. 
Every village we passed was crowded with French sailors and refugees 
from Cherbourg, but we met no resistance. It was already growing dark. 
Just south of Hainneville we passed a large concrete structure fenced in 
with wire and a high wall, apparently a defence installation. A little 
farther north I ran my Gefecktsstaffel under some trees, from which point 
I was able to watch the deployment of the 7th Rifle Regiment, which 
proceeded smoothly. The concrete structure turned out to be part of 
an underground tank system. 

Meanwhile, my dispatch rider had taken a look round the neighbour 
hood and discovered a point from which a view of the naval dockyard 



PURSUIT TO CHERBOURG 79 

could be obtained from about 2,000 yards away. In the last gleam of 
daylight we saw the defence works on the outer and inner moles, and the 
naval harbour, which contained only small ships. The rest of the harbour 
was empty, the British having apparently already gone. [The last troopship 
had left at 16.00 hours.] While we were looking out over Cherbourg, the 
long column of the yth Rifle Regiment moved up behind us through 
Hainneville and occupied the positions assigned to them on the hills 
south of Querqueville and round Hainneville. Light and heavy A.A. 
batteries followed up the Rifle Regiment and took up position a t a point 
where they could prevent the escape of ships from the harbour. The 
enemy forts around us were silent and it was soon completely dark. 
Our position was now so strong that we were certain of being able to 
force the enemy to capitulate next day. 

It was midnight by the time I arrived back at Divisional H.Q. During 
the night, Lt.-Col. Froehlich disposed the whole of the divisional artillery, 
plus a heavy battalion from the Brigade Senger, in front of Cherbourg 
in such a manner that, when dawn broke, they would be able to launch 
a concentrated fire of both heavy and light artillery on the various 
defensive nests and forts, 

Next morning, the igth of June, I drove up forward shortly before 
06.00 hours, with Captain Schraepler and Lieut. Hausberg, Numerous 
prisoners were being sent into Cherbourg from various points of the 
front, with leaflets printed in French calling for an unconditional sur 
render. In the area just south of the Redoute du Tot I met part of 
the 6th Rifle Regiment under Lt.-Col. Jungk. I left my Gefechtsstaffel 
at the edge of the wood as I felt that it would be dangerous, with the 
enemy so close, to take the vehicles out of cover. 

We now walked forward in a north-easterly direction beside some low 
bushes. A dispatch rider followed on foot behind my two escort officers 
and myself. As we made our way forward, we suddenly found the men 
of a machine-gun platoon lying beneath the bushes. I asked the platoon 
commander why his men were not in position and received the reply 
that he had not so far been able to find a suitable field of fire. I ordered 
him to get his platoon into position immediately in the front line. I was 
just about to look for the battalion command post, which we were told 
was farther forward, when shells suddenly started to fall behind us, 
apparently from our own artillery. We dived straight for cover in a 
trench to our right, but not before a shell had killed the dispatch rider, 
Ehrmann, and wounded the signals officer, an N.C.O. and a second 
dispatch rider. I was positive that the shells had come from our own 
artillery and gave orders for no gun to fire without my express authority. 
The order was transmitted by radio. It turned out later that the fire 
had not come from the divisional artillery, but from an 88 mm. A.A. 
battery. 

Jungk now received orders to work his way forward with the leading 



8O FRANCE, 1940 

troops of the battalion alongside the bushes up to the outskirts of Cher 
bourg. The enemy seemed to be offering no further resistance. As on 
the previous evening, there were sailors everywhere, and hordes of 
civilians streamed down every road out of Cherbourg and even across 
country in order to escape the approaching battle. I issued orders by 
radio for the exodus to be halted and the civilians sent back into Cher 
bourg, for we had no intention of bombarding the town, but only the 
military targets, such as the forts and the fortified naval dockyard, 
around it. 

We then drove over to the yth Rifle Regiment s command post in 
Hainneville, but found that Col. von Bismarck was not there. On the 
way we came across a heavy A.A. battery which had been completely 
blocking the road with its guns and vehicles for hours past and was still 
not in position. I said a few straight words to the numerous officers who 
were with the battery and ordered them to take up position alongside 
the road immediately and get all their vehicles away off the road. 

At the northern edge of Hainneville I received a message that Lieut. 
Durke had just been killed by artillery fire from Fort Central and 
accordingly issued orders by radio for concentrated fire to be opened on 
the fort. Fire was opened within a few minutes. We had excellent 
observation from the 7th Rifle Regiment s command post, and were able 
to send back a few small corrections which soon directed the fire into the 
centre of the fort. Finally, it became so accurate that three out of four 
shells were direct hits, and the fort ceased fire. In order to put its open 
gun positions out of action, I had a heavy A. A. battery brought up with 
orders to take a hand in the heavy artillery s next shoot on Fort Central 
which was timed for i i.oo hours and to destroy its superstructure by 
direct fire. 

Shortly afterwards Major von Paris informed me that the garrison 
of the R^doute des Couplets, 10 officers and 150 men, had just surrendered. 
We could see the prisoners standing under guard over to our right. I 
immediately went over to the Redoute, where I expected to get an 
excellent view across the Cherbourg defences. We drove the first part of 
the way in our combat vehicles, and then went on foot up the last 500 
yards to the fort standing on its commanding height. We penetrated 
through the forward trenches into the inner part of the fort, where we 
found part of the 6th Rifle Regiment and the forward artillery observers. 
The observation posts, which were intact and equipped with excellent 
glasses, gave a view over the whole of the port and town. 

I had just sent a radio message to Major Heidkaemper informing him 
of the progress of the attack, when Col. Fuerst arrived from the eastern 
side of Querqueville with the news that Col. von Bismarck was in negotia 
tion there with a deputation from the town. This was probably a direct 
result of the division s leaflets calling on the garrison to surrender, 

So it seemed that negotiations were starting. I took myself off at 



PURSUIT TO CHERBOURG 8l 

once to a point half a mile north of the Redoute des Couplets. The naval 
dockyard was still held by enemy forces, who were apparently not yet 
inclined to surrender, so fire was opened on anything moving in the area. 
By this time all fire had ceased from the forts out to sea. Fort Querquevilel 
had refused to surrender, but the Commandant had informed us that 
the fort would not open fire unless we did. He would only surrender, 
however, on orders. Fort Central was silent. 

At 12.15 * wo civilian cars drove out of the town. Their occupants, 
a Deputy of the Chamber in Paris and the Cherbourg Prefect of Police, 
were unfortunately not in a position to announce the surrender of the 
fortress, but declared themselves ready to make urgent representations to 
that end to the Commandant, who, they said, was in the naval dockyard. 
They wished at all costs to avoid the bombardment and hence the 
destruction of their town. I told them to drive back into the town and 
effect an immediate surrender through the agency of the Chief of Staff. 
I gave them until 13.15 hours. They hoped to be back by then to bring 
me the answer personally. 

During their journey back, the two cars were fired on from the naval 
dockyard and their occupants had to alight and crawl for some distance 
along the ditch running alongside the road. I did not hear of this, of 
course, until later. At 13.15 hours the answer still had not arrived, and 
so dive-bombers, punctual to the minute, swooped down and released 
their bombs on the sea forts, scoring a direct hit on Fort Central. The 
artillery also opened fire. I went back as quickly as possible to the 
Redoute des Couplets to watch the effect of our fire from that excellent 
observation point. 

A storm of shells now descended on the naval dockyard, and flames 
were soon shooting up from its extensive arsenals and sheds. Tremendous 
clouds of smoke showed the existence of major conflagrations. Meanwhile, 
the Rifle Regiments had been given orders to occupy the town during 
this bombardment. When the whole naval dockyard was concealed under 
a pall of flame and smoke, I had the fire switched to Fort Querqueville 
in order to bring the garrison there to an early surrender. 

During this bombardment, of which I had an excellent view from my 
command post, a number of French naval officers appeared in the Redoute 
des Couplets to negotiate the surrender of the fortress. I had the officers 
brought up to my observation tower, mainly in order to let them see the 
tremendous effect of our artillery fire. Among them was the Commandant 
of Fort Querqueville, a naval officer with a long black beard. He was 
horrified when he saw his fort shrouded with smoke, and asked me why 
we were bombarding it it had already ceased fire. " That may be," 
I replied. " But it has not surrendered." 

The negotiations for the surrender went ahead fairly quickly. The 
French spokesman a captain who was apparently invested with some 



82 FRANCE, 1940 

powers, asked for our terms in writing. I accordingly dictated the 
following: 

" I have taken cognisance of the fact that the fortress of Cherbourg 
is prepared to surrender, and have given orders for an immediate cease 
fire. I require the garrison of each fort to hoist a white flag as a sign of 
surrender and then to march off along the road from Cherbourg to Les 
Pieux. Personal kit may be carried, including essential rations. I require 
that N.C.O.s shall be instructed to take charge of the men. Officers will 
assemble in the Prefecture Maritime. They will be permitted their 
batmen. All weapons will be unloaded and stacked in an orderly manner 
in the forts." 

The formal surrender was fixed to take place at 17.00 hours in the 
Prefecture Maritime. After the French delegates had declared their 
agreement with the conditions, and given their assurance that they would 
be carried out, I gave orders for the cease-fire and then drove off with 
my Gefechtsstaffel to Cherbourg. 

In the Prefecture Maritime, the staff of the fortress had already 
transmitted the surrender conditions to all establishments. As there was 
over an hour to wait until the official ceremony, I drove through Cher 
bourg with Heidkaemper to inspect the town and port. We visited first 
the British port area and the harbour railway station. In their haste to 
get their ships away, the British had left all their vehicles standing in the 
extensive harbour area and hundreds of lorries were parked there and in 
the adjacent quarter of the town. The material was practically new and 
most of the lorries intact. 

We now found our way to the seaplane base, which had not been 
touched by the bombardment, and then returned to the Prefecture, where 
we found the commanding officers of 7th Panzer Division assembled on 
one side of the courtyard and the officers of the Cherbourg garrison, 
including the commandants of the various forts, on the other. After a 
quick exchange of salutes with my officers, I addressed the senior French 
officer, through the interpreter, in roughly the following terms: 

" As Commander of the German troops at Cherbourg, I take note 
of the fact that the fortress has surrendered and wish to express my 
pleasure that the surrender has taken place without bloodshed among 
the civilian population." 

The French Chief of Staff then had me informed, on behalf of the 
officers, that the fortress would not have surrendered if sufficient am 
munition had been available. 

Meanwhile, we discovered that the commandant of Cherbourg was 
not there, nor, what was worse, the senior officer of the station the 
admiral commanding the French Channel Fleet. Accordingly, the 
division s liaison officer, Captain von Platen, was sent off to fetch the 
gentlemen from their headquarters, which was housed in a chateau 
heavily protected by anti-tank guns and barricades. When they arrived 



PURSUIT TO CHERBOURG 83 

I had the interpreter repeat to them the words I had already addressed 
to the French Chief of Staff. Admiral Abrial said that the surrender of 
the fortress had taken place without his agreement, to which I replied 
that I took note of his statement. This concluded the capitulation of 
Cherbourg. 

Meanwhile, all forts which could be reached from the land had been 
occupied by our troops and cleaning up began in the town and forts. 
With Heidkaemper I visited Fort de Roule, which stood on a hill com 
manding the town and harbour. A road-block, which we met on the 
way, was quickly disposed of by the 8-wheeled armoured signals lorry. 
It pushed an enormous half-burnt-out lorry in front of it like a football 
and so cleared the road. 

The Commandant of the fort and his deputy had been killed the day 
before by a German shell, while standing on the walls of the fort. I went 
into the casemates, which still contained their garrisons. The French 
troops saluted mutely. 

I then went on to Fort Querqueville, where I found the aerodrome 
untouched, although the fourteen aircraft standing in its spacious hangars 
were all more or less damaged. I was surprised to see how little damage 
our shell-fire had caused in the fort. In the Commandant s house, which 
stood in the middle of the open square, not even the window panes were 
broken. The shell pits in the masonry of the fort were some 12-16 inches 
deep and the garrison had apparently come to no serious harm. 

The British forces with the French Tenth Army had escaped by the narrowest 
margin. It had been an even closer shave for them than for the main B.E.F. at 
Dunkirk three weeks before. 

Lieut.-General Sir Alan Brooke, who had landed at CJierbourg on the i$th to 
take overall command, came to the conclusion next day that the French position was 
hopeless, and, after securing the British Government s agreement, made arrangements 
to evacuate all the British troops still left in France, including the two fresh 
divisions that had just been landed. But the withdrawal of" Norman Force," the 
troops already operating with the French Tenth Army, was deferred. The main 
elements of this were now the lyjth Infantry Brigade (of the 52nd Lowland 
Division), which was then in the front line south of Laigle, and tJie 3rd Armoured 
Brigade (of the ist Armoured Division], which was in reserve. Lieut.-General 
J. H. Marshall-Cornwall, who took command of " Norman Force " on the i^th, 
issued orders for its immediate withdrawal to Cherbourg when he learned on the 
following night that the Tenth Army was starting a general retirement towards 
Brittany. 

The British troops set off at midnight and reached Cherbourg within 24 hours, 
after having " moved 200 miles by roads encumbered by columns of troops and 
refugees" That fact was remarkable proof of the value of motorised mobility for 
escape purposes. It was found that the direct road to Cherbourg through Carentan 
was already mined, so the British tank column was diverted to the west-coast route 



84 FRANCE, 1940 

throueh Learn. Then at La Haye-du-Puits a further westward diversion was made 
via Barneville and Les Puils, as the main road was already mined and blocked. 
In taking the same roundabout approach a few hours later, Rommel chose the route 
that save him a clear passage, without any diversion. That calculation of the 
advantages of the indirect approach, as the line of least expectation, showed his 



enars-o report of the last phase ended: " In order to 

protect tiie embarkation at Cherbourg, Iliad asked for afresh battalion of the 52nd 
Division to be left to occupy a covering position some so miles to the south. Mis, 
combined with the 5 French battalions of the Cherbourg garrison, ought to have 
provided ample security, and I had hoped to continue the embarkation until the sist 
in order to remote all the stores and mechanised vehicles. The enemy, however 
again ufiset our calculations by the speed with which he followed up our rapid 
withdrawal. At p a.m. on the i8th, a column of 60 lorries, carrying motonsed 
German infantry, reached the covering position near St. Sauveur. Finding resistance 
there they turned west to the sector held by French troops, and succeeded in penetrating 
the position by the coast road. The French made little attempt to resist and I had 
to make the decision at 11.30 to complete the evacuation by 3 p.m. The covering 
battalion (jth Bn. K.O.S.B.) was withdrawn between 12 noon and 3 p.m. and 
the last boat left at 4 p.m. All weapons were removed, except one 3.7 inch A.A. 
tun which broke down and was rendered unserviceable, and one static Bofors gun 
which could not be removed in the time. Two anti-tank guns also had to be 
abandoned during the withdrawal. When the last troopship left, the Germans had 
penetrated to within 3 miles of the harbour." 

The casualties of Rommel s ?th Panzer Division during the six weeks campaign 
were 682 killed, 1,646 wounded, and 296 missing, while its loss in tanks was only 
42 totally destroyed. Its captures amounted to 97,648 prisoners, together with 277 
field guns, 64 anti-tank guns, 458 tanks and armoured cars, over 4,000 lorries, over 
i, goo cars, and over 1,300 horse-drawn vehicles. 

On the soth, immediately after the capture of Cherbourg, Rommel wrote to his 
wife: 

I don t know whether the date s right, I ve rather lost count of 
time after the last few days. 

The division made the assault on Cherbourg in one stride over a 
distance of 220 to 230 miles and took the powerful fortress despite a 
strong defence. There were some bad moments for us, and the enemy 
was at first between 20 and 40 times our superior in numbers. On 
top of that they had 20 to 35 forts ready for action and many 
single batteries. However, by buckling to quickly we succeeded 
in carrying out the Fuehrer s special order to take Cherbourg as fast 
as possible. . . . 

With the capture of Cherbourg, the war in the West was over for 7th Panzer 
Division and the division was now ordered south. Rommel wrote from Rennes: 



PURSUIT TO CHERBOURG 85 

Rennes 21 June 1940 
DEAREST Lu, 

Arrived here safely. The war has now gradually turned into a 
lightning tour of France. In a few days it will be over for good. 
The people here are relieved that it s all passing off so quietly. 

25 June 1940 

At last the armistice is in force. We re now less than 5200 miles 
from the Spanish frontier and hope to go straight on there so as to 
get the whole Atlantic coast in our hands. How wonderful it s all 
been. Something I ate yesterday upset me but I m better again 
already. Billets middling. 

8 July 1940 

France s war with the British Fleet is something quite unique. 
It s good for France to be working in with the victors. The peace 
terms will be so much the more lenient for her. 

Anxiety about Russian expansion comes out clearly in Rommefs letter of 
une 1940: 

Russia s demands on Rumania are pretty stiff. I doubt whether 
this suits us very well. They re taking all they can get. But they 
won t always find it so easy to hold on to their spoils. . . . 

Note by MANFRED ROMMEL: During the advance of the jih Panzer Division, 
my father had introduced several new techniques on his own account, with, as will 
be remembered, considerable success. Firstly, his method of command had been 
something other than orthodox, secondly he had introduced his " line of thrust, " and 
finally he had, against all instructions, sign-posted all his communication roads 
with the sign " DG 7," to enable units following behind to close up quickly and to 
facilitate supply traffic. 

There was, of course, trouble from his superiors and criticism from others 
concerning these independent experiments. He defended himself fiercely and 
with success. Even Major Heidkaemper, his la, took the side of the critics in some 
questions, a fact which made him particularly angry. On the i$th June 
Heidkaemper submitted a memorandum to my father in which he complained that 
contact had been broken between the staff and the divisional commander, and that 
the practical conclusion to be drawn from this fact was that the commander should 
stay farther to the rear. In fact, the principal cause of the crisis which had 
arisen was that the unit commanders had not been sufficiently familiar with myfattisr s 
technique of command. He had had far too little opportunity of exercising his 
division as a formation and with its full complement of weapons. The result, 
especially at the beginning of the campaign, was a need for repeated makeshift 
measures, until finally, towards the end, operations went more or less smoothly. 



86 FRANCE, I94O 

After receiving Heidkaempefs memorandum, my father wrote the following 
letter to my mother; 

I m having a lot of trouble with my la just at the moment. He s 
sent me a long screed about his activities on the i8th May. I shall 
have to have him posted away as soon as I can. This young General 
Staff Major, scared that something might happen to him and the 
Staff, stayed some 20 miles behind the front and, of course, lost contact 
with the fighting troops which I was commanding up near Cambrai. 
Instead of rushing everything up forward, he went to Corps H.Q., 
upset the people there and behaved as if the command of the division 
were no longer secure. And he still believes to this day that he 
performed a heroic deed. I ll have to make a thorough study of the 
documents so as to put the boy in his place. 

Heidkaemper was actually on quite good Terms with Rommel, who wrote, 
only a few days later, after his first wave of indignation had subsided: 

The Heidkaemper affair was cleared up yesterday and has now 
been finally shelved. I have the feeling that it s all going to be all 
right now. I went and saw Hoth and we had a long talk about the 
whole thing. I m glad there s peace in the camp again. However, 
it was necessary to assert my authority. 

During the next few months life for Rommel was much the same as for most 
other German officers who were taking part in the occupation of France at that 
time. A few extracts from letters which he wrote at the beginning of 1941 give 
some idea of the life he was leading and what was in his mind. With so much 
material available, it is only possible to include a selection of letters from this 
period. 

6 Jan. 1941 

I received a whole pile of post yesterday, including your letters 
of the 2ist and 23rd December, It looks as though the mails are 
gradually getting right again. This afternoon we saw the film The 
Queen s Heart (Mary Stuart), which I thoroughly enjoyed. We re 
expecting distinguished visitors to-morrow to inspect our quarters. 
We re not exactly comfortable. The wine growers round here probably 
spent their lives in the same miserable hovels a thousand years ago 
as they do to-day primitive sandstone block buildings with flat roofs 
and sharply-curved tiles, just like those the Romans used. A lot of 
the villages haven t even got piped water and are still using wells. 
None of the houses are built for the cold. The windows don t shut 
and the draught whistles straight through them. However, I suppose 
things will soon be better. . . 



PURSUIT TO CHERBOURG 87 

8 Jan. 1941 

The visit passed off very well yesterday. It was intensely interesting 
to me to see what primitive lives the people round here are still 
leading and how poverty-striken some of the billets are. The troops 
made a very good impression everywhere. I m intending to take my 
leave at the beginning of February. A lot of things will probably 
have been cleared up by then. I m not surprised that our Allies 
aren t having things all their own way in North Africa, They probably 
thought that war was easy and now they ve got to show what they 
can do. They began just the same in Spain, but fought very well 
later on. . . . 

17 J. 1941 
Nothing new here. I spend most evenings with my officers talking 

over the May 1940 war diary, which seems to impress them all. 
The British Mediterranean Fleet has had to take some hard 

knocks. Let s hope we see more of this sort of thing. 



Part Two 

THE WAR IN AFRICA 
FIRST YEAR 



CHAPTER V 

GRAZIANPS DEFEAT-CAUSE AND EFFECT 



IN A speech made by the Duce in February 1941, he said that between 
1936 and 1940, Italy had sent to Libya an army of 14,000 officers and 
327,000 men, and supplied it with great stores of material His words 
sounded very grand and impressive, but the harsh truth was that this 
army fell a long way short of the standard required by modern warfare. 
It was designed for a colonial war against insurgent tribesmen, such as 
Graziani had had to wage against the Senussi and the Negus. Its tanks 
and armoured vehicles were too light and their engines under-powered. 
Their radius of action was short. Most of the guns with which the artillery 
units were equipped dated from the 1914-18 war and had a short range* 
The army had too few anti-tank and anti-aircraft guns and even its rifles 
and machine-guns were of obsolete pattern or otherwise unsuitable for 
modern warfare. 

But its worst feature was the fact that a great part of the Italian Army 
consisted of non-motorised infantry. In the North African desert, non- 
motorised troops are of practically no value against a motorised enemy, 
since the enemy has the chance in almost every position, of making the 
action fluid by a turning movement round the south. Non-motorised 
formations, which can only be used against a modern army defensively 
and in prepared positions, will disturb him very little in such an operation. 
In mobile warfare, the advantage lies as a rule with the side which is 
subject to the least tactical restraint on account of its non-motorised troops. 
It follows then that the decisive disadvantage of the Italian Army vis-b-vis 
the British was that the greater part of it was non-motorised. 

Graziani s Army was set in motion in September 1940, at a time 
when the British had nothing in Egypt capable of halting the Italians 
before Alexandria. Starting from the Bardia area, the Italian divisions 
moved across the Egyptian frontier at Sollum and then along the coast 
to Sidi Barrani. The weak British holding forces did not stand to fight 
a decisive action, but skilfully fell back to the east before the advancing 
Italians. After reaching Sidi Barrani, Graziani did not continue his 
advance, but chose instead to fortify the territory he had gained and lay 

91 



02 THE WAR IN AFRICA FIRST YEAR 

a communication road along the coast; then he went on to assemble 
stores and reinforcements and to organise water supplies. From this new 
base he intended to continue the offensive towards the east. 

If quartermasters and civilian officials are left to take their own time 
over the organisation of supplies, everything is bound to be very slow. 
Quartermasters often tend to work by theory and base all their calcula 
tions on precedent, being satisfied if their performance comes up to the 
standard which this sets. This can lead to frightful disasters when there 
is a man on the other side who carries out his plans with greater drive 
and thus greater speed. In this situation the commander must be ruthless 
in his demands for an all-out effort. If there is anyone in a key position 
who appears to be expending less than the energy that could properly 
be demanded of him, or who has no natural sense for practical problems 
of organisation, then that man must be ruthlessly removed. A commander 
must accustom his staff to a high tempo from the outset and continually 
keep them up to it. If he once allows himself to be satisfied with norms, 
or anything less than an all-out effort, he gives up the race from the 
starting-post and will sooner or later be taught a bitter lesson by his 
faster-moving enemy and be forced to jettison all his fixed ideas. 

Weeks and months passed, but Graziani still stood fast at Sidi Barrani. 
The British, who commonly possess a good combination of brains and 
initiative, were given time to prepare themselves to meet a further Italian 
advance and to organise the defence of Egypt. Forces were assembled 
all over the British Empire and, above all, modern, mechanised troops 
with numerous tanks were brought into Egypt. The British tanks were 
far superior in quality to the Italian. 

Although the British Army was far smaller in numbers than the 
Italian it was better equipped, had a better and more modern air force, 
faster and more up-to-date tanks, longer-range artillery, and, what was 
most important, its striking columns were fully motorised. The British 
Fleet dominated the western Mediterranean, and the Italian Battle 
Squadron and Cruiser Groups did not put to sea to sweep away the 
numerically inferior British ships. Finally and this was of immense 
importance throughout the African campaign the British possessed a 
railway along the coast as far as Mersa Matruh, with connections through 
to the Egyptian railway system, over which material could be brought to 
the front. Egypt could be looked upon as an arsenal for war material of 
all kinds. 

At the end of November, General Waveli suddenly launched a surprise 
attack. [It was actually launched on gth December.] His air force struck first. 
Every British aircraft that could take the air, from the oldest to the 
newest, dropped its bomb load on the Italian positions at Sidi Barrani 
and the forward airfields. Simultaneously, the guns of British warships 
thundered from the sea and covered Sidi Barrani and the coast road 
with their heaviest shells. 



GRAZIANfS DEFEAT CAUSE AND EFFECT 93 

In the light of a full moon, an outflanking attack was then launched 
against the Italian positions at Sidi Barrani by a striking force made up 
of British, Australians, French, Poles and Indians, all units fully motorised. 
After a short fight, strong Italian positions 15 miles south of Sidi Barrani 
were overrun and 2,000 Italians found their way into British prison 
camps. 

The larger part of the striking force was British, and the bulk of the remainder 
was Indian. The ground troops comprised the jth Armoured Division, the 4th Indian 
Division (partly British] , and two British infantry brigades a total of 31,000 
men. The Italian force in the forward zone was about 80,000 but had only 120 
tanks compared with 275 British of which 35 were the heavily-armoured Matildas 
of the jth Battalion^ Royal Tank Regiment. 

The initial attack was against the Nibeiwa camp, and here 4,000 prisoners 
were taken not 2,000 as Rommel says. The 4th Indian Division, spearheaded by 
the Jth R. T.R., then continued its attack northward against the Italian positions 
in the Sidi Barrani area. 

The British motorised column now divided, one part continuing the 
attack to the north against the Sidi Barrani area, while the other moved 
off west far into the rear of the Italians. 

This second part was the jth Armoured Division, which in fact moved 
independently from the start. 

At the same time waves of British infantry accompanied by infantry 
tanks advanced from the east against the Italian positions at Sidi Barrani 
in co-ordination with the outflanking columns attacking from the rear. 
Again the thunder of British naval guns mingled with the fury of the 
battle. It all swept over the Italians like a storm, and at the end of a 
brief action, the three Italian infantry divisions at Sidi Barrani had been 
wiped out. 

Wavell continued his offensive. Soon he carne up with a Black Shirt 
Division, which laid down its arms after a short battle in which the 
Italians had fought with great courage. On the i6th December, Wavell 
reached the Libyan frontier and defeated Graziani s troops at Capuzzo. 
The light Italian tanks simply split apart in the British fire. Maletti, the 
gallant commander of the Italian Armoured Corps in Africa, was lulled 
in action and 30,000 Italians were taken prisoner. The Tenth Italian 
Army had virtually ceased to exist. 

The total bag in this battle was over 38,000 prisoners, 400 guns and 50 tanks 
at a cost of barely 500 British casualties. 

The British successes were obviously having an almost paralysing 
effect on the Italians. They withdrew to their strongholds at Bardia and 
Tobruk and waited to see what the enemy would do next. 

On the i gth of December, Wavell s forces appeared in front of Bardia 
and began to lay siege to the fortress. Under cover of R.A.F. bombs 
and the shells of the Royal Navy, the superb Australian infantry stormed 



94 THE WAR IN AFRICA FIRST YEAR 

the fortress and forced 20,000 Italians to surrender. The Italian Com 
mandant successfully escaped to Tobruk. 

Only the jth Armoured Division followed up the Italian rout, and " appeared 
in front of Bardia," as the 4th Indian Division had been dispatched to the Sudan 
at the end of the Sidi Barrani battle. Tlie siege-assault on Bardia was thus delayed 
until the arrival of a fresh infantry division, the 6th Australian. The assault was 
at last launched on January 3rd, again spearheaded by the Matilda tanks of the 
jth Battalion R. T.R. By the third day the fortress was completely captured 
45,000 prisoners and 462 guns being taken. 

The British Army continued its advance to the west and on the 8th 
January 1941 enveloped Tobruk. Despite its tremendously strong defences, 
its garrison of 525,000 men and powerful artillery formations with their 
plentiful supply of stores, this first-class stronghold only managed to hold 
out for a fortnight, after which the defence collapsed in an attack mainly 
conducted by infantry tanks. The Italian troops had no real means of 
defence against the heavily-armoured British vehicles. 

Tobruk was actually enveloped on the 6th January by the Jth Armoured 
Division, but the 6th Australian Division was not completely assembled and ready 
to deliver the assault until a fortnight later. The attack opened on the 2ist, and 
by early next morning all resistance had been overcome. Nearly 30,000 prisoners 
were taken, with 236 guns. 

After the fall of Tobruk, the British moved farther into Cyrenaica, 
fighting short actions at Derna and Mechili. In spite of the difficult 
terrain in Cyrenaica, which offered excellent opportunities for defence, 
the British northern column, with Australians in the lead, made rapid 
progress. Benghazi was in British hands as early as the 7th February. 
Meanwhile, a powerful British armoured column had pushed forward 
through Msus, apparently unnoticed by the Italians. The column struck 
the coast road 30 miles south-west of Benghazi and brought to battle the 
remainder of Graziani s army, which was retreating down the road. 
The action, which was fought on either side of the Via Balbia, ended 
v/ith the destruction of over 100 Italian fighting vehicles; 10,000 Italian 
troops marched into British prison camps. 

In this battle, near Beda Fomm; the total captures were 20,000 men, 216 
guns and 120 tanks, mainly of the new (Italian) cruiser type. The British force 
consisted of part of the jth Armoured Division, and amounted to only 3,000 men, 
while it had no more than 32 cruiser tanks available. But the Italian tanks were 
retreating along the road in small packets, and these were broken up in turn by the 
British tanks, which skilfully manosuvred to gain flanking fire-positions. The 
Italian infantry and other troops offered little resistance when their protecting tanks 
were destroyed. 

On the 8th February, leading units of the British Army occupied El 
Agheila and thus stood on the frontier between Cyrenaica and Tripoli- 
tania. Graziani s army had virtually ceased to exist. All that remained 
of it was a few lorry columns and hordes of unarmed soldiers in full 



GRAZIAOT S ^DEFEAT CAUSE AND EFFECT 95 

flight to the west. The realisation that their arms were of no avail against 
the British had cast fear and trepidation into the Italian Army. They had 
lost 120,000 men in prisoners alone not counting their dead and wounded 
also 600 armoured vehicles and almost the whole of their artillery, 
vehicles and stores. The Italian Air Force in Africa had suffered an 
annihilating defeat at the hands of the R.A.F., and lost most of its 
aircraft and ground organisation. 

The aggregate figures that Rommel gives for the British captures are closer to 
ttie mark than those he gives for the various battles. The total during the campaign 
was just over 130,000 prisoners, 1,300 guns, and 400 tanks (excluding armoured 
cars and machine-gun carriers.} 

If Wavell had now continued his advance into Tripolitania, no 
resistance worthy of the name could have been mounted against him so 
well had his superbly planned offensive succeeded. 

To delay WavelPs advance, the Italians mined the road between 
El Agheila, Arco dei Fileni, and Sirte and destroyed several bridges 
across the wadis. These demolitions offered little obstruction to the 
enemy as they could easily be by-passed. A weak Italian rearguard force, 
consisting of one reinforced artillery regiment, stood at Sirte. Thousands 
of stragglers collected at Horns and the remainder of the Italian forces 
in Tripolitania moved into the outer environs of Tripoli and into the 
Tripoli defence line itself a semi-circle 12 miles out of the city centre 
for defence of the port. This defence line, which was constructed in sandy 
soil, consisted of a wide and deep anti-tank ditch with walls partially 
reinforced because of the loose sand, field positions protected by wire 
entanglements, and occasional observation towers of light concrete con 
struction, which could be seen for miles. In comparison with Tobruk 
and Bardia, the defence works round Tripoli were totally inadequate. 
They could possibly have been defended with some hope of success against 
insurgent Senussi or Arab tribesmen, but never against the British. 

However, the enemy stopped his advance, probably thinking that 
Tripoli would sooner or later fall into his hands like a ripe plum. No 
doubt he wanted time to assemble stores and organise supplies before 
going on. But in doing so, he gave the Axis powers the chance to prepare 
for a resumption of the struggle. 

The advance was stopped by the British Government in order to dispatch an 
expeditionary force to Greece., under the belief that a powerful flank threat to Germany 
could be created in the Balkans. Early in January Mr. Churchill had pressed the 
Greeks, who were already at war with Italy, to accept the aid of a British con 
tingent. But General Metaxas, who was then head of the Greek Government, had 
declined the proposal on the ground that it, was likely to provoke a German invasion 
without providing a strong enough force to check such an invasion. 

This polite rebuff coincided with the capture of Tobruk, so the British Govern 
ment decided to allow Wavell to continue his advance in North Africa and capture 
the port of Benghazi. That fresh step forward was duly achieved, and the remains 



g6 THE WAR IN AFRICA FIRST YEAR 

of the Italian Army in Cyrenaica were wiped out. But in the meantime General 
Metaxas had died, on the i 9 th January, and Mr. Churchill then renewed his offer 
to the Greek Government which, this time, was persuaded to accept it. Hence the 
British Government ordered Wavell to halt the advance in Africa leave only a 
minimum force to hold conquered Cyrenaica, and prepare to send the largest possible 

TJie Balkan venture was short lived. The British force began to land in Greece 
on the ?th March, the Germans invaded Greece on the 6th April, and the British 
were driven to re-embark before the end of the month. That costly disaster was 
followed in May by an even quicker expulsion from Crete, at the hands of a German 

airborne force. . , Ar , 

General O Connor, the executive commander of the victorious advance in JVortti 
Africa, had been eager to push on from Benghazi to Tripoli, and was convinced 
that he could have carried out this fresh bound with little delay for replenishment of 
supplies. Many other officers who were concerned in the planning shared his view. 
Rommel confirms it. . 

When a commander has won a decisive victory and WavelU victory 
over the Italians was devastating it is generally wrong for him to be 
satisfied with too narrow a strategic aim. For that is the time to exploit 
success. It is during the pursuit, when the beaten enemy is still dispirited 
and disorganised, that most prisoners are made and most booty captured. 
Troops who on one day are flying in a wild panic to the rear, may, unless 
they are continually harried by the pursuer, very soon stand in battle 
again, freshly organised as fully effective fighting men. 

The reason for giving up the pursuit is almost always the quarter 
master s growing difficulty in spanning the lengthened supply routes 
with his available transport. As the commander usually pays great 
attention to his quartermaster and allows the latter s estimate of the 
supply possibilities to determine his strategic plan, it has become the 
habit for quartermaster staffs to complain at every difficulty, instead 
of getting on with the job and using their powers of improvisation, which 
indeed are frequently nil. But generally the commander meekly accepts 
the situation and shapes his actions accordingly. 

When, after a great victory which has brought the destruction of the 
enemy, the pursuit is abandoned on the quartermaster s advice, history 
almost invariably finds the decision to be wrong and points to the 
tremendous chances which have been missed. In face of such a judgment 
there are, of course, always academic soldiers quick to produce statistics 
and precedents by people of little importance to prove it wrong. But 
events judge otherwise, for it has frequently happened in the past that a 
general of high intellectual powers has been defeated by a less intelligent 
but stronger willed adversary. 

The best thing is for the commander himself to have a clear picture 
of the real potentialities of his supply organisation and to base all his 
demands on his own estimate. This will force the supply staffs to develop 



GRAZIANl s DEFEAT CAUSE AND EFFECT QJ 

their initiative, and though they may grumble, they will as a result 
produce many times what they would have done left to themselves. 

The gravest results of the Italian defeat were to their morale. The 
Italian troops had, with good reason, lost all confidence in their arms 
and acquired a very serious inferiority complex, which was to remain 
with them throughout the whole of the war, for the Fascist state was 
never able to equip its men in North Africa properly. Psychologically, 
it is particularly unfortunate when the very first battle of a war ends 
with such a disastrous defeat, especially when it has been preceded by 
such grandiose predictions. It makes it very difficult ever again to 
restore the men s confidence. 



CHAPTER VI 

THE FIRST ROUND 



AFRICAN MISSION 

As A result of the strained situation in France at the end of I940, 1 1 had 
to break off my Christmas leave before it was up and drive quickly back 
over the snow-covered and icy roads to Bordeaux, where my division 
was then stationed. Nothing, however, came of the scare and we did 
not go into action. 

Weeks of intensive training followed. I intended to make up for my 
spoiled Christmas by taking some leave at the beginning of February, 
but it was again abortive, for on my second evening at home I was 
informed by an adjutant from the Fuehrer s H.Q. that I was to cut short 
my leave and report to Field Marshal von Brauchitsch and the Fuehrer 
immediately. 

On the 6th February Field Marshal von Brauchitsch inducted me 
into my new task. 

In view of the highly critical situation with our Italian allies, two 
German divisions one light and one panzer were to be sent to Libya 
to their help. I was to take command of this German Afrika Korps and 
was to move off as soon as possible to Libya to reconnoitre the ground. 

The middle of February would see the arrival of the first German 
troops in Africa; the movement of the 5th Light Division would be 
complete by mid-April and of the i5th Panzer Division at the end of 
May. 

The basic condition for providing this help was that the Italian 
Government should agree to undertake the defence of Tripolitania in 
the Gulf of Sirte area, on a line running south from about Buerat, in 
order to secure the necessary space for the employment of the German 
Luftwaffe in Africa. This represented a departure from the previous 
Italian plan, which had been limited to holding the Tripoli defence line, 

lf rhe German Command had reports of a possible revolt in the unoccupied zone of 
France. It was planned in that case to enter and occupy the whole South of France 
the moment any such rising occurred. 

98 




Rommel talking with Major-General Gambler-Parry, commander of the 
British 2nd Armoured Division, who was captured with his headquarters at 
MechilL The bare-headed officer with dark glasses is Colonel Tounghusband, 
his G.S.O.r. [Photograph taken with Rommel s camera] 

The Fieseler Storch used by Rommel [RommeVs own photograph] 




>-;"f (/ l7 ", -ni i-y;; , , . ,," ,^ , ^^ 8 f{T f^<,4 , ij ^ i 




Tracks south of Tobruk, 
Summer 



Another type of desert 
terrain photographed by 
Rommel during a 
reconnaissance 






<ik % 
, jfe/^ ;l ^ ; ;; 






^ a 



THE FIRST ROUND 99 

The Italian motorised forces in North Africa were to be placed under 
y command, while I myself was to be subordinate to Marshal Gra^anu 
In the afternoon I reported to the Fuehrer, who gave me a detailed 
account of the situation in Africa and informed me that I had been 
recommended to him as the man who would most quickly adapt hunsdf 
to Stogether different conditions of the African theatre. The Fuehrers 
chief adjutant, Colonel Schmundt, was to accompany me for the 
first stare of my tour of reconnaissance. I was advised to start by 
SenSS the German troops in the area round Tripoli so that they 
3 go into action as one body. In the evening the Fuehrer showed 
me a number of British and American illustrated papers describing 
General WaveU s advance through Cyrenaica Of particular mterest 
wa? the masterly co-ordination these showed between armoured land 
forces, air force and navy. 

6 Feb. 1941 



D TSed 1 a tStaaken I2 .45. First to ObxLH. 
who appointed me to my new job, and then to F. \Fuehrer\ Things 
are moving fast. My kit is coming on here. I can only take barest 
neceSwith me/Perhaps I ll be able to get the rest out soon. 
rneed not^ell you how my head is swimming wiji all the many 
thfngs Sere are to be done. It ll be months before anything 

^So ^our leave was cut short again. Don t be sad, it had to be. 
The new job is very big and important. . . . 

7 Feb. 1941 

Slept on my new job last night. Q**f** ff f w 
rheumatism treatment.)^ I ve got a terrible lot to do, in the few 
hours that remain, getting together all I need. 
On the morning of the nth February I reported to General Guzzoni^ 
Chief ofStafF of the Commando Supremo [ Jfciw], where Ae plan to 
She dSfnce of Tripolitania into the Gulf of Sirte ^ --kte 

1 



s?^& wh - -- -^- ^- 



Africa. 



IOO THE WAR IN AFRICA FIRST YEAR 

British troops in the outer environs of Tripoli. As the first German 
division would not be complete in Africa until the middle of April, its 
help would come too late if the enemy continued his offensive. Something 
had to be done at once to bring the British offensive to a halt. 

I therefore asked General Geissler to attack the port of Benghazi 
that night and to send bombers next morning to attack the British 
columns south-west of the town. General Geissler would not at first hear 
of it apparently the Italians had asked him not to bomb Benghazi, as 
many Italian officers and civil officials owned houses there. I had no 
patience with this, and so Colonel Schmundt communicated with the 
Fuehrer s H.Q. that night and received authority to go ahead. A few 
hours later the first German bombers took off on their mission to cripple 
the British supply traffic to Benghazi. 

At about 10 o clock next morning [isth February], our reconnaissance 
party took off from Catania, heading for Tripoli. Flying low across the 
water, we met numerous flights of German Junkers on the way back 
from Tripoli, probably engaged on supply duties for the German Air 
Force already in Africa. We landed at about midday at Castel Benito, 
south of Tripoli. Lieut. Heggenreiner, Liaison Officer of the German 
General in Rome 1 to the Italian High Command in North Africa, 
received us with the news that Marshal Graziani had given up the High 
Command and handed over to his Chief of Staff, General Gariboldi. 
Heggenreiner briefly put me in the picture concerning the set-up of the 
Italian forces in Africa and described some very unpleasant incidents 
which had occurred during the retreat, or rather the rout which it had 
become. Italian troops had thrown away their weapons and ammunition 
and clambered on to overloaded vehicles in a wild attempt to get away 
to the west. This had led to some ugly scenes, and even to shooting. 
Morale was as low as it could be in all military circles in Tripoli. Most 
of the Italian officers had already packed their bags and were hoping 
for a quick return trip to Italy. 

At about 13.00 hours I reported to General Gariboldi and put him 
in the picture concerning my mission. He showed little enthusiasm for 
the plan to establish a defence in the Sirte. With the help of a map I 
explained to him the outline of my scheme for defending Tripolitania. 
Its main features were not a step farther back, powerful Luftwaffe 
support and every available man to be thrown in for the defence of the 
Sirte sector, including the first German contingents as soon as they 
landed. It was my belief that if the British could detect no opposition 
they would probably continue their advance, but that if they saw that 
they were going to have to fight another battle they would not simply 
attack which would have been their proper course but would first 
wait to build up supplies. With the time thus gained I hoped to build 

General von Rintelen, German Military Attach^ in Rome and the representative 
of the German Supreme Command with the Italian Supreme Command. 



THE FIRST ROUND IOI 

up our own strength until we were eventually strong enough to withstand 
the enemy attack. 

Gariboldi looked very dubious about it all. He was extremely 
discouraged by the defeat and advised me to have a look at the Sirte 
country first, because, having only just arrived, I could hardly be 
expected to have any idea of the difficulties of this theatre, I impressed 
on him as strongly as I could that we could only come to their help if 
they really made up their minds to hold the Sirte. " It won t take me 
long to get to know the country/ I added. " I ll have a look at it from 
the air this afternoon and report back to the High Command this 
evening." 

I had already decided, in view of the tenseness of the situation and 
the sluggishness of the Italian command, to depart from my instructions 
to confine myself to a reconnaissance and to take the command at the 
front into my own hands as soon as possible, at the latest after the arrival 
of the first German troops. General von Rintelen, to whom I had given 
a hint of my intention in Rome, had advised me against it, for, as he 
put it, that was the way to lose both honour and reputation. 

That afternoon, our H.E. in carried Colonel Schmundt and myself 
over the soil of Africa. After seeing the field fortifications and the deep 
anti-tank ditches east of Tripoli, we flew across a belt of sand which had 
the appearance of , being difficult country for either wheeled or tracked 
vehicles and of thus forming a good natural obstacle in front of Tripoli. 
The flight continued over the hilly country between Tarhuna and Horns 
not, as far as we could see, particularly suitable territory for motorised 
forces. The level plain between Horns and Misurata, on die other hand, 
looked ideal for that purpose. The Via Balbia stretched away like a black 
thread through the desolate landscape, in which neither tree nor bush 
could be seen as far as the eye could reach. We passed Buerat, a small 
desert fort with a few huts and a landing stage. Finally, we circled over 
the white houses of Sirte and saw Italian troops in position east and south 
east of the village. 

Apart from the salt marshes between Sirte and Buerat, which only 
extended a few miles to the south, there was not a single break, such as 
a ravine or deep valley, anywhere in the landscape. The flight confirmed 
me in my plan to fortify Sirte and the country on either side of the coast 
road and to reserve the motorised forces for the mobile defence. 

When we met General Gariboldi that evening to report on the results 
of our reconnaissance, General Roatta had already arrived and brought 
the Duce s new directive. Nothing more was now put in the way of my 
plan. 

Next day, the X Italian Corps, consisting of the Brescia and Pavia 
Divisions, was to move forward to the Sirte-Buerat area and establish a 
defence. In its wake, the Ariete, which at that time possessed only 60 
tanks of completely obsolete design (they were far too light and had 



IO2 THE WAR IN AFRICA FIRST YEAR 

once been used to chase the natives round Abyssinia), was to take 
up position west of Buerat. For the time being these were all the 
forces we could muster. The movement of even these formations was a 
headache for the Italian High Command, for they did not have enough 
transport for the lift and the road from Tripoli to Buerat was 250 miles 
long. 

We could not therefore expect these Italian formations to arrive at 
the front very quickly, which meant that the only force we had im 
mediately available with which to hold up the enemy apart from the 
weak Italian garrison at Sirte was the German Luftwaffe. The Luft- 
-waffe Commander Afrika General Froehlich was accordingly asked 
to undertake this task, after it had been impressed on him how vitally 
important it was for the future of the African theatre. The commander 
of X Luftwaffe Korps was asked to provide support. With the limited 
forces available to them they did all they could, day and night, to help 
us out of our predicament, and not without success, for General WavelPs 
army remained at El Agheila. 

A few days later I flew to Sirte to inspect the Italians holding the 
line there. They amounted to perhaps one regiment of troops and were 
well led by Major Santa Maria and Colonel Grati. This unit was the 
only force we had immediately available to oppose the British and our 
anxiety about the situation will be easily understood. The rest of our 
troops were standing nearly 200 miles away to the west. 

At my insistence, the first Italian division was put on the march for 
Sirte on die I4th of February. On the same day the first German units 
3rd Reconnaissance Battalion and an anti-tank battalion arrived in 
Tripoli harbour. With the situation so dangerous, I pressed for their 
rapid disembarkation, and asked that it should be continued throughout 
the night, by lamplight. The danger of enemy air attack simply had to 
be accepted. 

The all-night unloading of this 6,ooo~ton transport was a record for 
the port of Tripoli. The men received their tropical kit early next 
morning, and by eleven o clock were fallen in on the square in front of 
Government House. They radiated complete assurance of victory, and 
the change of atmosphere did not pass unnoticed in Tripoli. After a short 
march past, Baron von Wechmar [commanding the 3rd Reconnaissance 
Battalion] moved off with his men to Sirte and arrived at the front 26 
hours later. On the i6th, German reconnaissance troops, working with 
Santa Maria s column, made their first move against the enemy. I now 
took over command at the front. Colonel Schmundt had returned to the 
Fuehrer s H.Q. several days before. 

14 Feb. 1941 
DEAREST Lu, 

All going as well as I could wish. I hope to be able to pull it off. 



THE FIRST ROUND 103 

I m very well. There s nothing whatever for you to worry about. 
A lot to do. I ve already had a thorough look round. 

17 Feb. 1941 
Everything s splendid with me and mine in this glorious sunshine^ 

I m getting on very, very well with the Italian Command and 

couldn t wish for better co-operation. 

My lads are already at the front, which has been moved about 

350 miles to the east. As far as I am concerned they can come now. 

Through my daily flights between Tripoli and the front, I came to 
know Tripolitania very well from the air and formed a great admiration 
for the colonising achievement of the Italians. They had left their mark 
all over the country, particularly round Tripoli, Tarhuna and Horns. 

Day by day now, more columns of Italian and German troops moved 
up to the front. Despite Italian advice to the contrary, the Afrika Korps* 
Quartermaster (Major Otto), a first-class man, organised supplies along 
the coast by small ships, thus considerably easing the pressure on our 
lorry columns. The Italians had unfortunately never built a railway 
along the coast. It would now have been of immense value. 

To enable us to appear as strong as possible and to induce the 
maximum caution in the British, I had the workshops three miles south of 
Tripoli produce large numbers of dummy tanks, which were mounted 
on Volkswagen {the German People s Car] and were deceptively like the 
original. On the i7th February the enemy was very active and I feared 
that he would continue his offensive towards Tripoli. This impression 
was strengthened on the i8th, when we established the presence of further 
British units between El Agheila and Agedabia. To give them in turn 
an impression of activity on our part, I decided to push forward 3rd 
Reconnaissance Battalion, reinforced by the Battalion Santa Maria and 
with 39th Anti-tank Battalion under command, as far as the Nofilia 
area, with instructions to make contact with the enemy. 

On the 24th February, the first clash occurred between British and 
German troops in Africa. Two enemy scout cars, a lorry and a car were 
destroyed, and three British soldiers, including an officer, taken prisoner, 
with no casualties on our side. Meanwhile, the movement of further 
units of the 5th Light Division to the front proceeded as planned. 

We were still rather suspicious about the British moves and to clarify 
the situation, General Streich, commander of the 5th Light Division who 
had taken over command at the front advanced up to the defile of 
Mugtaa on the 4th March and closed it with mines. He saw nothing of 
the enemy. 

This move gained us a sector of some importance and materially 
strengthened our position. The salt marsh known as Sebcha el Chebira 
extends here 20 miles south of the Via Balbia and is impassable to 



IO4 THE WAR IN AFRICA FIRST YEAR 

vehicles except at a few points, which we very soon mined. An enemy 
frontal attack against the narrows would have been comparatively easy 
to beat off, and an outflanking movement, which would have involved 
him in a long march oyer sandy and difficult country, was not very likely. 
At Mugtaa we were already some 500 miles east of Tripoli. For our 
coastal supply traffic we had gained the small port of Ras el Ali like 
all those places with high-sounding names, this was in reality a desolate 
and miserable hole to which the quartermasters very soon began sending 
stores. 

5 March 1941 
DEAREST Lu, 

Just back from a two-day journey or rather flight to the front, 
which is now 450 miles away to the east. Everything going fine. 

A lot to do. Can t leave here for the moment as I couldn t^ be 
answerable for my absence. Too much depends on my own person 
and my driving power. I hope you ve had some post from me. 

My troops are on their way. Speed is the one thing that matters 
here. The climate suits me down to the ground. I even " overslept " 
this morning till after 6. ... 

... A gala performance of " Victory in the West * u was given 
here to-day. In welcoming the guests there were a lot, some with 
ladies I said I hoped the day would come when we d be showing 
" Victory in Africa." . . . 

Our operations against Mugtaa resulted in a British withdrawal 
eastward and we now supposed their main body to be lying round 
Agedabia and along the coast to Derna. 

The British forces had been reduced in number, and quality, to a greater 
extent than Rommel realised. At the end of February the illustrious jth Armoured 
Division had been sent back to Egypt to rest and refit. Its place had been taken by 
half of the 2nd Armoured Division, raw from home the other half having been 
sent to Greece. The 6th Australian Division had also been replaced by the gth 
Australian Division, but part of this was kept back at Tobruk because of maintenance 
difficulties farther forward. Besides lacking experience, the new formations had 
also been stripped of much equipment and transport for the benefit of the expedition 
to Greece. Moreover, O Connor had gone back to Egypt and been relieved by a 
commander, General Neame, who was without experience of mechanised desert 
warfare. 

In taking such risks for the sake of giving " maximum support " to the Greek 
venture, Wavell based himself on the belief that the " Italians in Tripolitania 
could be disregarded and that the Germans were unlikely to accept the risk of sending 
large bodies of armoured troops to Africa in view of the inefficiency of the Italian 

." He was correct in his general estimate of the attitude of the German High 

1 Film of the 1940 French campaign, made by German propaganda companies. 



THE FIRST ROUND 105 

Command, and also in his detailed estimate that only the equivalent of " one armoured 
brigade " (.. the $th Panzer Regiment) had been landed. On normal reasoning 
Wavell was justified in his conclusion of the 2nd March: " / do not think that with 
this force he (the enemy) will attempt to recover Benghazi" But such reckoning 
did not allow for a Rommel. 

Enemy attempts to strangle our supplies by naval action in the 
Mediterranean and air attack against Tripoli achieved no great success 
at this stage. On the nth March, the 5th Panzer Regiment completed 
its disembarkation in Tripoli; this force with its for those days up-to- 
date equipment made a tremendous impression on the Italians. 1 

On the 1 3th March, I moved my H.Q. up to Sirte in order to be 
closer to the front. My original intention was to fly to Sirte in a Ghibli 2 
aircraft with my Chief of Staff. After taking off, however, we ran into 
sandstorms near Tauorga, whereat the pilot, ignoring my abuse and 
attempts to get him to fly on, turned back, compelling me to continue 
the journey by car from the airfield at Misurata. Now we realised what 
little idea we had had of the tremendous force of such a storm. Immense 
clouds of reddish dust obscured all visibility and forced the car s speed 
down to a crawl. Often the wind was so strong that it was impossible 
to drive along the Via Balbia. Sand streamed down the windscreen like 
water. We gasped in breath painfully through handkerchiefs held over 
our faces and sweat poured off our bodies in the unbearable heat. So 
this was the Ghibli. Silently I breathed my apologies to the pilot. A 
Luftwaffe officer crashed in a sandstorm that day. 

On the 1 5th of March, a mixed German and Italian force, under the 
command of Count Schwerin, moved out from Sirte towards Murzuch 
[about 450 miles to the south]. The Italian High Command had asked us 
to undertake this operation because General de Gaulle s troops in 
southern Libya were beginning to become a nuisance. As far as we were 
concerned, however, the main purpose of the move was to gain experience 
of long marches and in particular to test the suitability of our equipment 
for African conditions. Shortly afterwards the whole of the Brescia 
Division arrived in the line at Mugtaa and the 5th Light Division was 
freed for mobile employment. 

On the igth March I flew to the Fuehrer s H.Q. to report and obtain 
fresh instructions. The Fuehrer made me a retrospective award of the 
Oakleaves 3 for the 7th Panzer Division s actions in France. The C.-in-C. 
of the Army [von Brauchitsch] informed me that there was no intention of 
striking a decisive blow in Africa in the near future, and that for the 

ir The 5th Panzer Regiment was equipped with 120 tanks, but of these only 60 were 
medium tanks (Panzer III and IV). In addition, the Italian Ariete Division advanced 
with 80 tanks all that were serviceable at the time. 

2 The name of an Italian aircraft. Ghibli is also the Arabic word for sandstorm, in 
which sense it is used later in this passage. 

8 See footnote on page 39. 



106 THE WAR IN AFRICA FIRST YEAR 

present I could expect no reinforcements. After the arrival of the 15th 
Panzer Division at the end of May, I was to attack and destroy the 
enemy round Agedabia. Benghazi might perhaps be taken. I pointed 
out that we could not just take Benghazi, but would have to occupy the 
whole of Cyrenaica, as the Benghazi area could not be held by itself. 
I was not very happy at the efforts of Field Marshal von Brauchitsch 
and Colonel-General Haider to keep down the numbers of troops sent 
to Africa and leave the future of this theatre of war to chance. The 
momentary British weakness in North Africa should have been exploited 
with the utmost energy, in order to gain the initiative once and for all for 
ourselves. 

In my opinion it was also wrong not to risk a landing in England 
in 1940-41. If ever there was a chance for this operation to succeed it 
was in the period after the British Expeditionary Force had lost its equip 
ment. From then on the operation became steadily more difficult to 
undertake, and undertaken it eventually had to be, if the war against 
Britain was to be won. 

Before my departure, I had instructed the 5th Light Division to 
prepare an attack on El Agheila for the 24th March, with the object of 
taking the airfield and small fort, and driving out the present garrison. 
A short time before, the Marada Oasis, some distance to the south, had 
been occupied by a mixed Italian and German force. This force now 
had to be maintained and our supply columns were being constantly 
molested by the British from El Agheila. 

Accordingly, after my return to Africa, 3rd Reconnaissance Battalion 
took the fort, water points and airfield at El Agheila in the early hours 
of the 24th March. The garrison, which consisted of only a weak force, 
had strongly mined the whole place and withdrew skilfully in face of our 
attack. 

After our capture of El Agheila, the British outposts as we learnt 
from the Luftwaffe appeared to fall back to the defile at Mersa el Brega. 

26 March 1941 
DEAREST Lu, 

Spent our first day by the sea. It s a very lovely place and it s 
as good as being in a hotel in my comfortable caravan. Bathe in 
the sea in the mornings, it s already beautifully warm. Aldinger 
and Guenther [RommePs A.D.C. and batman respectively] living in 
a tent close by. We make coffee in the mornings in our own 
kitchen. Yesterday an Italian General, Calvi de Bergolo, made 
me a present of a bournous. It s a magnificent thing blue-black 
with red silk and embroidery. It would do well for you as a theatre 
cloak. . . . 

Little fresh from the front. I have to hold the troops back to 
prevent them bolting forward, They ve taken another new position, 



THE FIRST ROUND IOJ 

20 miles farther east. There ll be some worried faces among our 
Italian friends. 

THE RAID THROUGH CYRENAIGA 

The defile at Mersa el Brega was the first objective for the attack which 
we were due to launch in May on the enemy forces round Agedabia. 
After the British had been driven out of El Agheila, they established 
themselves on the commanding heights at Mersa el Brega and south of 
the salt marsh at Bir es Suera, and began to build up their position. 
It was with some misgivings that we watched their activities, because if 
they had once been allowed time to build up, wire and mine these 
naturally strong positions, they would then have possessed the counter 
part of our position at Mugtaa, which was difficult either to assault or to 
outflank round the south. The country south of the Wadi Faregh, some 
20 or 30 miles south of Mersa el Brega, was extremely sandy and almost 
impassable for vehicles. I was therefore faced with the choice of either 
waiting for the rest of my troops to arrive at the end of May which 
would have given the British time to construct such strong defences 
that it would have been very difficult for our attack to achieve the 
desired result or of going ahead with our existing small forces to attack 
and take the Mersa el Brega position in its present undeveloped state. I 
decided for the latter. It was, in fact, fair to expect that an attack by 
even our relatively weak forces would give us the defile. The Mersa el 
Brega position was just as well suited for our purpose as that at Mugtaa 
and would at the same time provide us with a suitable assembly and 
forming-up area for the May attack. A further argument in favour of 
an immediate move was that our water supply had recently been so bad 
that it was essential to open up new wells. An operation against Mersa 
el Brega would give us access to plentiful water-bearing land. 

On the 3ist March our attack moved forward against the British 
positions at Mersa el Brega, and a fierce engagement took place in the 
early hours of the morning with British reconnaissance troops at Maaten 
Bescer. In the afternoon, troops of the 5th Light Division attacked the 
Mersa el Brega position proper, which was stubbornly defended by the 
British. Our attack came to a halt. 

I spent the whole day on the battlefield with Aldinger and my Chief 
of Staff, Lieut.-Col. von dem Borne, and in the afternoon reconnoitred 
the possibility of attacking north of the coast road. The 8th M.G. 
Battalion was put in at this point late in the evening and in a dashing 
attack through rolling sandhills, succeeded in throwing the enemy back 
to the east and taking possession of the Mersa el Brega defile. 

The 5th Light Division s success was not reported to Corps until the 
morBing. The British had apparently beaten a somewhat precipitate 



THE FIRST ROUND IOQ 

retreat, and 50 Bren-carriers and about 30 lorries had faEen into our 
hands. For the ist April, I ordered our forces to close up in the area 
Mersa el Brega and Maaten Giofer. 

Luftwaffe reports clearly showed that the enemy was tending to 
draw back and this was confirmed by reconnaissance patrols which 
General Streich had sent out. It was a chance I could not resist and I 
gave orders for Agedabia to be attacked and taken, in spite of the fact 
that our instructions were not to undertake any such operation before 
the end of May. Accordingly, on the 2nd of April, the 5th Light Division 
moved forward on either side of the Via Balbia to Agedabia. The enemy 
minefields gave us little trouble. The Italians followed along the coast 
road. Agedabia was taken in the afternoon after a short action and our 
forward units then pushed on rapidly to the Zuetina area. Meanwhile, 
5th Panzer Regiment, which formed the main weight of our attack south 
of the Via Balbia, ran up against British tanks and a skirmish developed. 
Soon seven enemy tanks were burning on the battlefield. We lost only 
three. In this action the enemy used a very effective camouflage in the 
form of Arab tents, which enabled them to come into action unexpectedly. 

By the time evening came we had occupied the country round 
Agedabia up to a point 1 2 miles to the east. The Italians closed up again. 
On the 3rd April I shifted my forward H.Q. to Agedabia and watched 
the enemy s movements. He was now withdrawing generally and seemed 
to be evacuating Cyrenaica. Apparently he was under the impression 
that we were extremely strong, an impression in which our dummy tanks 
had probably played a big part. 

Wavell became anxious about the risks he had taken from the moment Rommel s 
advanced force retook El Agheila. Neame was instructed to fall back on a position 
near Benghazi if he was pressed, and given permission to evacuate the port if 
necessary. Immediately after the capture of Agedabia on the 2nd April, hurried 
orders were given for the abandonment of Benghazi, and a retreat eastward, with 
the idea of keeping the forces intact. But in the confusion of the retreat they soon 
disintegrated. 

During the morning, a report came in that a force of 20 enemy tanks 
was located some 20 miles north of Agedabia and I instructed Lieut. Berndt 1 
to check its accuracy. He drove up the Benghazi road as far as Magrun, 
identified them as abandoned Italian tanks and came back. 

By -this time we had taken 800 British prisoners. The British apparently 
intended to avoid, in any circumstances, fighting a decisive action; so, 
that afternoon, I decided to stay on the heels of the retreating enemy 
and make a bid to seize the whole of Cyrenaica at one stroke. With this 
intention, I immediately put an advance party of the Ariete, under the 
command of Colonel Fabris, on the march for Ben Gania and gave orders 
to the 5th Light Division to push 3rd Reconnaissance Battalion forward 

1 Alfred Ingemar Berndt, an official of the Propaganda Ministry attached to Rommel s 
force. 



110 THE WAR IN AFRICA FIRST YEAR 

along the Via Balbia towards Benghazi, General Streich had some 
misgivings on account of the state of his vehicles, but I could not allow 
this to affect the issue. One cannot permit unique opportunities to slip 
by for the sake of trifles. 

I had been told by the Italian General, Zamboni, that the track from 
Agedabia to Giof el Matar was an absolute death- trap, and he had done 
his best to dissuade me from sending troops through Cyrenaica over that 
route. However, I placed more faith in my own observation and set off 
with my A.D.C., Lieut. Aldinger, in the direction of Giof el Matar. 
After 12 miles we reached the head of the Italian Reconnaissance 
Battalion Santa Maria, which was attached to Fabris s force. The 
battalion was advancing, extremely well deployed in area formation. 
The ground was quite good for driving and caused us no particular 
difficulty. 

On returning to my H.Q,. at about 16.00 hours, I learnt that the 
5th Light Division were saying they needed four days to replenish their 
petrol. This seemed to me to be utterly excessive and I immediately 
gave orders for the division to unload all its vehicles and send them off at 
once to the divisional dump at Arco dei Fileni, whence they were to 
bring up sufficient petrol, rations and ammunition for the advance 
through Cyrenaica inside 24 hours. It meant the division being im 
mobilised for 24 hours but with the enemy withdrawing, this was a risk 
we could afford to take. 

Meanwhile, it was becoming increasingly clear that the enemy 
believed us to be far stronger than we actually were a belief that it was 
essential to maintain, by keeping up the appearance of a large-scale 
offensive. Of course I was not at that moment in any position to press 
hard after the enemy with my main force, but it looked as though we 
should be able to maintain enough pressure with our advance troops 
to keep him on the run. In 24 hours time I hoped to be able to move 
up stronger forces, which I intended to concentrate on the southern 
flank, with the object of pushing through Ben Gania to Tmimi, 
thereby cutting off and putting out of action as many British troops as 
possible. 

That evening I drove north to see how things were going with 3rd 
Reconnaissance Battalion, which had been sent off in the direction of 
Benghazi. On coming up with them in the region of Magrun I was 
informed by von Wechmar that he had not so far made any contact with 
British troops. He had been informed by an Italian priest, who had come 
out from Benghazi to meet them, that the enemy had already left the 
town. At von Wechmar s request I immediately sent the battalion 
forward to Benghazi. 

On our way back to Agedabia we came across a German vehicle 
which was apparently manned by British officers. We did not bother to 
stop, assuming that they would be picked up by 3rd Reconnaissance 



THE FIRST ROUND III 

Battalion, which is what in fact did happen. We heard later that the 
Tommies had ambushed a German driver north-west of Agedabia and 
taken his vehicle in the hope of making their way through to their own 
troops in Cyrenaica. After their gallant attempt one could almost have 
wished them success. However, they were unlucky. 

On my return to H.Q. I met the Italian Commander-in-Chief, 
General Gariboldi, who was by no means pleased about the course of 
the action to date, and berated me violently, principally because our 
operations were in direct contradiction to orders from Rome. He added 
that the supply situation was far too insecure to enable anyone to take 
responsibility for such an operation, or for its consequences. He wanted 
me to discontinue all action and undertake no further moves without 
his express authority. 

I had made up my mind to stand out from the start for the greatest 
possible measure of operational and tactical freedom and, what is more, 
had no intention of allowing good opportunities to slip by unused. As a 
result the conversation became somewhat heated. I stated my views 
plainly and without equivocation. General Gariboldi wanted to get 
authority from Rome first. But that way days could go by unused; I 
was not going to stand for it, and said that I intended to go on doing what 
I felt I had to in whatever situation might arise. This brought the 
argument to a climax. At that very moment, a signal arrived deus ex 
machina from the German High Command, giving me complete freedom 
of action, and settling the argument exactly as I wanted it* 

Von Wechmar s battalion moved into Benghazi during the night of 
the 3rd April, amid great jubilation from the civil population. The 
British had set fire to all their stores. 

3 April 1941 
DEAREST Lu, 

We ve been attacking since the 3ist with dazzling success. There ll 
be consternation amongst our masters in Tripoli and Rome, perhaps 
in Berlin too. I took the risk against all orders and instructions 
because the opportunity seemed favourable. No doubt it will all be 
pronounced good later and they ll all say they d have done exactly 
the same in my place. We ve already reached our first objective, 
which we weren t supposed t6 get to until the end of May. The 
British are falling over each other to get away. Our casualties small. 
Booty can t yet be estimated. You will understand that I can t sleep 
for happiness. 

Early next morning, a detachment of the Brescia to the strength of 
one reinforced regiment set out for Benghazi in order to free 3rd Recon 
naissance Battalion for further operations. The main body of the 5th 
Light Division was to move forward through Ben Gania, and its leading 



112 THE WAR IN AFRICA - FIRST YEAR 

battalion, under Count Schwerin s command, was strengthened. The 
Ariete was detailed to push forward over the same route as far as Bir 
Tengeder and then to turn off north to take El Mechili. Speed was now 
everything. We wanted at all costs to bring some part of the British force 
to battle before they had all managed Jto withdraw from Gyrenaica and 
thus escape the danger threatening them. 

On the 4th April, I visited Benghazi with the Chief of Staff and 
Aldinger and sent off the Reconnaissance Battalion, strengthened by a 
Panzer company, through Regima and Charruba to Mechili. In the 
afternoon I flew in a Junkers there being no Storch serviceable over 
Ben Gania and towards Tengeder. Columns were rolling eastwards along 
the track raising great pillars of dust. I thought I could identify our 
leading units 1 2 miles east of Gania. 

That evening, the enemy s dispositions appeared to be roughly as 
follows : 

Small bodies of their troops were located east of Ben Gania, while 
other British forces continued to hold Msus. During the evening 3rd 
Reconnaissance Battalion had made contact with a weak enemy force 
at Regima and thrown it back. The British main body was in full 
retreat and was evacuating Cyrenaica. 

4 April 1941 
DEAREST Lu, 

Congratulations have come from the Fuehrer for the unexpected 
success, plus a directive for further operations which is in full accord 
with my own ideas. Our territory is expanding and now we can 
manoeuvre. 



Next morning [j*A Afirif] I alerted the KampfstaffeP- of the Afrika 
Korps at 04.00 hours and put it on the march for Ben Gania. I intended, 
as soon as the situation permitted, to go up to the forward units myself, 
take over command and personally lead the advance on Tmimi or 
Mechili. 

I now took a look from my Storch at the progress of the advance to 
Ben Gania and, after my return, talked over with Major Schleusener 
how best to get up the heavy supply columns. We had some doubts 
about using the rather difficult road through Ben Gania and decided 
that we might get supplies up through Solluch to Mechili. 

The Luftwaffe reported that the British retreat was continuing. At 
about midday I ordered Colonel Olbrich to move forward immediately 
with a strong force of armour, consisting of 5th Panzer Regiment and 40 

1 The Kampfsteffel, not to be confused with the Gefechkstqffd (see note on page 15) 
was a unit formed for the protection of the Corps or Army headquarters. It was normally 
of company strength at Corps level and battalion strength at Army. During the course 
of the African campaign the Kampfstaffel came to be used more and more as a combat 
group for special tasks. 



THE FIRST ROUND 



Italian tanks, through Magrun and Solluch to Msus, destroy the enemy 
there and go on to Mechili. 



5 April 
DEAREST Lu, 

Off at 4 this morning. Things are happening in Africa. Let s 
hope the great stroke we ve now launched is successful. Pm keeping 
very fit. The simple life here suits me better than the fleshpots of 
France. How are things with you both? . . . 

At about 14.00 hours that afternoon I took off in a Junkers and flew 
to Ben Gania. After landing, I heard from the Luftwaffe that there were 
no longer any British to be seen in the area of Mechili and to its south. 
Schwerin s column thereupon received the order: " Mechili clear of 
enemy. Make for it. Drive fast. Rommel." The remainder of our 
forward troops were also switched to Mechili. I myself flew off with 
Aldinger in the afternoon to take over personal command of the leading 
units. Towards evening we flew back to look for the th Light Division s 
columns, which we discovered making good speed to the north-east. 
Shortly afterwards we also found my Generalsstajjel* I now sent the 
Storch back and drove up the track in my " Mammoth " 2 to Ben Gania 
in order to get my own idea of the difficulty of the march. Two and a 
half hours later, completely covered in dust, we reached the airfield 
where I was informed that the 5th Light Division had been switched to 
Mechili. Shortly afterwards, Lieut. Schulz arrived back from a recon 
naissance flight and reported that Mechili and its surroundings were 
now held by strong British forces. Earlier in the day Major Heymer had 
been sent on a mission with two aircraft to mine the tracks east of Mechili. 
He had not yet returned. My Ic, 8 Captain Baudissin, had been shot 
down in a H.E. Ill and taken prisoner by the enemy. 

It was now night and too late to fly back to Agedabia. In view of 
the new and rather less favourable situation, I decided to drive up to the 
5th Light Division and take over command of the operation myself. 

We drove at first with headlights. Every now and again we had to 
pick our way past minefields, which we located by the burning vehicles 
standing at their edges. At about midnight, our long and brilliantly 
lit column, winding its way through the desert, was suddenly attacked 
by British aircraft. No damage was suffered, however, and we went on 
our way, this time without lights. At about three in the morning we 

1 Another term for the GefechtsstaffeL 

2 Rommers armoured command vehicle which had been captured from the British 
near Agheila. 

*In the German Army, " Ic " is the Intelligence branch of the General Staff. The 
term is also used, as here, to denote the chief representative of that branch on the staff 
of any formation, high or low. 



THE WAR IN AFRICA FIRST YEAR 

reached the head of the 5th Light Division s column, where we found 
the commander. The column halted and we discovered that we had 
missed our route. According to the speedometer reading we should 
have been in Bir Tengeder long before. There was nothing in sight. 

Shortly afterwards two German aircraft flew over from the north, a 
Henschel and a Storch. They recognised us and landed in spite of the 
rough and stony ground. It was Major Heymer and his men their task 
accomplished. After landing on the airfield at Mechili just before night 
fall and mining the tracks leading to the east, they had lain all night a 
few yards away from their aircraft, keeping watch on the British traffic. 
When morning dawned, they had discovered that British troops had 
taken up position close beside them, but had managed to reach their 
aircraft in a sharp sprint and take off unmolested. For the rest, they 
reported that Mechili was strongly held, with heavy vehicle traffic to the 
east. There was now no time to lose, otherwise the bird would be flown. 
As we were still about 12 miles from Mechili I instructed Lieut. Behrend 
to push forward at top speed with his small combat team to the Mechili- 
Derna track and close it at a suitable point. Lieut. -Col. Ponath, of whose 
force there were unfortunately only 15 vehicles with us, was dispatched 
to Derna, where he was to close the Via Balbia to both directions. Soon 
Count Schwerin arrived with part of his force and he too received orders 
to block the tracks leading out of Mechili to the east. 

At about 07.30 hours, Lieut. Schulz landed at Corps H.Q,. and 
reported the presence of 300 British vehicles at Mechili. General Streich 
also arrived shortly afterwards and I informed him of my intentions. 
Then I drove off with my staff to Count Schwerin s command post. On 
the way we saw numerous British tank tracks in the sand, all going east. 

Unfortunately, we were unable to launch the attack we had planned 
on Mechili on the 6th April with Fabris s force attacking from the east 
and Schwerin s from the south and south-east as Fabris did not arrive 
in the hills east of Mechili until the evening. I had no reports at all that 
evening from a large part of the Corps, distances having become too 
great for wireless communication. 

Colonel Olbrich s column reported to my la [operations chieQ who was 
still in Agedabia, that sandstorms and shortage of petrol had badly held 
up their progress through Msus. In spite of these delays they succeeded 
in taking Msus in the late evening, and continued their march on towards 
Mechili. At about 02.00 hours on the 7th April, Fabris s column reported 
that they were completely out of petrol and were unable to get their 
artillery into position. All petrol reserves held by Divisional H.Q. were 
immediately collected together 35 cans in all and at 03.00 hours, I 
set off with my Gefechtsstafd to get the artillery into position before 
daybreak. In the pitch darkness, however there were not even any 
stars we completely failed to find the column. Even when we repeated 
our attempt next morning, we still had a great deal of trouble before we 



THE FIRST ROUND 115 

eventually found it. Among other vicissitudes, we ran into the rear of a 
British outpost of several Bren-carriers. Although we had only three 
vehicles, and only one of those was armed with a machine-gun, we drove 
at top speed towards the enemy, raising a great cloud of dust which 
prevented them seeing how many vehicles we had behind us. This 
obviously rattled the enemy troops who hurriedly abandoned their 
position. 

After we had supplied the Italian vehicles with petrol, the fdrce 
moved forward in area formation towards Mechili. Soon we came in 
sight of Fort Mechili. Large numbers of enemy vehicles were parked 
there and through glasses we were easily able to pick out the men standing 
about in groups. I led Fabris s column to a point two miles north-east 
of Mechili, where we halted and took up position. At first, the enemy 
showed no sign of putting up a defence, and I sent Lieut. Grohne across 
under a flag of truce with a summons to the British commander to 
surrender. Of course he refused. 

Unfortunately, we had seen no sign yet of Olbrich s force. He should 
have arrived at Mechili long ago, and I took off in my Storch later that 
morning to look for him. We flew at 2,000 feet across the sandy plain 
and soon approached the hills near Mecliili. West of the fort I suddenly 
saw long black columns of vehicles, which I took for Olbrich s. Several 
men laid out a landing cross between the vehicles. At the last moment 
I suddenly spotted the flat helmets of British troops. We immediately 
banked and made off, followed by machine-gun fire from the British 
troops. We were lucky to get away practically unscathed, with only one 
hit in the tail. After that episode, we flew on west at a great height. Some 
15 to 20 miles south-west of Mechili, we saw a number of small vehicles 
travelling east. Their German markings could be clearly identified. I 
landed and found part of 3rd Reconnaissance Battalion, which I im 
mediately put on the right road. After taking off again I discovered 
several columns of German and Italian tanks 15 to 20 miles farther south. 
I landed and pitched into them for being so slow. Apparently the leading 
vehicles, while crossing a dried-out salt marsh, had seen what appeared 
to be a wide stretch of water away to the east and turned back. It was, 
of course, only a mirage a common enough occurrence in that district. 
I now ordered them to press on forward as fast as they could. 

After returning to H.Q. I waited in vain for the arrival of Olbrich s 
force. Finally, in the afternoon I took off in my Storch to look for them 
again. Black smoke was rising from the hill at Mechili probably a 
British vehicle on fire. At one point we crossed a new track on which 
British vehicles were streaming off to the south-east. The Tommies took 
cover when they saw the Storch, but did not open fire. There was 
nothing to be seen anywhere and it was obvious that Olbrich s force had 
once again lost its way. But where? There were tracks in the salt marsh, 
but these soon vanished in the stony country. I was extremely angry and 



Il6 THE WAR IN AFRICA FIRST YEAR 

decidedly worried, because the decision in eastern Cyrenaica depended 
entirely on the early arrival of this force. The sun had already gone down 
and we knew that it would be dark in an hour and a half. We now flew 
north. At last I saw plumes of dust on the horizon. Grown wary after 
the incident with the British landing cross, we flew cautiously up to the 
column. German vehicles they were, however, and we landed near 
Colonel Olbrich s staff. I was extremely angry about the unnecessary 
detour they had made due, it is true, to their ignorance of the road 
and ordered them to get on as f^st as they could. Flying by watch and 
compass, we eventually found my H.Q. again and landed successfully in 
spite of the darkness. During my absence British low-flying aircraft had 
shot up an airstrip and set fire to several Junkers. 

8 April 7941 
DEAREST Lu, 

I ve no idea whether the date is right. We ve been attacking for 
days now in the endless desert and have lost all idea of space or time. 
As you ll have seen from the communiques, things are going very well. 

To-day will be another decisive day. Our main force is on its 
way up after a sso-mile march over the sand and rock of the desert. 
I flew back from the front yesterday to look for them and found 
them in the desert. You can hardly imagine how pleased I was. It s 
going to be a " Cannae ", modern style. 

I m very well. You need never worry. 

Our attack was now due to be launched on the following morning. 
At about 06.00 hours on the 8th April, I flew off in my Storch to the 
front east of Mechili in order to follow the course of action. Flying at 
about 150 feet, we approached a Bersaglieri battalion which had been 
brought up by Colonel Fabris the previous day. The Italians had 
apparently never seen a Storch before and were so completely bewildered 
by our sudden appearance over their heads that they fired on us from all 
directions. At the range of 50 to 100 yards, it was a miracle that we were 
not shot down, and it did not speak well for Italian marksmanship. We 
swung round immediately and soon put a fold in the ground between 
our allies and ourselves. Having no wish to be shot down by my own 
Italians I had the aircraft climb to 3,000 feet, from where we observed 
the situation in safety. The attack on Mechili was obviously making 
progress. A large column of enemy vehicles was on the move from 
Mechili to the west and we flew on in the hope of finding Olbrich s force, 
which must at last be coming up. But there was still no sign of them. 
We did sight an 88-mm. gun with its crew a mile or two west of the 
British. Thinking we would find more of our troops there, we came in 
to land and taxied in to a sandhill, where the Storch piled up. The gun 
commander reported that his gun had been attacked and shot up by 



THE FIRST ROUND 117 

tanks the previous day. There were none of our troops about in the 
neighbourhood and he had sent a man off in a truck to make contact 
with our own forces. I asked him whether he could at least fire on the 
approaching dust cloud, which was being raised by British vehicles. At 
first he said he could, but then he discovered that the man who had 
gone off in the truck had taken the firing-pin. The British vehicles, 
driving in area formation, were getting steadily closer and it was obviously 
high time for us to be off if we were not to find our way to Canada! 
Luckily, the gun crew still had another Jorry left and we drove off in it 
to the south-east, where we shortly found a salt marsh which I recognised 
from my flights of the previous day. From there, we eventually found 
our way back to Corps H.Q. 

Immediately on my return I sent Major Heymer off with a Henschel 
to look for Olbrich and his men, and bring them in at long last to Mechili. 
Meanwhile, more and more of the Ariete were arriving and were im 
mediately put on the march to Mechili. As nothing was yet known about 
the progress of the attack, which had been going on since morning, I set 
off for Mechili with a small staff, to see for myself. It is impossible to take 
the correct decisions without accurate knowledge of the situation. We 
had not gone far before we found ourselves in a violent sandstorm and were 
forced to stop for a while on the next hill. Driving on compass bearing 
through the raging sand, we at length succeeded in finding our way to 
Mechili airfield. From there we groped our way along the telegraph wire 
steadily closer to Mechili, which had meanwhile been taken by our troops. 
As we heard later from General Streich, all British attempts to break out 
to the east they had made several during the morning had collapsed 
in the fire of the German and Italian artillery. The attack which our 
infantry had launched with the few German tanks and A.A. guns, had 
been successful. Meanwhile, Olbrich and his force had arrived. 

At about 12.00 hours, I received a report from Lieut.-Col. Ponath, 
who was barring the Via Balbia at Derna, that prisoners and booty were 
mounting hourly, but that his fighting strength was now greatly weakened 
and he urgently required reinforcements. I immediately sent off 
Schwerin s and Olbrich s forces to Derna. The remainder of the 5th 
Light Division was to hold the captured territory at Mechili. The Ariete 
was also to assemble there for the present. 

Schwerin s force moved off to Derna at about midday and I followed 
shortly afterwards with my Fuehrungsstqffel 1 and the anti-aircraft platoon. 
Just beyond the fort we ran into a sandstorm, which scattered the column 
so badly that it was some time before it could be marshalled again. 
Despite this delay, we managed, by fast driving, to reach Derna by 18.00 
hours, where Ponath reported the capture of 800 prisoners, including to 

iThe Fuehrungsstqffel consisted of the staff branches " la " (operations) and " Ic " 
(intelligence). It was normally sited statically in the forward operations area while 
Rommel himself exercised command on the move with his Gefechtsstajfel (see note, 
page 15). 



Il8 THE WAR IN AFRICA FIRST YEAR 

my great joy, almost the whole of the British staff. Among them were 
General P. Neame, C.-in-C. British Troops in Egypt and Transjordan, 
and General O Connor, the man who had so roughly handled the Italian 
Army. They had been rounded up and taken prisoner by motor-cycle 
troops. 1 The Brescia had already arrived in Derna from Benghazi, 
largely thanks to the energetic intervention of General Kirchheim, who 
had accompanied their advance. 

General von Prittwitz, commander of the 15th Panzer Division, part 
of which had just arrived in Africa, was now instructed to take command 
of the pursuit force and follow up the British to Tobruk. The 3rd 
Reconnaissance Battalion, 8th M.G. Battalion arid 6o5th Anti-Tank 
Battalion were put under his command. Not all this force had anived 
yet, of course, but the machine-gun battalion had already refuelled and 
was ready to continue the pursuit. 

The re-conquest of Cyrenaica was now complete. 2 However, it still 
seemed to me very important to remain on the enemy s heels, and, by 
keeping the pressure up, persuade him to continue his retreat. Even 
though judging by experience to date we could not expect to split off 
and destroy any major part of the enemy army, we would have an 
excellent spring-board in the Marmarica for a possible summer offensive 
against Alexandria, quite apart of course from the high propaganda and 
psychological value that the reconquest of the Italian colony would have, 
especially among the Italians. There was now a good hope that normal 
supply traffic would soon be established along the coast road. 

Several of our units had unfortunately gone astray during the raid 
through the desert. We organised search parties to find and bring in all 
stragglers and had the desert combed by aircraft. A large fire, giving 
out dense clouds of smoke, was kept going in Mechili. 

10 April 1341 
DEAREST Lu, 

After a long desert march I reached the sea the evening before 
last. It s wonderftd to have pulled this off against the British. I m 
well. My caravan arrived at last early this morning and I m hoping 
to sleep in it again. 

^O Connor had been sent up to take over command from Ncame, but with charac 
teristic consideration had preferred to act as adviser until the battle was over. The car 
in which the two were travelling ran into a German patrol, when unescorted, and both 
were captured. 

2 In speaking of Cyrenaica, Germans and Italians apply that term to the western 
part of the country, and describe the area east of Gazala as the Marmarica. 



THE FIRST ROUND - 

FIRST LESSONS 

Probably never before in modern warfare had such a completely 
unprepared offensive as this raid through Cyrenaica been attempted. 
It had made tremendous demands on the powers of improvisation of both 
command and troops, and in some cases commanders had been unable 
to reach their objectives. One thing particularly evident had been the 
tendency of certain commanders to permit themselves unnecessary delays 
for refuelling and restocking with ammunition, or for a leisurely overhaul 
of their vehicles, even when an immediate attack offered prospects of 
success. The sole criterion for a commander in carrying out a given 
operation must be the time he is allowed for it, and he must use all his 
powers of execution to fulfil the task within that time. I had not demanded 
too much on the march to Mechili; this was shown by the fact that 
commanders who had used their initiative had achieved what I asked. 
A commander s drive and energy often count for more than his in 
tellectual powers a fact that is not generally understood by academic 
soldiers, although for the practical man it is self-evident. Later in the 
campaign, when I had had a chance to establish closer relations with the 
troops, they were capable at all times of achieving what I demanded 
of them. 

Later on our advance came in for some criticism on grounds of 
higher strategy. When General Paulus came to Africa he said that our 
rapid and unplanned advance through Cyrenaica had caused the British 
to withdraw their troops from Greece, a move which had been entirely 
contrary to the intentions of the High Command. 1 

To this I would point out: first, I knew nothing of the High Com 
mand s plan for Greece, and, in any case, doubt very much whether we 
could have trapped the British in Greece, assuming that they were in 
the south-west at the time of the German attack. They were, as a rule, 
always able to get their troops away by sea very quickly when it came 
to the point. I need only quote Dunkirk, Andalsnes and, not least, 
Greece itself, where the Royal Navy managed to get away to North 
Africa or Crete by far the majority of the Empire troops known to have 
been there at the time the German offensive opened. 

1 General Paulus was then Oberquartierrneister /at O.K.H. a post best defined as Deputy 
Chief of the General Staff. He was mistaken in his view that Rommel s rapid advance 
in Cyrenaica led to the withdrawal of the British force from Greece. That was due to 
the effect of Yugo-Slavia s rapid collapse under Blitzkrieg attack and the threat to the 
British force s exposed western flank in Greece. As- soon as this happened, the Greek 
authorities suggested that the force should be evacuated in order to spare Greece from 
devastation. The British Commander and the Government promptly concurred. General 
Wilson hurriedly retreated southward to the Peloponnese peninsula, resisting the tempta 
tion to make a heroic stand at Thermopylae, while the Navy hastened to the rescue. 
Three-quarters of the force were safely brought away, although nearly 12,000 were 
left behind along with most of the equipment. 



120 THE WAR IN AFRICA FIRST YEAR 

Secondly, it is my view that it would have been better if we had 
kept our hands off Greece altogether, and rather created a concentration 
of strength in North Africa to drive the British right out of the Mediter 
ranean area. The air forces we employed in Greece should have been 
used for the protection of convoys to Africa, and every possibility of 
gaining shipping space in the Mediterranean should have been exploited 
to the full. Malta should have been taken instead of Crete. Powerful 
German motorised forces in North Africa could then have taken the 
whole of the British-occupied Mediterranean coastline, which would have 
isolated south-eastern Europe. Greece, Yugoslavia and Crete would have 
had no choice but to submit, for supplies and support from the British 
Empire" would have been impossible. The price in casualties of this 
scheme which would not only have achieved our aims in south-east 
Europe, but would also have secured the Mediterranean area and the 
Near East as sources of oil and bases for attack on Russia would not 
have been much greater than the price we did in fact have to pay in Greece, 
Yugoslavia, Crete and North Africa in the summer of 1941. But our 
superiors had inhibitions about undertaking any major operation in a 
theatre of war where supplies had to be brought up by sea, and the 
circles where obsolete and outdated ideas were held in reverence fought 
tooth and nail, both then and later, against any such operation. 

The experience which I had gained during this advance through 
Cyrenaica formed the main foundation for my later operations. I had 
made heavy demands throughout the action, far more than precedent 
permitted, and had thus created my own standards. One is forced again 
and again to re-learn the fact that standards set by precedent are based 
on something less than average performance, and, for that reason, one 
should not submit to them. 

The British had been completely deceived as to our real strength. 
Their moves would have been very astute, if they had in fact really been 
attacked by a force as strong as they had supposed. They had not 
accepted a decisive battle with their weak forces at Agedabia but had 
pulled back in order to concentrate their strength. The capture of 
Mechili was a coup; the enemy had probably not reckoned on our using 
the route through Ben Gania or on our appearing as early as we did in 
front of Mechili. Thus their troops were taken completely by surprise 
and were probably again deceived as to our true strength by the dust- 
clouds which were deliberately stirred up by our troops. Similarly, the 
enemy forces still in Cyrenaica had probably not reckoned on our making 
such a rapid advance to Derna. Hence it was principally our speed that 
we had to thank for this victory. Incidentally, it is of interest to note 
here that about twelve months later the British did make the mistake of 
accepting battle at Agedabia with partial forces. 

Wavell was obviously intending to maintain his hold on Tobruk and 
to supply it by sea, assuming, that is, that our first attacks on the fortress 



THE FIRST ROUND 121 

did not succeed. I knew that we should then find ourselves In an extremely 
unpleasant situation, both tactically and strategically, which would 
. become particularly difficult if the British launched an attack on the 
Sollum front. Either so the British commander s thinking probably ran 
we would pull back to the level of Tobruk, in which case he would 
always have this powerful fortress as a support for his defence, or we 
would continue to hold the Sollum front, in which event we would be 
exposed to a threat from all sides and thus be diverted from further 
operations on Tobruk. 

The following account shows what heavy restraints this situation did 
in the event impose on our conduct of operations. 



ASSAULT ON TOBRUK 

On the gth April we had a great deal to do to complete the admini 
strative arrangements for our supplies and for bringing up more troops. 
A report came in that the enemy had concentrated strong contingents 
of troops round Tobruk and was loading material into ten transports in 
the harbour. Unfortunately, the Luftwaffe was fully occupied in bringing 
up its aircraft and could only put a very few machines in the air. When 
the commander of the Brescia arrived at about midday I informed him of 
my intentions, which were for the Brescia and, later, the Trento to attack 
Tobruk from the west, raising a great cloud of dust in the process ana 
tying down the enemy strength, while at the same time the 5th Light 
Division made a sweep through the desert round the south of Tobruk 
in order to attack it from the south-east. 

Early in the afternoon, Aldinger and I arrived in Tmimi, where our 
advance troops were located, and I informed General von Prittwitz 
of the plan for Tobruk. 

Meanwhile, I imagined that the 5th Light Division was on the march 
for Tmimi. It was now of the utmost importance to appear in strength 
before Tobruk and get our attack started as early as possible, for we 
wanted our blow to fall before the enemy had recovered his morale 
after our advance through Cyrenaica, and had been able to organise 
his defence of Tobruk. I therefore flew off in the direction of Mechili to 
meet the 5th Light Division, but after 30 miles was forced by^a rising 
Ghibli to break off the flight and return to Derna. After waiting for 
the sandstorm to abate a little I took off again and arrived in Mechili 
at 16.30 hours, and found the whole of the 5th Light Division still there. 
They had imagined they could allow themselves a couple of days for 
maintenance work on their vehicles. This was far from being my idea 
and I ordered the division to move on through Tmimi that night and to 
be in the Gazala area, which was to be their starting point for the attack 
on Tobruk, by daybreak. 



THE WAR IN AFRICA FIRST YEAR 

In the early hours of the loth April, I drove off in die direction of 
Tobruk and found 3rd Reconnaissance Battalion 30 miles west of the 
fortress. Unfortunately, they had not yet started their switch to^the right 
for their outflanking attack. I now ordered General von Prittwitz to 
launch his attack immediately astride the road to Tobruk and 3rd 
Reconnaissance Battalion to move up through Acroma to El Adem. I 
then drove off towards Tobruk again and found the leading troops of the 
machine-gun battalion in attack ten miles from Tobruk. Heavy British 
artillery fire from Tobruk soon brought their attack to a halt. We had 
at that time no real idea of the nature or position of the Tobruk defences. 
The air shimmered and a sandstorm began to blow up; soon the 
visibility, which had so far been good, closed right down and I drove 
back. At about midday, Count Schwerin reported to me at a point 
some 25 miles west of Tobruk that General von Prittwitz had been killed 
a few hours earlier by a direct hit from an anti-tank gun. 

To the 5th Light Division I gave orders, after they were relieved by 
the Brescia, to thrust forward to the Via Balbia east of Tobruk and close 
the fortress in. Meanwhile, the Ariete had been located at Bir Tengeder 
and ordered forward to El Adem. 

As the situation was rather confused I spent next day at the front 
again. It is of the utmost importance to the commander to have a good 
knowledge of the battlefield and of his own and his enemy s positions 
on the ground. It is often not a question of which of the opposing 
commanders is the higher qualified mentally, or which has the greater 
experience, but which of them has the better grasp of the battlefield. 
This is particularly the case when a situation develops, the outcome of 
which cannot be estimated. Then the commander must go up to see for 
himself; reports received second-hand rarely give the information he 
needs for his decisions. 

We first jolted in our Mammoth down a freshly made track running 
south from Acroma, and then turned east to approach the Tobruk-El 
Adem road about 2^ miles north of El Adem. British tanks and armoured 
cars were moving about on a ridge in front of us apparently El Adem 
had not yet been taken by 3rd Reconnaissance Battalion. On the high 
ground north-east of El Adem, we discovered a tented camp, which the 
enemy had already abandoned. British artillery was heavily shelling 
elements of the 5th Light Division standing on the road, and soon their 
shells began to fall near us. I met Lieut.-Col. Count Schwerin on the 
Tobruk-El Adem road and instructed him to close on Tobruk from the 
east and prevent any attempts at a break-out. Then I drove back to 
Acroma to bring up more forces. There was now nothing to be seen of 
German troops anywhere on the south-west front of Tobruk. The roof 
of the Mammoth made an excellent observation tower and gave us a 
wide view over the whole country necessary in that dangerous corner 
where it would have been only too easy for a British scouting party to 



THE FIRST ROUND 123 

have picked us up. At last I found the staff of the 5th Light Division. 
Soon afterwards 5th Panzer Regiment came up with 20 tanks and the 
machine-gun battalion; they were immediately sent in to attack Tobruk 
from the south-east. I now went forward again into the assembly area* 
Scattered British artillery fire was falling at a few points* The attack 
seemed to be meeting more difficulties in the open desert than I had 
anticipated. 

During the afternoon 3rd Reconnaissance Battalion reported the 
capture of El Adem and I instructed them to continue the pursuit to 
Bardia. Other forces were now coming in steadily. 

On the nth April, the envelopment of Tobruk was complete and the 
first attack began. Stukas attacked the defence works, the layout of 
which was still completely unknown to us. More troops arrived on the 
1 2th April and it was decided to open the first major attack on the 
stronghold that afternoon. Bardia was taken that day by 3rd Recon 
naissance Battalion. 

The Brescia Division, which had meanwhile taken over the western 
front of Tobruk, opened the attack in the afternoon. The 5th Light 
Division was not too happy about its orders for the attack and raised a 
number of objections which I had to brush aside. It was a day of driving 
sand and there was no need to concern ourselves about aimed British 
artillery fire. The 5th Light Division s attack finally got under way at 
about 16.30 hours, I drove north in my Mammoth behind the tanks. 
Enemy artillery scattered shells over the area as the tanks approached, 
but caused few casualties. The 5th Panzer, Regiment halted when they 
arrived at the break-in point and, of course, came under heavy artillery 
fire. Finally, the tanks were brought to a standstill in front of an anti-tank 
ditch, which we were not then in a position to blow in. Tobruk s defences 
stretched much farther in all directions, west, east and south, than we 
had imagined. We had still not been able to get hold of any of the plans 
of the defences, which were held by the Italians. 

After the failure of this attack, I decided to renew the attempt a few 
days later when more artillery and the Ariete had arrived. In no circum 
stances was the enemy to be allowed time to complete the organisation of 
his defence. 

For the isth I ordered a reconnaissance raid by the 5th Light Division 
in which the reconnaissance groups were, if possible, to penetrate to the 
crossroad inside the Tobruk defences and blow in the anti-tank ditch. 
To divert the attention of the enemy command, the Brescia Division 
was to pin down the enemy west of the fortress by fire, and, by raising 
as much dust as possible, to simulate the existence of large-scale assembly 

areas. 

After the failure of the previous raid on Tobruk, the 5th ^ Light 
Division had lost confidence in itself and was unwarrantedly pessimistic 
about my plan to open our main attack on the I4th. The division s 



124 THE WAR IN AFRICA FIRST YEAR 

command had not mastered the art of concentrating its strength at one 
point, forcing a break-through, rolling up and securing the flanks on either 
side, and then penetrating like lightning, before the enemy has had time 
to react, deep into his rear. 1 My estimate of the enemy at that time was 
that we had a good chance of executing such an operation with the 
forces we had. All it wanted was a little initiative and some realistic 
thinking to find a way. Unfortunately, I had not had the opportunity 
of training my formations personally before the raid through Cyrenaica, 
otherwise we would have measured up much better to the tasks which 
faced us at Tobruk. 

There being still no sign of the Ariete, which was to back up the 5th 
Light Division s attack, I set off myself to bring it up. I met the head 
of the [Ariete] division 22 miles west of El Adem and ordered its com 
mander, General Baldassare, to take his force into the area north of 
El Adem. 

At about 18.00 hours, 8th Machine-Gun Battalion began its raid 
under the excellent leadership of Lieut-Col. Ponath. Its objective, as 
already said, was to demolish the anti-tank ditch and create a bridge 
head in the British defence zone. The supporting fire of the German and 
Italian artillery concentrations was well placed. The i8th A. A. Battalion s 
batteries, under the personal command of Major Hecht, brought the 
enemy strong points under direct fire, obviously with considerable success. 
The progress of our tanks and anti-tank troops seemed to me somewhat 
on the slow side. The British were scattering the country here and there 
with artillery fire, but we were suffering no great losses. Evening came 
and we had still received no definite reports as to whether the demolition 
of the anti-tank trench had been successful. It was, however, clear that 
Ponath had broken into the British positions, formed a bridgehead and 
thus created the conditions for the next day s attack. 

Meanwhile, the position on the Sollum front had become more or 
less stabilised. Sollum and Capuzzo had been taken and the British 
were keeping fairly quiet, 

14 April 1941 03.00 
DEAREST Lu, 

To-day may well see the end of the Battle of Tobruk. The British 

were very stubborn and had a great deal of artillery. -However, we ll 

bring it off. The bulk of my force is now out of the desert after a 

fortnight of it. The lads stuck it magnificently and came through the 

Pommel here succinctly describes the combined features of the " Blitzkrieg " method 

that was executed with such decisive effect by the German armoured forces in the 

opening campaigns of the war. It could not be better epitomised in a sentence. To find 

an expressive name for it is more difficult Blitzkrieg (lightning war) is too vague. 

When setting forth the compound idea in 1920 I christened it the " expanding torrent," 

which perhaps comes nearer to conveying the combination of concentration initial 

penetration lateral expansion exploitation by deep penetration. 



THE FIRST ROUND 125 

battle, both with the enemy and nature, very well. We ve even got 
water again. 

Start time for the 5th Light Division s attack was now fixed for 00*30 
ours on the i4th. Artillery Regiment Grati and i8th A.A. Battalion 
rere instructed to work in closest co-operation with the 5th Light 
)ivision. I advised the division to be sure to secure the flanks of its 
enetration and to bring the artillery up quickly. 

The attack opened punctually to time, with heavy artillery support, 
onath soon reported that he was making good progress. At daybreak 
drove up to a point about 100 yards south of the wire to see for myself 
.ow the operation was developing. The attack seemed to be well under 
ray and light signals were rising in the north* Suddenly British shells 
icgan to fall in our neighbourhood and we were forced to withdraw after 
he aerial of our signals vehicle had been cut through by a splinter. 
Jnfortunately, there was nothing to be seen of the force which should 
tave been covering the flanks, although a penetration had obviously 
>een made through the enemy positions west of the road. I therefore 
Irove straight off to the Ariete and ordered them to follow up. 

On returning to Corps H.Q. at about 09.00 hours, I. found a report 
rom the 5th Light Division saying that their attack had come to a stand- 
till, caused by the fact that their penetration of the enemy line had 
>een too narrow. Shortly afterwards General Streich and Colonel 
Dlbrich arrived at my H.Q. Olbrich reported that he had already had 
lis tanks at a point two and a half miles south of the town, but they had 
hen come under a murderous British fire and had withdrawn to the level 
>f Corps H.Q. He added that a large part of the infantry had probably 
)een lost. I was furious, particularly at the way that the tanks had left 
he infantry in the lurch, and ordered them forward again immediately 
;o open up the breach in the enemy line and get the infantry out. I 
loped to get the attack moving again after the arrival of the Ariete, and 
mmediately drove back to them to see that they were carrying out my 
>rders. Unfortunately, nothing had yet been done. I spurred the division 
:m to the utmost speed. 

When I returned to the 5th Light Division at about midday, I found 
iiat practically nothing had been done because of the heavy enemy fire, 
[n these circumstances I had no choice but to abandon the attack on 
Tobruk for the moment, and to try to establish contact with Ponath s 
battalion and fight a way out for them. 

I then drove off to the Ariete for the third time and informed them 
Df my decision. I ordered them to take over the sector south of Ras el 
Madauer, adjoining the 5th Light Division, and accompanied them 
forward myself at about 17.00 hours. South-east of Gasr el Glecha they 
received a few rounds of artillery fire from Tobruk. The confusion was 
indescribable. The division broke up in complete disorder, turned tail 



126 THE WAR IN AFRICA FIRST YEAR 

and streamed back in several directions to the south and south-west. 
Their commander, General Baldassare, was away with me at the time 
reconnoitring the ground north of Gasr el Glecha; with night coming 
on, he had the greatest difficulty in getting his division under control 
again and moving it forward into its allotted position. 

We were unable to establish contact with Ponath s battalion on the 
night 14-15 April. A large part of the battalion had been wiped out. 
Lieut. -Col. Ponath himself, who had received the Knight s Cross for his 
exploits during the advance through Cyrenaica, had been killed. 

When the Panzer Army Afrika eventually broke into Tobruk, on the 
2Oth June of the following year, and took possession of the British positions 
south of the road fork 3 miles south of the town, I found there the remains 
of several German tanks which had been put out of action by British 
artillery and anti-tank guns on the I4th April 1941. They had reached 
the hill and thus gained the most important point of the Tobruk defences. 1 
Had the 5th Light Division been in a position to secure its two flanks 
and thus allow the artillery and the Ariete to follow through the breach, 
Tobruk would probably have fallen on the I4th or 15th April 1941. 

16 April 1941 
DEAREST Lu, 

The battle for Tobruk has quietened down a bit. The enemy is 
embarking, so we can expect the fortress to be ours very shortly. 
Then we ll probably come to a stop. Nevertheless, our small force 
has achieved a tremendous amount, which has put a different picture 
on the whole campaign in the south. 

On the move a lot and very busy. 

My plan now was to take the hill, Ras el Madauer, using elements of 
the Ariete and Trento and several German companies attacking under 
strong artillery support. 

At 17.00 hours on the i6th April, I launched the armoured battalion 
of the Ariete (6 medium and 12 light tanks) against hill 187. We accom 
panied the attack on its left flank. Instead of halting south of the hill and 
then dismounting and observing the country through glasses, the Italians 
drove to the highest point of hill 187 and then proceeded to halt. It was 
not many minutes of course before British artillery opened fire on the hill, 
whereupon the Italians promptly retired at top speed and halted, confused 
and undecided, in a wadi. I tried to get the Italian tank commander 
to advance in open order on Ras el Madauer, but without success. 

All this while Lieut. Berndt was observing the advance of the Italian 

1 Rommel was mistaken here. Olbrich s tanks never, in fact, reached this point. 
Chester Wilmot who was the Australian Broadcasting Gommision s war correspondent, 
and in Tobruk during the siege has told me that the wrecked German tanks which 
Rommel saw had been towed there by the British for use as targets in anti-tank gun 
practice shoots. 



THE FIRST ROUND 

infantry. Progress at first was in perfect order, but suddenly the Italians 
turned and fled in a wild rout to the west. I instructed Berndt to take 
an armoured car and drive to the Italians as fast as he could to find out 
what was wrong. All sound of battle had ceased. Half an hour later 
Berndt reappeared and reported that he had been told by an Italian 
infantryman that the enemy was attacking with tanks. After moving 
on a few hundred yards to the east, he had seen a British scout car 
herding away a company of Italians with their hands up and had at 
once opened fire on the scout car in order to give the Italians a chance 
to run. They had run towards the British lines. Finally, a British 
armoured vehicle had taken them over. 

I now drove off with three anti-tank guns in order to save what was 
left. I was unable to persuade the Italian tank crews to come with us. 
Under Berndt s command, the anti-tank gunners succeeded in shooting 
up several British Bren-carriers. However, the Italian battalion, which 
had had no effective anti-tank weapons, had meanwhile been rounded 
up and carried off by the enemy. My Adjutant, Major Schraepler, who 
had accompanied the first wave of the Italians, had managed to escape 
capture. He said that the Italians had advanced in too dense a mass. 
He was now holding the heights round Acroma with what was left of the 
Italians, and I sent him two more rifle companies to make up his strength. 

The reason for attacking the Ras el Madauer was because the British 
were in a position there to threaten our supply route through Acroma. 
So a further attempt was to be made on the i yth. The Ariete, although 
they had not yet seen any action, now had only 10 tanks left out of the 
100 odd with which they had started the offensive. The remainder had 
fallen out, due to engine failure or some other mechanical trouble. It 
made one s hair stand on end to see the sort of equipment with which 
the Duce had sent his troops into battle. 

But again nothing went right in our next attack. The attacking force 
had instructions to advance from one dip in the ground to the next, 
waiting each time until supporting fire had first been secured. But the 
company commanders ignored their instructions and made a blind dash 
straight for the enemy. The Ariete s armour was led by Lieut. Wahl, an 
interpreter on the 5th Light Division s staff. Contrary to their orders to 
remain behind the infantry, they pushed on far ahead and soon vanished 
out of sight. There was no means of communicating with them and their 
location was unknown. Meanwhile, the leading infantry reached the 
wire in front of Ras el Madauer without meeting any opposition of 
consequence. 

Suddenly at about 13.00 hours, a single tank appeared north of the 
summit of Ras el Madauer, moving towards our line with its gun trained 
on us. In the dust it was impossible to see if there were any more following 
it. Fearing that the enemy was again using tanks in an attempt to 
destroy my infantry, who were defenceless against armour, I quickly 



128 THE WAR IN AFRICA FIRST YEAR 

brought up my three anti-tank guns. More tanks had meanwhile been 
sighted. An exchange of fire developed and two tanks were hit, which, 
to our great consternation, turned out shortly afterwards to be Italians. 
Lieut. Wahl did not return; he had obviously pushed his tank right 
forward into the enemy positions and been shot up. The infantry attack 
had also come to a standstill in the enemy wire. All further attempts to 
penetrate into the British positions failed. It was now finally clear that 
there was no hope of doing anything against the enemy defences with the 
forces we had, largely because of the poor state of training and useless 
equipment of the Italian troops. I decided to break off the attack until 
the arrival of more troops. 

On the i gth April, I drove to Bardia, where I found that the fortress 
had not been occupied by my troops. Vast quantities of Italian war 
material mainly vehicles and hundreds of guns which had been left 
behind by Marshal Graziani s army lay on either side of the road. I 
decorated Lieut.-Col. von Wechmar with the Knight s Cross. I also 
gave orders for Bardia to be occupied immediately by a German company. 
As it happened, the British sent a sizeable sabotage group into the 
fortress that night, all 56 of whom, including a regular major, were taken 
prisoner. 

On the way back, we were twice attacked by British ground-strafing 
aircraft about 10 miles west of Bardia. Corporal Eggert, the driver of 
my cross-country vehicle, was killed; the vehicle received 25 hits. My 
dispatch rider, Private Kanthak, was also killed. The driver of the 
Mammoth was wounded by a bullet which came through the visor. 
Leaving Berndt with the damaged vehicles, I climbed into the driving 
seat of my Mammoth and drove myself. The road was in a frightful state. 
I wanted to get back to H.Q. that night and turned off south before 
Tobruk with the object of by-passing it through the desert. It was a 
pitch-black night and we tried to navigate by the stars, but the sky 
eventually clouded over so that I was forced to give up the attempt and 
wait till morning. 

The plans of the Tobruk defences had now at last arrived from the 
Italian High Command. They included detailed maps of the layout of 
the fortifications and plans showing the construction of individual defence 
works. From these plans it appeared that the defences consisted of two 
lines of strong-points, not in the usual form of concrete pill-boxes with 
loop-holes, but completely sunk into the ground. The outer belt was 
surrounded by an anti-tank ditch, covered with thin boarding disguised 
by a layer of sand and stones on top, so that it could not be detected even 
at the shortest distance. Each defence work had a diameter of about 90 
yards and consisted of several heavily concreted dugouts, each holding 
30 to 40 men. The individual dugouts were inter-connected by a com 
munications trench, which had emplacements for machine-guns, anti 
tank guns and mortars at each angle. As with the anti-tank ditch, the 



THE FIRST ROUND 

communications trench, which was 8 feet deep, was covered with boards 
topped lightly with earth and could therefore easily be opened up at any 
point. Each work was surrounded by strong wire entanglements and all 
were inter-connected by barbed wire. The second defence line, which 
lay two to three thousand yards behind the first, was of similar design, 
but without the anti-tank ditch. 

It was now my endeavour to pull the motorised troops out of the 
investing front round Tobruk in order to make them available for mobile 
use. I accordingly asked the Commando Supremo to send me two further 
static divisions. 

I continued, in the days ahead, to work on a plan for attacking 
Tobruk, especially as we now had some idea of the form and layout of 
its defences. -I intended to instal the main body of the Brescia Division 
in fixed positions on Tobruk s eastern front, thus freeing 2nd M.G. 
Battalion, and to use part of the Trento Division to occupy Bardia and, 
if possible, Sollum, in order to release the Battalion Knabe. The main 
attack was to be made by the I5th Panzer Division as much of it as 
had arrived in Africa reinforced by units of the Ariete; the line of the 
attack was to be through Ras el Madauer into the rear of the fixed 
defences. Simultaneous with the main attack, the 5th Light Division 
was to mount a secondary attack on the south-east front. I had hopes 
of launching the attack at tlie end of April or the beginning of May. 

21 April 194.1 
DEAREST Lu, 

Things are slowly quietening down and Pm at last able to collect 
my thoughts after three weeks of offensive. It s been very hectic for 
the last few weeks. We re hoping to pull off the attack on Tobruk 
very soon now. 

We re lying at the moment in a rocky hollow, widely dispersed 
on account of the very active British aircraft. Froehlich is doing some 
tidying up over on the other side. But the strengths are fairly equal 
and there s some doubt as to whether the British are not bringing 
in new forces every day. 

But before many days had passed we suffered a new reverse. On 
the morning of the 22nd the enemy overran Battalion Fabris on Hill 201 
and then moved on towards Acroma. I immediately alerted the i5th 
Panzer Division, part of which had now arrived, and ordered it to occupy 
the Via Balbia east of Cantoniera 31 [road maintenance depot, 31 km. 
from Tobruk], Soon machine-gun fire was reported from in front of 
Acroma. At this news I drove across there as fast as I could go. We 
overtook Gosth Anti-tank Battalion on the way and took them along 
with us. On arrival, we heard that the enemy had actually taken prisoner 
the greater part of Fabris s staff, after which the six British tanks which 



130 THE WAR IN AFRICA FIRST YEAR 

** 

had made the attack had moved on into the Italian gun positions, 
destroyed the guns and captured the crews. The six Italian tanks which 
had been put there to protect the position, and which should have been 
perfectly capable of engaging and driving off the enemy tanks, had been 
sent back by Colonel Fabris. I immediately took a combat group to the 
Fabris Battalion s positions, where we found vehicles and motor-cycles 
still burning; the guns of two batteries seemed to be still quite serviceable. 
Needless to say, I was not very pleased at this curious behaviour in face 
of the enemy. 

Meanwhile, feverish training was going on among the forces detailed 
for the attack, as it has become only too evident that the training of our 
infantry in position warfare was nowhere near up to the standard of the 
British and Australians. This we now intended to correct. On my in 
spections, both German and Italian troops made a very good impression. 
I soon gave up my plan for the 5th Light Division to attack on the south 
east side of Tobruk, as the division had little taste for the project, because 
of the open terrain and lack of cover. 

Major Schraepler, Rommefs Adjutant, to Frau Rommel: 

22 April 
MY DEAR FRAU ROMMEL, 

I realise that there is a possibility that it may cause you a shock 
to receive a letter bearing my name as sender; nevertheless, I am 
taking this risk in order to give you the assurance that all is .well with 
your esteemed husband. 

He will have had little time for writing during the past few days, 
as they have been very full for him, and very worrying too. His 
endeavour and the desire of every one of us to be not only in, but 
far beyond Tobruk, is at the moment impossible to realise. We have 
too few German forces and can do nothing with the Italians. They 
either do not come forward at all, or if they do, run at the first shot. 
If an Englishman so much as comes in sight, their hands go up. You 
will understand, Madam, how difficult this makes the command for 
your husband. I am certain, however, that by the time this letter 
arrives you will not have much longer to wait for the special com- 
muniqud announcing the capture of Tobruk, and then things will 
begin to move again. 

We are now located in a rocky ravine, where enemy aircraft will 
find it difficult to spot us. We also have some German fighters here 
now, which keep the British bombers and low fliers away. Field 
Marshal Milch has promised your husband still further support. 

Though we do not live as well as we did in France, we are still 
not doing badly. Captured British stores provide an improvement 
to the army rations. You may rest assured, Madam, that Guenther 




Rommel on the Via Balbia, April 1941, in the Mammoth, a British armoured 
command vehicle captured during Rommel s first advance through Cjrenaica. Left, 
Lt.-Col. von dem Borne, his Chief of Staff at the time 

Rommel s Main Headquarters on the Via Balbia, photographed from his Storch 










<t f * * i , t 




Rommel s Advanced Headquarters near Tobruk photographed from his Storch 



Rommel outside his caravan 




THE FIRST ROUND 

looks after your husband very well within the limits of what can be 
done, I am very glad that your husband has an Italian caravan, 
which at least offers him some comfort and quiet, and protection 
against the cold nights. The Italians are past masters at such 
amenities; others we will provide for ourselves in Cairo. 

The latest issue of Das Reich to arrive contained an article on your 
husband, which you will no doubt have already read. Your husband 
was very angry about it and wrote the word " Nonsense " in the 
margin. I have discussed it with Berndt, the Deputy Reichspressechef 
who is serving here on Corps staff. All Germany knows of the 
tremendous achievements of your husband, and there is no need for 
a paid hack to write untrue statements about them. 

(Signed : Schraepler.) 

23 April TQ4i 
DEAREST Lu, 

Heavy fighting yesterday in front of Tobruk. The situation was 
highly critical, but we managed to restore it. There s little reliance 
to be placed on the Italian troops. They re extremely sensitive to 
enemy tanks and as in 1917 quick to throw up the sponge. Newly 
arrived German units have now made the situation rather more secure. 

I had a meeting with Gariboldi and Roatta yesterday. Minister 
Terruzzi was also present. I was ceremonially awarded the Italian 
" Medal for Bravery." I am also supposed to be getting the Italian 
" Pour le M6rite." What a trivial business it all is at a time like this. 
I ve been able to have my sleep out during the last few days, so now 
I m ready for anything again. Once Tobruk has fallen, which I hope 
will be in ten days or a fortnight, the situation here will be secure. 
Then there ll have to be a few weeks pause before we take on anything 
new. 

How are things with you both? There must be a whole lot of post 
lying at the bottom of the Mediterranean. 

P.S. Easter has slipped by unnoticed. 

25 April 1941 

Things are very warm in front of Tobruk. I shan t be sorry to 
see more troops arrive, for we re still very thin on the long fortress 
front. I ve seldom had such worries militarily speaking as in the 
last few days. However, things will probably look different soon. 

. . . Greece will probably soon be disposed of and then it will be 
possible to give us more help. Paulus is due to arrive in a few days. 
The battle for Egypt and the Canal is now on in earnest and our 
tough opponent is fighting back with all he s got. 

The attack on Ras el Madauer was opened at about 18.30 hours on 



132 THE WAR IN AFRICA FIRST YEAR 

the 30th April by our Stukas. Sirens screaming, they swooped down on 
the enemy positions and the hill was soon hidden by a thick pall of smoke 
and dust. Our artillery opened fire on the break-in points with good 
effect, as far as we could see. The attack on the outer defence line was 
completely successful, the enemy line being penetrated to a depth of 
up to two miles immediately north and south of the Ras el Madauer. 
The enemy fought with remarkable tenacity. Even their wounded went 
on defending themselves with small arms fire and stayed in the fight to 
their last breath. At about 21.00 hours the commanding hill of Ras el 
Madauer was attacked in the rear and taken by Battalion Voigtsbcrger. 
The enemy put up a heavy defensive barrage, but it was directed mainly 
at the point of our feint attacks on the roads leading from Derna and El 
Adem towards Tobruk. Unfortunately, a few forts and strong points 
continued to hold out all night, and our attacking force foolishly allowed 
itself to be drawn into a fight for these points before pushing on with its 
main attack. This should really have been a job for a few storming 
parties. It is a great mistake to allow oneself to be diverted from the 
main line of one s plan by relative trivialities. 

The Ariete was now put on the march with orders to close up on the 
Kirchheim Group during the night. Driving east to Kirchheim s H.Q. 
next morning [ist May], I met part of the Ariete, which should have 
moved into the captured positions long before. As I stopped at Kirch 
heim s H.Q., the Italian force was just halting, unloading its weapons 
and ammunition and going into position. 

I was extremely annoyed and charged Major Appel with the task of 
getting the Italians forward. He made a great effort, but did not achieve 
much. With British artillery fire sweeping the whole area, the Italians 
crept under their vehicles and resisted all their officers attempts to get 
them out again. 

Shortly afterwards a batch of some fifty or sixty Australian prisoners 
was marched off close beside us immensely big and powerful men, who 
without question represented an elite formation of the British Empire, a 
fact that was also evident in battle. Enemy resistance was as stubborn 
as ever and violent actions were being fought at many points. All the 
same, I continued for some time to think that we would be able to 
maintain our attack and take Tobruk. The only question was whether 
we had enough troops to go on feeding the attack long enough. After a 
while I went off to the attacking front, riding part of the way and walking 
the rest, in order to get a picture of the situation for myself. On arrival 
I gave orders for the captured positions to be occupied immediately, in 
order to guard against unpleasant surprises. 

But next day [2nd May] it became obvious that we were not strong 
enough to mount the large-scale attack necessary to take the fortress, 
and I had no choice but to content myself with what we had achieved, 
namely, the elimination of the threat to our supply route from enemy 



THE FIRST ROUND 133 

positions on the Ras el Madauer. It was now impossible to contemplate 
anything more for the present than isolated operations against individual 
strong points, 

The next few days brought several British counter-attacks against the 
captured sector, which were beaten off with little result. Many of the 
British troops engaged in these attacks were depressed and in poor spirits 
because of water shortage, their ration being under a pint a day. 

6 May 1941 
DEAREST Lu, 

There was too much doing yesterday for me to write. We ve had 
several days of Ghibli, which has left us all quite limp. It seems to 
be gradually getting better now. 

Paulus has now gone, although Froehlich has just phoned to say 
that he couldn t fly because of the Ghibli. Water is very short in 
Tobruk, the British troops are getting only half a litre [just under a 
pint]. With our dive-bombers I m hoping to cut their ration still 
further. 

The heat is getting worse every day and it s a relief when night 
comes. One s thirst becomes almost unquenchable. 

In this assault we lost more than 1,200 men killed, wounded and 
missing. This shows how sharply the curve of casualties rises when one 
reverts from mobile to position warfare. In a mobile action, what counts 
is material, as the essential complement to the soldier. The finest fighting 
man has no value in mobile warfare without tanks, guns and vehicles. 
Thus a mobile force can be rendered unfit for action by the destruction 
of its tanks, without having suffered any serious casualties in man-power. 
This is not the case with position warfare, where the infantryman with 
rifle and hand grenade has lost little of his value, provided, of course, he 
is protected by anti-tank guns or obstacles against the enemy s armour. 
For him enemy number one is the attacking infantryman. Hence position 
warfare is always a struggle for the destruction of men in contrast to 
mobile warfare, where everything turns on the destruction of enemy 
material. 

The high casualties suffered by my assault forces were- primarily 
caused by their lack of training. Even in the smallest action, there are 
always tactical tricks which can be used to save casualties, and these must 
be made known to the men. It frequently happened that dash was used 
where caution was really needed, with, of course, casualties as the result. 
On the next occasion, when boldness really was required, the men would 
be over-cautious. In these small-scale infantry tactics in particular, what 
is wanted is a maximum of caution, combined with supreme dash at the 
right moment. 

The captured Ras el Madauer positions lay under continuous British 



134 THE WAR IN AFRICA FIRST YEAR 

artillery fire. Our defence works were shallow the ground was too 
rocky to dig in far with the result that the troops were forced to remain 
motionless all day, exposed defenceless to thousands of flies. Many men 
had dysentery and the conditions were frightful. To disperse the enemy 
artillery fire, we installed dummy tanks mainly in the sector held by 
the Brescia and these did in fact soon draw heavy fire from the British 
artillery. Unfortunately, the troops had no idea of how to use such 
devices, which must be kept continually moving and not be left standing 
for a fortnight on the same spot. I made repeated visits to the front to 
try to inculcate in the troops some up-to-date ideas in position warfare 
appropriate to the conditions they were facing. 

The Italians had acquired a very considerable inferiority complex, 
as was not surprising in the circumstances. Their infantry were practically 
without anti-tank weapons and their artillery completely obsolete. Their 
training was also a long way short of modern standards, so that we were 
continually being faced by serious breakdowns. Many Italian officers 
had thought of war as little more than a pleasant adventure and were, 
perforce, having to suffer a bitter disillusionment. 

One thing that worked very seriously against us was the fact that the 
Luftwaffe in Africa was not subordinate to the Afrika Korps. As a result, 
fighter and ground-strafing groups were used more in a strategic role 
than tactically in support of the ground forces. It would have been far 
better for the cause as a whole if the Luftwaffe Commander Afrika had 
been responsible for the tactical requirements of the Afrika Korps while 
X Luftwaffe Corps took care of the strategic tasks. 

The supply situation was none too good, due to the fact that the 
Italian transport fleets were still arriving at Tripoli and making too little 
use of Benghazi. This meant a tremendous strain on our road transport. 
The German quartermasters had, it is true, wasted no time in organising 
coastal shipping, but here again, far more could have been done with a 
little more activity on the part of the Italians. 

Little came of the operations planned against individual British 
strong-points, as the Axis forces, despite all their training, were still not 
up to these difficult tasks. 



BATTLE ON THE FRONTIER 

The siege of Tobruk stood or fell by the maintenance of our Sollum 
positions. It was therefore necessary to apportion out the tasks of the 
German-Italian forces in North Africa, as follows: 

One force to keep Tobruk securely closed in and hold the line 
against any break-out attempt by the enemy garrison. 

A second force to hold the line at Sollum and at the same time 



THE FIRST ROUND 135 

provide a mobile defence against any enemy turning movement in 
the area bounded by Bir Hacheim, Ga2ala, Sollum and Sidi Omar, 
in order to prevent the enemy operating against the rear of our forces 
round Tobruk. 

Non-motorised troops, of which unlike the British we had a great 
number, could only be employed with any prospect of success in* the 
following ways : 

In the investing front round Tobruk. 

In holding the static Sollum-Sidi Omar line. 

In holding Bardia. 

This ineant that the main weight of the fighting in any British attack 
from the east had to be carried by our motorised forces. The purpose of 
occupying a number of fixed positions was merely to deny certain opera 
tions to the enemy. The motorised forces could not be given any second 
task, and consequently could not at one and the same time be earmarked 
for the mobile defence and be committed in the siege of Tobruk. 

Accordingly it was our aim, firstly to hold the fixed positions detailed 
above with adequate non-motorised forces, and secondly to hold ready a 
motorised force strong enough to provide adequate opposition to any 
enemy offensive concentration against our Tobruk front, and at the same 
time to beat off an attack by the British motorised forces located east of 
Sollum. To this end the motorised forces in the static lines were to be 
relieved by non-motorised troops. 

Our dispositions at the middle of May were far from fulfilling these 
requirements. The Sollum front was not yet fully manned by infantry; 
in fact, all it consisted of was a few light combat groups holding something 
in the nature of an outpost line. A surprise attack by the Herff force had 
brought us the Halfaya Pass, but fortification of this or of the Sollum Pass 
had hardly begun. 

In these circumstances, we looked forward with no little anxiety to 
the attack which we were shortly expecting the British to launch on 
Sollum. 

To prepare for the worst I had already given instructions for a line 
to be constructed at Gazala. The defences were to be laid out in a similar 
manner to those at Tobruk, which had shown themselves so admirably 
suited to meet modern methods of attack. But how to withdraw the non- 
motorised German and Italian forces to that line remained, of course, 
a problem. 

In the early hours of the i5th May, the British launched an attack 
on our forces near Sollum. While our strong points on the Halfaya Pass 
and along the frontier were attacked frontally, British armour moved 
forward from the Habata area along the escarpment, first to the north- 



136 THE WAR IN AFRICA FIRST YEAR 

west and then to the north, towards Capuzzo. The troops holding the 
strong points and the mobile units of HerfFs force both suffered con 
siderable losses and our forces were pressed steadily back to the north. 
This attack was launched by Wavell with the idea of catching Rommel 
unawares before the expected arrival of the i$th Panzer Division, and in the hope 
of driving him back west of TobruL The attack was carried out by General Gott 
with the 7th Armoured Brigade (comprising some 55 tanks] and the 22nd Guards 
Brigade. 

I accordingly sent a Panzer battalion reinforced by A.A. guns, under 
the command of Lieut.-Col. Kramer, to HerfPs assistance. The two 
forces, Herff s and Kramer s, were to join up during the night 15-16 May 
west of Sidi Azeiz. Our air reconnaissance and the units holding the 
Sollum-Bardia line had formed the impression that the British intended 
to concentrate their troops south of Sidi Azeiz, in order to sweep aside 
Herff s force on the morning of the i6th and then completely unhinge 
our Sollum-Bardia front by a further thrust to the north. My intention, 
therefore, in uniting Herff s and Kramer s forces, was to prevent this 
British move being driven home. 

Herff s force drove towards Kramer s during the night in order to 
ensure that the enemy had no opportunity of tackling the two forces 
separately in the morning. But the two formations missed each other 
and, on the morning of the i6th, Kramer arrived in the Sidi Azeiz area 
alone. Contrary to expectations, however, the enemy had meanwhile 
withdrawn to the south and obviously broken off his attack. 

This is an example of how different things look when viewed from <c the other 
side of the hill." The British Jth Armoured Brigade had pushed on to Sidi A^ei^ 
but was pulled back when news came that Capuzzo, which lay on its rear flank, 
had been recaptured by a German counter-attack which Rommel does not mention. 
Disconcerted by the fact that the Germans had shown greater strength than had been 
expected, the British Command decided to withdraw the whole force, leaving a 
garrison at the Halfaya Pass. For it was deemed best to await a special convoy 
that, on Churchill s bold initiative, was being rushed out by tlie short but hazardous 
Mediterranean route, carrying 180 Matilda and 100 cruiser tanks. By the time this 
big reinforcement had arrived, the i$th Panzer Division had also arrived on the 
other side so that the prospective advantage disappeared. 

During the next few days, the British moved back to their starting line 
and the situation once again stabilised. Our garrison at Halfaya had 
been overpowered and the British were now holding the pass. Hence on 
the 1 8th May we were, with that exception, virtually back where we 
had started. 

The Halfaya and Sollum Passes were points of great strategic im 
portance, for they were the only two places between the coast and Habata 
where it was possible to cross the escarpment of anything up to 600 feet 
in height which stretched away from Sollum in a south-easterly direction 
towards Egypt. The Halfaya positions gave an equal command over 



THE FIRST ROUND 137 

both possible roads. In any offensive from Egypt, therefore, possession 
of these passes was bound to be of the utmost value to the enemy, as they 
offered him a comparatively safe route for his supplies. If, on the 
other hand, he were to attempt to attack Bardia without holding them, 
he would be thrown back on a supply route through Habata which would 
be vulnerable to attack and harassing action by us. 

The British began to fortify the captured positions at Halfaya after 
the 1 7th May and deployed strong combat groups made up of tanks, 
artillery and anti-tank guns in the territory they had captured. But we 
were by no means prepared to leave the British in possession of the 
Halfaya Pass and I soon instructed the Herff force to organise a move 
to recapture it. 

23 May 1941 
DEAREST Lu, 

I haven t had a chance to write until this afternoon, after getting 
back from Sollum and Bardia. 

We left at 5 a.m. yesterday and have been riding in the Mammoth 
through the endless landscape ever since, part of the time over desert 
tracks (sand roads worn out with driving terribly hard on the 
vehicles) and part on the Via Balbia. I ve come back from my trip 
to the front very impressed. Cpmmand is good up there and we have 
fresh forces standing by in case we re not left in peace. Overnight we 
formed a laager (five vehicles) in the desert. Even my A.D.C.s did 
watch, without my knowing it. You see how well I m guarded. 

Three assault groups moved into position in front of the [Halfaya] Pass 
on the evening of the 26th May, and our attack opened on the morning 
of the 27th. The British were soon driven out and fled in panic to the east, 
leaving considerable booty and material of all kinds in our hands. Our 
losses were comparatively insignificant. 

The German recapture of the Halfaya Pass seriously hampered the British 
offensive when it was launched in mid- June. 

In the period following these actions we made strenuous efforts to 
strengthen our Sollum-Halfaya-Bardia front. The construction of the 
Halfaya Pass positions was pushed ahead with the utmost vigour and 
several strong points were built along the Egyptian frontier. During an 
inspection of the Bardia defence area I found vast quantities of material 
lying in the defences where it had been left by Graziani s army. This 
material was just waiting to be used, and I therefore gave immediate 
instructions for all unclaimed Italian guns to be collected up and used 
to strengthen the SollunvHalfaya-Sidi Omar front. A substantial number 
of these guns was put in order by one or two of our German workshops 
and then installed in the strong points. But the Italian High Command 
did not agree at all, and General Gariboldi had me informed, through 



138 THE WAR IN AFRICA FIRST YEAR 

Heggenreiner, that the guns were Italian property and were only to be 
used by Italians. They had been perfectly content up till then to stand 
by and watch this material go to wrack and ruin, but the moment the first 
guns had been made serviceable on our initiative, they began to take 
notice. However, I was not to be put off. 

In constructing our positions at Halfaya and on Hill 208 great skill 
was shown in building in batteries of 88 mm. guns for anti-tank work, so 
that with the barrels horizontal there was practically nothing to be seen 
above ground. I had great hopes of the effectiveness of this arrangement. 
This significantly showed that the Germans not only knew how to exploit the 
offensive potentialities of the long-disputed theory of armoured warfare but had also 
grasped the idea of the defensive counter to it. Rommel was the first Panzer leader 
to demonstrate the modern version of the " sword and shield " combination, and 
prove the value of the " defensive-offensive " method in mobile mechanised warfare. 
The effectiveness of his offensive strokes was greatly aided by the skilful way he 
laid defensive traps for his opponents 9 attacks blunting the edge of their " sword s * 
on his " shield." 

One very great problem was the maintenance of our troops at Sollum- 
Halfaya-Bardia. With the Via Balbia barred by the British at Tobruk, 
all supplies for the troops east of Gambut had to be carried through the 
open desert round the south of the fortress. The lorry routes which the 
troops had marked out had become so badly worn and widened at each 
side that driving was almost impossible. Light vehicles had become 
embedded in the dust at many points, and even lorries had the utmost 
difficulty in grinding their way through. It was a good effort for a 
column to get round Tobruk in a day. I repeatedly pressed the Italian 
higher authorities to have a by-pass road built, but for the moment, with 
little success. They quite saw the necessity for the road but it occurred 
to nobody to make a real assault on the job. 

A further trial for us was that the Italians were still carrying the bulk 
of our supplies to Tripoli and making very little use of Benghazi. Tripoli 
was over 1,000 miles from the front. Bearing in mind that 1,500 tons of 
supplies, including water and rations, had to be carried up to the front 
every day, even for normal activity, it is easy to understand that our 
transport could not cope indefinitely with a route of that length. With 
no authority over the people responsible for shipping in the Mediterranean, 
however, it was very difficult for us to do anything about it. 

As a result of Italian loss of prestige after Graziani s defeat, a number 
of Arab tribes had begun to get restive. This was not helped by the fact 
that Italian troops occasionally took liberties with the Arab women, a 
thing which Arabs particularly resent. I was forced to send an urgent 
request to the Italian High Command, asking them to see to it that the 
Arabs were treated with sufficient respect to avoid an armed uprising close 
behind our front. 

At about this time officers and men of the Trento Division were 



THE FIRST ROUND 139 

responsible for several excesses against the Arab population, with the 
result that the Arabs killed a number of Italian soldiers and kept the 
Italians away from their villages by armed force. There are always 
people who will invariably demand reprisals in this sort of situation 
for reasons, apart from anything else, of expediency. Such action is never 
expedient. The right thing to do is to ignore the incidents, unless the real 
culprits can be traced. 

Our greatest worry was still the difficult strategic situation caused by 
our dual task of having to maintain the siege of Tobruk and at the same 
time be ready for major British attacks from Egypt. We would thus 
.have given a lot to have driven the British out of Tobruk. We had hoped 
that when Crete fell the Luftwaffe would be able to get such a strangle 
hold on British sea traffic to Tobruk that the enemy would find it im 
possible to maintain the fortress. But the Luftwaffe formations that were 
released from service in Greece and Crete were not sent to North Africa. 

I also asked for German submarines and motor torpedo boats to be 
sent into the Mediterranean to provide an alternative weapon against 
British seaborne traffic to Tobruk. The Italian Navy was quite incapable 
of coping with the task. Their submarines of which they had the 
largest fleet in the world before the war were so full of technical defects, 
that they were almost completely unusable for war in the Mediterranean. 
Their motor torpedo boats, which would have had a very good base at 
Bardia as Balbo had constructed it, were not seaworthy enough for the 
job. 

One day, General Cause of the OKW 1 arrived with a large staff to recon 
noitre the possibilities of employing bigger forces in Africa for an offensive 
against Egypt, and to prepare the ground for them. General Gause had 
received explicit instructions not to place himself under my command, 
but did in fact do so after I had told him categorically that the command 
of all troops in Africa was vested in me alone. 

As a result of his discussions with the Italian authorities, Gause had 
gained the impression that it would be difficult to persuade them to 
agree to further German forces being shipped to North Africa, for they 
feared that the German element would then gain a preponderance in 
the theatre and be in a position of advantage ws-b-vis their own. 

26 May 1941 
DEAREST Lu, 

Yesterday evening I received a considerable rocket from 
Brauchitsch, the reason for which completely passes my compre 
hension. Apparently the reports I send back, stating the conditions 
as they exist, don t suit their book. The result will be that we ll 
keep our mouths shut and only report in the briefest form. However, 
we had f litre of Bavarian beer last night to console us. - 

iQKW (Oberkommando der Wehrmacht) Supreme Command of the Armed 
Forces. 



140 THE WAR IN AFRICA FIRST YEAR 

Otherwise things have grown quiet, both here and on the front 
near Sollum. Though of course one can never know whether it isn t 
the calm before some new attack, 

29 May 1941 

Von dem Borne [then Rommel s Chief of Staff] is to take this letter 
with him to-morrow and I hope it will reach you earlier than usual 
I ve had a major rocket from the OKH 1 to my mind unjustified 
in gratitude for our previous achievements. But as with the " Line 
of Thrust " in 1940,2 I m not going to take it lying down, and a 
letter is already on its way to v. B. [von Brauchitsch]. 

For your peace of mind, I ve kept very well so far and the situation 
has also shown a noticeable change for the better. The heat, it s true, 
is almost unbearable and it s a good thing to stay indoors during the 
hottest part of the day. 



2 June 

It was 107 here yesterday, and that s quite some heat. Tanks 
standing in the sun go up to as much as 160, which is too hot to 
touch. 

My affair with the OKH is under way. Either they ve got con 
fidence in me or they haven t. If not, then I m asking them to draw 
their own conclusions. I m very intrigued to know what jvill come 
of it. It s easy enough to bellyache when you aren t sweating it out 
here. 



// June 

Borne is back, with partially satisfactory results. They were mad 
at me in the OKH because my reports had gone to the OKW as 
well. But that was Rintelen s fault who was acting in accordance 
with his duty. I ve had no reply to my letter to B. 



^.K.H. (Oberkommando dcs Heeres) Army High Command, subordinate to the 
OKW, 

s Sec pages 15 and 85. 



CHAPTER VII 

THE BRITISH SUMMER OFFENSIVE, 1941 



After its failure, this offensive was described as merely a reconnaissance in 
force, and the British public wer$ kept in the dark about its originally ambitious 
aims to " destroy " Rommel s forces and gain a " decisive victory " in North 
Africa. Its code-name " Battleaxe " epitomised the conception. Wavell began to 
have doubts as the time approached, not only because of the arrival of the i$th Panzer 
Division but also on technical grounds. In a report on the s8th May he said: 
" Our infantry tanks are really too slow for a battle in the desert, and have been 
suffering considerable casualties from thejire of the powerful enemy anti-tank guns. 
Our cruisers have little advantage in power or speed over German medium tanks." 
But he still hoped to " succeed in driving the enemy west of Tobruk" 

The offensive was directed by General Beresford-Peirse, and carried out by a 
force comprising the jth Armoured Division, 4th Indian Division, and 22nd Guards 
Brigade. There is a wide variation in the figures given in different British reports 
as to the number of tanks used they range from ijo to 250. Rommel, it will be seen, 
says that the i$th Panzer Division had 80 tanks available to meet the British attack, 
but shows that they were reinforced by the tanks of the 5th Light Division. In other 
German records the total is given as 750, of which only 55 were Panzers III or IV. 
No Italian tanks were in action, 

At the beginning of June there were many signs that a major British 
attack on our Tobruk 1 front was to be expected at about the middle of 
the month. Two British divisions had concentrated opposite the I5th 
Panzer Division s positions, (isth Panzer Division had meanwhile been 
transferred to the Sollum-Bardia-Halfaya sector, although its Rifle Brigade 
was still holding the line on the Ras el Madauer.) The bulk of the 5th 
Light Division was already in reserve south of Tobruk. 

Unfortunately, our petrol stocks were badly depleted, and it was with 
some anxiety that we contemplated the coming British attack, for we 
knew that our moves would be decided more by the petrol gauge than 
by tactical requirements. 

*It would seem likely, by the context, that Rommel made a slip here and intended 
to write the Sollum front. This front, which covered the forces investing Tobruk, was 
70 miles to the east. 

141 



THE WAR IN AFRICA FIRST YEAR 

At about 21.00 hours on the 1 4th June, I alerted the Sollum front. 
Several of the 5th Light Division s units and some Italian were put on 
the march for new positions, with instructions to hold themselves in 
readiness to intervene on the Sollum front. 

The expected enemy attack came at 04.00 hours on the isth. They 
advanced over a wide front, both in the coastal plain and on the plateau, 
and forced back our outposts south-east and south of Sollum. The first 
reports we received from Sollum were fairly optimistic. But the enemy 
rapidly gained ground and from 09.00 hours onwards a tank attack was 
already in progress on Capuzzo. The 15th Panzer Division had orders 
not to launch its counter-attack until the situation had clarified. 

Meanwhile, the 5th Light Division s combat group had been alerted 
and its advance troops had already arrived south of Gambut. At 11.00 
hours all other available units of the 5th Light Division were alerted and 
put on the march towards Sollum. 

The enemy was meanwhile concentrating very powerful forces 
between Sidi Omar and Capuzzo, obviously with the intention of 
destroying the i5th Panzer Division by a concentric attack to the north. 
To be ready for any eventuality, I ordered the garrison of Bardia to man 
the eastern and western exits from the fortress. Unfortunately, there were 
not enough troops available to man the whole of Bardia s defences. 

Meanwhile, the British were making repeated attacks on the Halfaya 
Pass from both sides in an attempt to open the road. But Major Bach 
and his men fought magnificently. The British force engaged in this 
attack was soon describing its position as serious and complaining of 
heavy casualties. 

In the afternoon and evening of this first day of battle, the British 
enveloped Capuzzo and began to mount attacks against the southern 
front of Bardia. 1 Late in the evening Capuzzo was stormed by British 
troops. A violent tank battle developed between 80 tanks of 8th Panzer 
Regiment (isth Panzer Division) and jome 300 British tanks which 
pressed stubbornly northwards. 

Rommel overestimates the British tank strength in the same way that the 
British overestimated his. 

The 1 5th Panzer Division, together with a panzer battalion of the 
5th Light Division, which had meanwhile come up in support, had orders 
to take up positions south of Bardia during the night for a renewed 
counter-attack to the south. In view of the tremendous strength of the 
British, there was of course no certainty that this attack would achieve 
any decisive success. 

The main force of 5th Light Division had orders to launch an attack 
on the morning of the i6th from a point west of Sidi Azeiz towards 
Sidi Suleiman, with the object of getting through to the Halfaya Pass, 

Actually the bulk of the British armour penetrated only a few miles north of the 
line Gapuzzo-Musaid during this battle. 



144 THE WAR IN AFRICA - FIRST YEAR 

cutting the British off from their supply bases and thus forcing them to 
retreat. The I5th Panzer Division was to move south at first light on 
either side of Capuzzo in order to pin down the British main force, I 
planned to concentrate both armoured divisions suddenly into one focus 
and thus deal the enemy an unexpected blow in his most sensitive spot. 

16 June 1941 
DEAREST Lu, 

There was heavy fighting in our eastern sector all day yesterday, 
as you will have seen long ago from Wehrmacht communiques. To-day 
it s 2.30 a.m. will see the decision. It s going to be a hard fight, 
so you ll understand that I can t sleep. These lines in haste will 
show you that I m thinking of you both. More soon when it s all 
over. 



At 05.00 hours on the i6th, the second day of the battle, the 
Panzer Division launched its attack on Capuzzo, and a violent and heavy 
tank battle soon developed. For all its efforts, however, the division was 
unable to gain any telling success. Soon Musaid also fell into British 
hands. At about 10.30 hours the Panzer Division reported that it had 
been forced to break off its attack on Capuzzo. The enemy remained 
unshaken. Of the 80 tanks which I5th Panzer Division had taken into 
battle, only 30 remained; the remainder were either burnt out on the 
battlefield or awaiting recovery and repair. 

The British force at Capuzzo was the 22nd Guards Brigade and the jth 
Armoured Brigade which here consisted of the 4th and jth R. T.R* They were 
equipped with Matilda tanks, of which they had go. Rommel had met these two 
tank battalions in his first encounter with the British at Anas in May 1940. 

The 5th Light Division, which was attacking toward Sidi Suleiman 
from the area west of Sidi Azeiz, was also soon heavily engaged with 
7th British Armoured Brigade [equipped with Cruiser tanks] 6 miles west of 
Sidi Omar. The violent tank battle which ensued was soon decided in 
our favour and the division succeeded in fighting its way through to the 
area north-east of Sidi Omar and continuing its advance on Sidi Suleiman. 
This was the turning point of the battle. I immediately ordered the isth 
Panzer Division to disengage all its mobile forces as quickly as possible 
and, leaving only the essential minimum to hold the position north of 
Capuzzo, to go forward on the northern flank of the victorious 5th Light 
Division towards Sidi Suleiman. The decisive moment had come. It is 
often possible to decide the issue of a battle merely by making an 
unexpected shift of one s main weight. 

The enemy seemed unwilling to relinquish the initiative so easily, 
and concentrated the bulk of his armour north of Capuzzo in order to 
launch a heavy attack early next .morning against the element of I5th 
Panzer Division still left in the north, with the object of forcing a break- 



THE BRITISH SUMMER OFFENSIVE, 1 94 1 145 

through. To impose my plans on the enemy from the outset, I ordered 
the 5th Light and I5th Panzer Divisions to get their attack on Sidi 
Suleiman moving at 4.30 a.m., i.e. before the probable start time of the 
enemy attack. 

Next morning, the I7th June, the 5th Light Division set off at the 
appointed time and after a headlong advance reached the neighbourhood 
of Sidi Suleiman at 06.00 hours. The i5th Panzer Division had become 
involved in heavy fighting against an armoured force which the British 
had sent to parry the danger menacing their army. But it soon reached 
its objective. Great numbers of destroyed British tanks littered the 
country through which the two divisions had passed. 

This operation had obviously taken the British completely by surprise. 
In wireless messages which we intercepted they described their position 
as very serious. The commander of jth Armoured Division sent a 
request to the Commander-in-Chief of the desert force to come to his 
headquarters. It sounded suspiciously as though the British commander 
no longer felt himself capable of handling the situation. It being now 
obvious that in their present bewildered state the British would not start 
anything for the time being, I decided to pull the net tight by going on 
to Halfaya. Accordingly, at about 09.00 hours, orders were issued for 
the 5th Light and isth Panzer Division to push on to Halfaya and 
prevent any break-through of British armour from the north. The 
British were seriously in trouble over petrol and ammunition and I 
hoped to be able to force them into a stand-up fight and destroy their 
whole force. 

The enemy wireless was repeatedly reporting lack of ammunition. 
Soon they set fire to their stores at Gapuzzo and withdrew, leaving the 
desert littered with vehicles abandoned for lack of petrol. They com 
plained bitterly of their high tank casualties. 

The 5th Light and ^th Panzer Divisions reached the Halfaya Pass 
shortly after 16.00 hours. There they turned and advanced side by side 
to the north. This was a very unfortunate move, as its result was to 
squeeze out the pocket instead of closing it and preventing the enemy s 
escape. Thus the enemy was able to pour back east unmolested through 
the vast gap between Sidi Omar .and Halfaya. I was furious at this 
missed opportunity. The two divisions should have deployed in front 
of the enemy as soon as they reached Halfaya, thus bringing him to 
battle and preventing his escape. In that way we might have raked in 
a large portion of his offensive power. 

Rommel is mistaken. The main body of the British striking force had already 
withdrawn to the south between the Halfaya Pass and the head of the Afrika 
Korps column. 

Thus the three-day battle of Sollum was over. It had finished with 
a complete victory for the defence, although we might have dealt the 
enemy far greater damage than we actually had done. The British had 



146 THE WAR IN AFRICA FIRST YEAR 

lost, in all, over 220 tanks and their casualties in men had been tremendous. 
We, on the other hand, had lost only about 25 tanks totally destroyed. 
Although two-thirds of the British tanks were out of action by the end of the 
battle, the number destroyed or captured was 87 (58 " / " tanks and 29 cruisers), 
besides 500 men killed or captured. They took 570 prisoners, and claimed to have 
knocked out nearly 100 enemy tanks. Here, again, it can be seen how each side 
is apt to overestimate the other s loss, particularly in a fast-moving battle. 

18 June 1941 
DEAREST Lu, 

The three-day battle has ended in complete victory. I m going 
to go round the troops to-day to thank them and issue orders. I m 
leaving at six, so please be content with this brief note for the moment. 

23 June 1941 

Fve been three days on the road going round the battlefield. 
The joy of the " Afrika " troops over this latest victory is tremendous. 
The British thought they could overwhelm us with their 400 tanks. 
We couldn t put that amount of armour against them. But our 
grouping and the stubborn resistance of German and Italian troops 
who were surrounded for days together, enabled us to make the 
decisive operation with all the forces we still had mobile. Now the 
enemy can come, he ll get an even bigger beating. 



THE BATTLE OF SOLLUM A REVIEW 

Wavell s strategic planning of this offensive had been excellent. 
What distinguished him from other British army commanders was his 
great and well-balanced strategic courage, which permitted him to con 
centrate his forces regardless of his opponent s possible moves. He knew 
very well the necessity of avoiding any operation which would enable 
his opponent to fight on interior lines and destroy his formations one by 
one with locally superior concentrations. But he was put at a great 
disadvantage by the slow speed of his heavy infantry tanks, which 
prevented him from reacting quickly enough to the moves of our faster 
vehicles. Hence the slow speed of the bulk of his armour was his soft 
spot, which we could seek to exploit tactically. 

Rommers high tribute to Wavell is significant. For immediately after this 
battle, Churchill, who was deeply disappointed with the outcome, decided to replace 
Wavell by Auchinleck as Commander-in-Chief. It will be seen that Rommel s 
diagnosis of the main factor in the British failure corresponds with forebodings 
that Wavell had expressed on the 28th May when cautioning the authorities at 
home against counting too much on a decisive success. 



THE BRITISH SUMMER OFFENSIVE, 194! 147 

The enemy s plan had been extremely simple, but simple plans are 
in most cases more menacing than complex ones. With the German and 
Italian holding forces in the Sollum-Halfaya sector tied down frontally, 
the British had planned to move their assault brigades round the escarp 
ment and then to the north. The Halfaya Pass was to be taken by an 
attack from both sides, the success of which must have seemed certain 
to the British after their experience in May. Once the road through the 
passes was opened, the British had intended to concentrate their forces 
and move on to the north, thus unhinging our whole Sollum-Halfaya 
position. Most probably they would then have gone all out for Tobruk 
and tried to raise the siege. 

In this battle, the British used large numbers of their Mark II [Matilda] 
tanks, which were too heavily armoured to be penetrated by most of our 
anti-tank weapons. However, the gun which they carried was far too 
small and its range too short. They were also only supplied with solid, 
armour-piercing shell. It would be interesting to know why the Mark II 
was called an infantry tank, when it had no H.E. ammunition with which 
to engage the opposing infantry. It was also, as I have already said, far 
too slow. In fact, its only real use was in a straight punch to smash a 
hole in a concentration of material. 

In the winter battles 1941-42, the enemy Mark VI Cruiser tank 
made its first appearance. With its tremendous speed more than 40 
m.p.h. this was an extremely useful tank. But its gun was again too 
small, and it could not make up for its lack of calibre and thus of range 
by the heavy armour it carried. Had this tank been equipped with a 
heavier gun, it could have made things extremely unpleasant for us. 

The British Mark VI cruiser was the type better known by its name, the 
" Crusader." Rommel s high opinion of it, apart from its 2-pounder gun, is worthy 
of note since disappointment with its inadequate gun-power led to sweeping criticism 
of it on the British side, and to its good qualities being under-valued. Rommel 
is mistaken in saying that it fast appeared in the winter 50 wen used in " Battleaxe " 
in June. 

Its 2-pounder gan had a penetration of 44 mm. at 1000 yards., which was 
slightly better than tither the 50 mm. Kwk. gun in the Panzer in or the short 75 
mm. in the Panzer IV. It had 49 mm. of armour on the turret front, compared 
with 35 mm. on the Panzer III and IV, though thinner elsewhere. But the 
frequency of mechanical trouble when %t fast appealed tended to aggravate dis 
satisfaction with it on other scores. 

The crucial position in this battle was the Halfaya Pass, which Captain 
Bach and his men held through the heaviest fighting. Major Pardi s 
artillery battalion also rendered distinguished service in this action, thus 
showing that Italian troops could give a good account of themselves when 
they were well officered. Had the British been able to take the Halfaya 
Pass as they had planned, the situation would have been very different. 



1^8 THE WAR IN AFRICA - FIRST YEAR 

They would have been able to thrust both to the front and the rear along 
the coast, and would have been In a position to make better tactical use 
of their armour in all circumstances. The armoured units which they 
threw against our striking force in the area north of Sidi Omar failed 
to prevent the advance of the 5th Light Division and I5th Panzer Division, 
and thanks to the excellent co-ordination between our anti-tank, armoured 
and A.A. forces, were themselves destroyed. We could have annihilated 
the greater part of the British force north of Sidi Suleiman if our com 
manders had been alive to their opportunity and had acted on their 
own initiative. 

When the German attack was launched from north of Sidi Omar, 
Wavell was prevented by the slowness of his infantry tanks from shifting 
his main weight at that moment from Capuzzo to the point of the Axis 
attack. There was nothing for him but a quick retreat, which he executed 
with the minimum of casualties to the British forces. 

The garrisons holding the strong points on our Sollum front also had 
a great share in the Axis victory. Some of them succeeded in beating 
off every enemy attack, while others fought on to the last breath. 

This battle made a great impression on our superior commands. 
General Roatta, who arrived in Africa some time later, informed me that 
the Italian High Command realised the necessity of considerably reinforc 
ing the Axis forces in North Africa. The German element was to be 
brought up to four mechanised divisions and the Italian to an armoured 
corps of three divisions, with a further two to three motorised divisions. 
Their zeal unfortunately did not last long. 

If these reinforcements had in fact come to Africa in the autumn of 
1941, with their supplies guaranteed, we could have beaten off the 
British winter offensive in the Marmarica assuming that is, that 
Auchinleck would have begun it at all in those circumstances. We 
would have been strong enough to destroy the British in Egypt in the 
spring of 1942, and could have advanced into Irak and cut off the 
Russians from Basra. This would have been a very heavy blow strategic 
ally both for Britain and Russia. 

28 June 1941 

DEAREST Lu, 

You need not worry yourself any more about my health. I m 
doing fine. Our place is much healthier, lying 600 feet above sea 
level. Besides, Pve got the advantage of my four walls. Aldinger 
was sick for a few days, but he s now getting better. There s a lot 
of work. 



3 
A quite atrocious heat, even during the night. One lies in bed, 



THE BRITISH SUMMER OFFENSIVE, 194! 149 

tossing and turning and dripping with sweat. The news of the 
victories in Russia is very good to hear. It s all quiet here so far. 
But I m not being taken in. Our stubborn friends on the other side 
will be back sooner or later. The first congratulations on my pro 
motion to Panzer General are coming in. Of course I ve heard 
nothing official yet, but I understand it s been announced on the 
radio. 



5 

I usually spend a lot of time travelling; yesterday I was away 
eight hours. You can hardly imagine what a thirst one gets up after 
such a journey. Fm hoping that my flight (to the Fuehrer s H.Q.) 
will come off in about a fortnight. It s no good going until the 
Russian affair is more or less over, otherwise there ll be scant regard 
for my interests. 

I was glad to hear that Manfred is now getting on in mathematics. 
It s all a matter of the method of teaching. I m also very pleased 
about his other successes in school. 

I m managing, by dint of keeping the place dark and " shooting 
a lot of them down," to keep my office fairly clear of mosquitoes. 
I m even having an occasional bang while writing. 

21 Aug. 1941 

Nothing to report of importance. Had another visit from the 
Italian C.-in-G. yesterday; purely " comradely ", however. On the 
official level I ve been disagreeing with a number of things which 
have been done and have said so through Galvi, so this visit was 
probably a goodwill gesture. I ve got a number of visitors to-day. 
We re having chicken and I m not going to miss it in spite of my 
diet. This perpetual mush loses its fascination after a time. I m very 
pleased about my new appointment. [Rommel had just been appointed 
Commander of the Panzer Group Afrika.] Everybody else in that position 
is a Colonel-General. If things here go as I should like them, I, 
too, will probably get that rank after the war s over. 

26 Aug. 1941 

I was unable to write yesterday on the road all day. I returned 
to my new H.Q,. in the evening and moved into my two rooms. 
Bagged two more bugs, alas, this morning although they were out 
side the net. There are endless swarms of flies and my flycatcher is 
going to come in very useful. 



27 Aug. 

Nothing new. The heat s frightful, night time as well as day time. 
Liquidated four bugs. My bed is now standing in tins filled with 



150 THE WAR IN AFRICA FIRST YEAR 

water and I hope the nights will be a little more restful from now on. 
Some of the others are having a bad time with fleas. They ve left 
me alone so far. 

s8 Aug. 1941 

... As to my health, I m feeling absolutely right. Everything s 
working again. I m getting on famously with my new Chief of Staff 
[Cause] which is of tremendous importance to me. Unfortunately 
the bugs are still about four in the last twenty-four hours. But I 
hope to win this campaign also. 

29 Aug. 1941 
A ferocious heat! We re going off some time to bathe. Otherwise 

nothing new. There s a lot of blather about an imminent attack by 
the British, but it s probably pure gossip. They re scraping together 
troops for Iran. Their communications with Russia through Siberia 
are very shaky, because of Japan s attitude, so there only remains 
the route across the Persian Gulf. This also looks a very doubtful 
proposition. Probably they ll come too late. 

A night without bugs! Maybe I have killed the last of the 
Mohicans. I ve even mastered the flies in my rooms. 

30 Aug. 1941 
We ve settled in very well in our new place. Fve been free of 

the bugs ever since I had petrol poured over my iron bedstead, and 
set light to. They must have been in the framework. We had a 
quick bathe yesterday, but the sea water is too warm to refresh. 

A caravan is supposed to be on the way for me, but it seems to 
have sunk. A pity, but it can t be helped. 

31 Aug. 1941 
It s damned hot again, so hot that one steams even in the early 

morning. Otherwise there s nothing doing, except that the Italian 
High Command is dissatisfied at having so little say in things here. 
They mess us about over all manner of petty details, but we don t 
take any of it lying down. Maybe they re working for a real bust-up, 
in order to get me, or perhaps the whole German force, out of the 
way. I for one wouldn t be sorry to have a change of theatre. 

jo Sept. 1941 

I went out shooting last evening with Major von Mellenthin and 

Lieutenant Schmidt. It was most exciting. Finally, I got a running 

gazelle from the car. We had the liver for dinner and it was delicious. 

Wfe have a distinguished visitor coming to-day Major Melchiori, 

a close confidant of the Duce. I m hoping for a lot from this visit, 



THE BRITISH SUMMER OFFENSIVE, 194! 

as the feeling towards us is not particularly friendly at the moment. 
Things have changed ! However, we take good care of ourselves and 
don t always mince our words. All for now, our visitor s arriving. 

29 Sept. 1941 

The last few days have been exciting. A large shipment arrived 
for us at Benghazi. It took 50 hours to unload. All went well. You 
can imagine how pleased I was. With things as they are in the 
Mediterranean it s not easy to get anything across. For the moment 
we re only stepchildren and must make the best of it. Anyway, they re 
making good progress in Russia and our time will come again. 

The wind s howling outside, although there is no Ghibli. 
Guenther s doing fried potatoes this evening and I m looking forward 
to it after being off my food for a few days. 

6 Oct. 1941 
Unable to write yesterday, my stomach struck work again, We 

had a fowl the evening before last which must have come from 
Rameses II s chicken run. For all the six hours cooking it had 
it was like leather, and my stomach just couldn t take it. 

7 Oct. 1941 
My stomach is completely back in order and I m rushing around 

in fine fettle. What do you think of ray leave plans? I should be 
able to get away to Rome for a week at the beginning of November. 
I ve got a lot of business to clear up there. I ll have to come back for 
the battle, of course, and we must hope that supplies work all right, 
so that we can really get down to it. Then I ll be able to take my 
leave at the end of November. I know it s not a very good time for 
leave and it won t be easy for me to get used to the cold. However, 
it s the best time for things here. Of course supplies might upset 
everything and cause a long postponement. 

9 Oct. 1941 

I received some nice news from Voggenreiter 1 yesterday. He says 
that royalties for the large edition (50,000) will not be less than 
25,000 marks. At the same time Mittler und Sohn notified me of a 
credit of 1021.5 marks! 2 That really is something to be going on 
with. f 

And now there are all these special communiques from the East. 
I wonder if Britain won t soon begin to get cold feet. A lot of work 

1 Rommers publisher. 

2 Rommel refers here to his book Infanterie greift an which sold 400,000 copies in 
Germany before and during the war. 



152 THE WAR IN AFRICA FIRST YEAR 

here. Gambarra s 1 coming to-day, but it s doubtful whether his news 
will be very pleasant. 

10 Oct. 194.1 

A fairly stormy meeting yesterday, to be continued to-day. Not 
much to show for it. The things one has to put up with ! I m keeping 
very fit touch wood lively from morning to night. 

12 Oct. 1941 
Wonderful news from Russia ! After the conclusion of the great 

battles, we can expect the advance east to go fast and thus remove 
all possibility of the enemy creating any significant new forces. The 
British workers seem to be getting thoroughly rebellious. . . . 

Britain would be only too pleased to attack, but she has neither 
the troops nor the equipment to make a major landing in Europe. 
They ll be too late for Russia if they choose the only road left open 
to them, through India, and an attack in Libya would be a risky 
business and would not have any direct effect on things in Russia. 
Once we ve taken T, [Toimi], there ll be precious little hope for 
them here. 

13 Oct. 1941 
I hope we meet all right on the ist November. Inquire about 

the trains please and let me know exactly when you ll be getting to 
Rome. Then I ll arrange things so that I can be there on time. 
I m hoping the situation will permit me to stay until the i5th. But 
you must bring along a civilian outfit for me ( brown suit). 

24 Oct. 1941 
DEAR MANFRED, 

You ll be getting more letters from me now that you re alone in 
the house. 

Everything is going as planned here. I visit the troops every day, 
most of them are by the sea. Occasionally we bathe. The water is 
still very warm, and the heat pretty bad during the day, but it s so 
cool at night now, that I need two blankets. My new home is nicely 
furnished. The wall is covered with all different maps, especially 
of Russia, on which every advance we make is immediately marked 
in. 

28 Oct. 
DEAR MANFRED, 

We had the Ghibli again yesterday. Sometimes the dust-clouds 
were so thick you could only see two to three yards. It seems to be 
better to-day. 

1 Italian Corps Commander, 



THE BRITISH SUMMER OFFENSIVE, 1941 153 

It s only a few days now before I take off to fly across the water. 
Fm very pleased to be seeing Mummy again in Rome and am only 
sorry that you, young man, can t be with us. But it couldn t be 
helped. I am certain to get some leave this winter and then we ll 
have a good prowl round together. There s not much hunting here 
where I am now. Some of the officers have shot cheetahs, which 
have their homes in the stony wadis. Occasionally one comes across 
a bustard, a fox, a jackal or even a gazelle. The camel thorn bushes 
are now growing faintly green and have got tiny flowers. Last night 
the British bombarded jus from the sea. Dive-bombers and torpedo- 
bombers sank one or two of their cruisers and we ve had peace since. 
All for to-day. 

No further German divisions beyond the original two were sent from Europe 
in 1941 (nor during the first half of 1942}^ but one extra division was formed 
in Africa from a number of independent units there* This division, which was 
called the goth Light, had no tanks and comprised only four infantry battalions, but 
was relatively strong in fire-power, having three field artillery battalions, an anti 
tank battalion, and a battalion of 88 mm. dual-purpose (A. A. and A.Tk.) guns. 
The 5th Light Division was renamed the 2ist Panzer Division, but without 
any change in organisation and equipment. Both this and the i^th Panzer Division 
had only two tank battalions and three infantry battalions. 

After Rommel s command was raised to the status of a Panzer Group in August, 
Lieut.-General Cruewell was appointed commander of the Afrika Korps (with 
Colonel Bayerlein as Chief of Staff). Only the two Panzer divisions were included 
in the Afrika Korps. 1 Besides the Africa Korps and the goth Light Division, 
Rommel also had under him six Italian divisions the Ariete and Trieste 
(forming the XX Motorised Corps}; the Pavia, Bologna and Brescia (form 
ing the XXI Infantry Corps] which were investing Tobruk; and the Savona, 
which was garrisoning Bardia. 

x Each of the two panzer divisions comprised: 

A panzer regiment of 2 battalions (each of 4 companies). 

Companies had an establishment of 21 tanks apiece the total of the regiment, 
including command and signal tanks, being 194. 

One company of each battalion, however, was still in Germany when the 
British autumn offensive, " Operation Crusader," was launched in November, 

1941. By the spring of 1942 the 4th company of each battalion had been sent 
to Africa, and the proportion of medium tanks was increased. In August, 

1942, the (nominal) establishment of a regiment was reduced to 180 tanks. 
A Motorised Infantry Regiment of 3 battalions (each of 4 companies). 

An Artillery Regiment of 3 battalions (each of 3 batteries^ and each battery ot 
4 guns). One battalion was heavy with 150 mm. howitzers. 

An Anti-Tank Battalion (of 3 companies, each with 12 anti-tank guns). 

An Armoured Reconnaissance Battalion (with 30 armoured cars). 

Engineers and other troops. . 

The establishment (planned strength^ of the panzer division in personnel was 
approximately 12,500 and in anti-tank guns, 120. 



CHAPTER VIII 

THE WINTER CAMPAIGN, 1941-2 
By Lieut.-General Fritz Bqyerlein 

UNFORTUNATELY THERE is no connected account written by Rommel 
for the next period of the war in Africa the winter of 1941-42. As a 
proper appreciation of the tactical and strategical problems in Africa, 
and of Rommel s generalship, is impossible without this part of the 
story, it has been thought necessary for a summary of operations during 
this period to be compiled from the available documents. I have been 
all the more ready to undertake this task as I was myself in the centre 
of events, having arrived in the desert from the mud of the early Russian 
winter shortly before the beginning -of the British autumn offensive, with 
a thorough practical schooling in mobile warfare behind me, which I 
had acquired in the European theatre under that master of the art, 
General Guderian. The account which follows has, therefore, been 
compiled partly from my own experience during the Libyan campaign 
and partly from the documents available to me. 



The German-Italian operations in the spring of 1941 and the rapid 
conquest of Cyrenaica which had resulted had left the whole world 
gasping. The reconquered Italian territory had been held against heavy 
British counter-attacks and its defence strengthened by the construction 
of the Sollum-Bardia line. On the other side of the picture, we had 
failed, despite all efforts, to take Tobruk and thus acquire a supply port 
close to the front for Benghazi was about 300 miles away and Tripoli 
about 1,000. The British had been quick to appreciate the decisive 
importance of Tobruk and were defending it with the utmost tenacity. 
Important German and Italian forces were now tied up in the siege. 
But far worse was the fact that all future operations were bound to be 
determined by the situation at Tobruk. Were the enemy to launch 
simultaneous attacks from Egypt and Tobruk, Rommel s position could 
not fail to become extremely critical. The weak Axis forces had in- 

154 



THE WINTER CAMPAIGN, 1941-2 155 

sufficient depth to allow them to operate freely; their supply lines \vere 
continually threatened, and a serious danger existed of their fighting 
units being squeezed into the confined space between the sea, the 
Sollum and the Tobruk fronts, and there surrounded and destroyed by 
a superior and skilfully led enemy. 

Rommel was in no doubt that die British would exploit this oppor 
tunity towards the end of the year and that it was essential to forestall 
them by taking Tobruk before they had the chance. In any attack on 
Tobruk, however, he had to reckon with the possibility of a British 
relieving attack in the rear of his assault force; to meet it he would be 
forced to deploy the mass of his mobile forces between Capuzzo and Bir 
el Gobi. Rommel did not expect the British to launch a major attack 
until they thought the Middle East free of the danger of a German 
offensive through the Caucasus, when they would be able to draw off 
major forces for employment on the Egyptian front sufficient to ensure 
the success of their plan. With the adverse turn which our operations 
in Russia had taken, this situation could be expected to arise by about 
November. 



During September the siege front round Tobruk was strengthened 
and suitable jump-off points for the attack were taken. The trans 
portation across the Mediterranean of the necessary reinforcements, 
arms and supplies for the attack required a substantial increase in the 
level of Italian shipments to Africa. But these remained, as usual, far 
below the promises given us by the High Command, which had them 
selves been regarded as an absolute minimum. The result was that by the 
end of September only a third of the troops and a seventh of the supplies 
which we needed had arrived. This was a terrible handicap in our race 
for time with the British, and forced us to postpone our attack until 
November; even then we had to be content with inadequate forces and 
material. 

As time was pressing, Rommel reported to the High Command at 
the beginning of November that he had enough troops in position to 
open the offensive and that he thought it essential, even if the necessary 
supplies had not all arrived, to mount the attack in the second half of 
November, by which time all other preparations would be ready. But 
the High Command failed to appreciate the situation and were appre 
hensive. In their reply they drew attention to the British superiority in 
the air and proposed that the attack should be put off until the following 
year. Rommel could not let it go at that and replied the same day that 
with the present state of shipping in the Mediterranean, he feared 
that any lengthy postponement would only result in the balance of 
strength swinging even further against us. He therefore regarded it as 
vital to strike at the earliest possible moment. The High Command 



THE WAR IN AFRICA FIRST YEAR 

thereupon gave approval for the operation to be undertaken at the time 

proposed. i_ T -L TN- - 

The assault proper was to be made by the goth Light Division, 
1 5th Panzer Division and two Italian infantry divisions. As a covering 
force Rommel moved the Italian Motorised Corps Gambarra (the Ariete 
Armoured Division and Trieste Motorised Division) and the sist Panzer 
Division into the area south and south-east of Tobruk between Bir 
Hacheim, Gasr el Arid and Got el Hariga, where they were to form a 
mobile defence against any relieving attacks which the enemy might mount 
either on the rear of the Tobruk assault force or on the Sollum front. 
This move was complete by the i6th November. The siege of Tobruk 
was maintained by the Italian Brescia and Trento Divisions. 

Rommel s tank strength at that time comprised 260 German and 
154 Italian tanks. Of the German tanks, 15 were Panzer I, 40 were 
Panzer II, 150 were Panzer III (50 per cent of which were still equipped 
with the 37-mm. gun), and 55 were Panzer IV. 

During the night 17-18 November, British Commandos, in a raid of 
great audacity, tried to wipe out what they supposed to be Army Head 
quarters in Beda Littoria 200 miles behind our front as a prelude to 
their offensive. The place they attacked was actually occupied at the 
time by the Quartermaster staff, who lost two officers and two other ranks. 

It is interesting to note that Rommel had in fact formerly had his 
H.Q. in this house. He himself had had the first floor and his A.D.C.s 
the ground floor. The British must have received knowledge of this 
through their Intelligence Service. 

The British Commandos answered the sentry in German. Although 
they did not know the password, the sentry did not fire, thinking they 
: were Germans who had lost their way. The British were wearing no 
insignia which might have identified them as enemy. Suddenly one of 
them drew his pistol and shot the sentry. They pressed quickly into the 
house, fired a volley into the room on the left of the entrance door, 
killing two Germans, and tried to get up to the first floor. Here, however, 
they were met by German bullets. One British officer was killed and a 
German fatally wounded. The remainder of the British Commandos 
withdrew. 



THE BRITISH ATTACK 

In the middle of October, our Army intelligence circular notified all 
formations that with large quantities of enemy war material and strong 
contingents of troops steadily pouring into Egypt, there was a grave 
danger that the British would soon launch a major offensive. Even 
before this, in September, a move by the South African and New Zealand 
Divisions from the Nile Delta to Mersa Matruh had been detected by 



158 THE WAR IN AFRICA FIRST YEAR 

our interception service and afterwards confirmed by prisoner interroga 
tion. However, the armed reconnaissance which sist Panzer Division 
made in the middle of September into the area south of Sidi Barrani 
brought back no evidence of an impending attack. No supply dumps 
capable of supporting a major offensive were seen in the Egyptian frontier 
area. The enemy s approach march and deployment passed unnoticed 
by our reconnaissance. His concealment of his preparations was excellent. 
The wireless silence which he imposed prevented our interception service 
detecting his approach march into the assembly areas. Our air recon 
naissance operating, it is true, with far too few aircraft failed to spot 
his troop movements, probably because he only moved by night and 
laid up during the day under the protection of excellent camouflage. 
Moreover, as luck would have it, torrential rain put all our airfields out 
of commission on the i8th November and no air reconnaissance was 
flown that day. But air reconnaissance failed just as badly on the southern 
flank, where the British had established large supply dumps. Ground 
reconnaissance was equally ineffective. As a result the attack achieved 
complete tactical surprise. 

From captured papers we later learned the dispositions of the British 
Eighth Army for their attack. Its aim was to destroy the German-Italian 
forces, relieve Tobruk and then exploit victory by an advance to occupy 
Tripolitania. XXX Corps, on the desert flank, -was to advance on 
Tobruk from the frontier with the bulk of the British armour. The task 
of XIII Corps, on the coast, was first to pin down the garrisons of the 
Sollum front while the armoured manoeuvre was in progress, then to 
advance northward to cut off these garrisons and then to move west to 
support XXX Corps. 

This offensive, called " Crusader" began on the i8th November with a long 
approach march, by the main force, that passed wide round the flank of the German- 
Italian fortified position near Sollum, on the coast route. The attacking force 
comprised the equivalent of seven divisions, including the Tobruk garrison, and was 
opposed by three German and seven Italian. But such figures give a false impression, 
and all the more so because the issue mainly turned on armour and air-power. The 
British had five brigades of armour, while Rommel had the equivalent of two 
German and one Italian. In number of tanks the British total was 724, with some 
200 in reserve (which were sent up at the rate of about forty a day). Rommel s 
strength at the start was 414 (including 154 Italian}. He had some fifty under repair 
but had no reserve of new tanks. In the air the British predominance was much 
greater, as in aircraft fit for action they had close on 1,100 against 120 German 
and about 200 Italian. The initial advantage was multiplied by surprise. 

Rommel himself was in Rome during the first part of November. He had gone 
there to win sanction for his plan of an early attack on Tobruk, and stayed on to 
spend his birthday, the /j/A, with his wifefiying back to Africa just before the 
British advance began. 

It was not until the afternoon of the i8th November, when operations 



THE WINTER CAMPAIGN, IQ4I-2 159 

were already under way, that the Panzer Group realised that the enemy 
had launched an offensive. Our outposts were forced back from the 
Bir el Gobi Sidi Omar line by superior enemy forces. A statement 
given by a British soldier captured at Sidi Suleiman on the 1 7th November, 
provided us with a detailed account of the enemy s forces and plans, so 
detailed in fact that we at first doubted its veracity. Subsequent develop 
ments confirmed it in every detail. 

In the circumstances, Rommel decided not to go ahead with the 
attack on Tobruk. The enemy had beaten him to it. He immediately 
ordered the Afrika Korps to launch an attack against the British masses 
moving north through Gabr Saleh. 

Considerable controversy has occurred since as to whether Rommel 
was right in calling off the attack on Tobruk in order to deal with the 
enemy offensive first. Our covering force might indeed have sufficed to 
hold off the enemy attack until after Tobruk had fallen and this would 
have been of the greatest advantage for us, for we could then have operated 
in the Marmarica with far greater ease and freedom than we were, in 
the event, able to do with the strong Tobruk garrison in our backs. But 
would the British have allowed us time to capture Tobruk undisturbed? 
This was not just a matter of audacity and daring; it was a gamble, 
which General Rommel refused to undertake. 

The British armour advanced towards the Tobruk area in three 
columns, and struck our covering screen on the igth November. The 
left column reached Bir el Gobi, forcing back the Ariete Division after 
a hot fight. The right column was checked by part of the 2ist 
Panzer Division, and then driven back on Gabr Saleh. Meanwhile, the 
centre column had penetrated to the airfield at Sidi Rezegh, and 
established itself on the escarpment, barely 10 miles from the Tobruk 
perimeter. 

On the soth the Afrika Korps continued and developed its pressure 
on the enemy s right flank, and destroyed many tanks in the day s 
fighting. Both our divisions won through to the area Gabr Saleh-Sidi 
Omar, a good base for an attack on the rear of the enemy s centre column. 
Rommel s plan, taking into account our inferior strength and the limited 
usefulness of the Italians, was to concentrate his mobile formations into 
one compact force, and defeat the enemy formations one after the other, 
until finally the entire British striking force had been destroyed. ^ 

The British obliged by throwing their armoured brigades into the 
battle in separate units. This enabled us to gain a series of partial 
successes, and eventually led to victory in one of the greatest armoured 
battles of the campaign, in which the bulk of the enemy s armour was 
destroyed. In these actions, which are among the most interesting of the 
African war, the tactics were developed which were to bring such success 
later. They provide an illuminating picture of Rommel s generalship and 
that of his subordinate commanders. 



l6o THE WAR IN AFRICA FIRST YEAR 

Rommel returned to Africa on i8th November. Two days later he wrote to 
his wife: 

20 Nov. 1941 

DEAREST Lu, 

The enemy offensive began immediately after my arrival. The 
battle has now reached its crisis. I hope we get through it in good 
order. It will probably all be decided by the time this letter arrives. 
Our position is certainly not easy. 

Fm as well as can be expected. 

On the morning of the 2ist November, the Afrika Korps moved to 
the attack against the rear of the British armour. By evening, after heavy 
fighting, it gained the escarpment near Bir Sciaf-Sciuf south of the Trigh 
Capuzzo, where it took up position for a mobile defence to meet the 
enemy s renewed attack. 

On the previous night., a minor sortie of the Tobruk garrison from 
the south-east sector was followed by a heavy attack supported by 50 
infantry tanks. The enemy broke through the investing front, and over 
ran the artillery positions of the Bologna Division. Although the position 
was restored this sector of tte front remained a continual source of 
anxiety for us. 

For the 22nd November Rommel ordered " mobile operations " 
south of the Trigh Capuzzo. On the previous night General Cruewell 
had led the isth Panzer Division out to the east, completely unobserved 
by the enemy, and regrouped them in depth up against the enemy s long 
flank. While the 2ist Panzer Division attacked the Sidi Rezegh airfield 
and threw the enemy back to the south, the I5th Panzer Division drove 
into the flank and rear of the enemy force attacking Bir Sciaf-Sciuf. 
Pushing on during the night, they overran the headquarters of the 
British 4th Armoured Brigade, captured the commander and disrupted 
the brigade. 

That day no attacks were made from Tobruk. Farther east the enemy 
launched an outflanking movement aimed at the rear of the Sollum 
front. Our strong points held, but Fort Capuzzo was taken by the 
New Zealanders. 



THE TANK BATTLE OF TO TENSO NNTA G l 

Orders for the 23rd November were the destruction of the enemy s 
main striking force by a concentric attack of all German-Italian mobile 
forces. 

That day Rommel was unable for the first time to issue his orders 

1 Memorial Sunday. The German day of remembrance for those who died in the 
First World War. 



THE WINTER CAMPAIGN, IQ4I-2 l6l 

verbally and so the Afrika Korps received a lengthy wireless signal which 
would have taken far too long to transcribe and decode. General Gruewell 
could not wait and, knowing RommePs general plan, felt compelled to 
act on his own initiative. Accordingly, he left his H.Q,. at Gasr el Arid 
at about 05.30 hours to lead his troops personally in the forthcoming 
decisive battle. Half an hour later, his whole headquarters staff together 
with almost the entire paraphernalia of command was surprised by the 
New Zealanders, who had come up from Sidi Azeiz unobserved, and 
taken prisoner after a heroic defence. General Cruewell and I escaped 
this fate by a hairsbreadth. 

On the morning of the 23rd, German-Italian dispositions were as 
follows : 

The 1 5th Panzer Division was reorganising after its success near Bir 
Sciaf-Sciuf. The 2ist Panzer Division was deployed for defence in the 
Sidi Rezegh area. The Italian Ariete and Trieste Divisions were assembled 
round Bir el Gobi. 

The enemy armour was thought to be lying on the extensive desert 
plateau of Sidi Muftah and Bir el Haiad, divided up into several combat 
groups. 

General CruewelPs plan was to attack the enemy in the rear, but he 
first intended to join up with the Ariete, who were moving up from Bir 
el Gobi, in order to bring all the available armour to bear in one united 
effort. At about 07.30 hours, the 15th Panzer Division moved to the 
south-west where they discovered and immediately attacked a strong 
force of enemy armour round Sidi Muftah. Violent tank fighting 
developed. More enemy groups with vast vehicle parks, numerous tanks 
and guns were discovered north of Hagfed el Haiad and General Gruewell 
accordingly embarked on an even wider outflanking movement. By the 
early afternoon, after continuous fighting, he reached a point south-east 
of Hagfed el Haiad, deep in the enemy s rear. 

The Ariete s assault spearheads had meanwhile arrived with 120 
tanks and General Cruewell now launched the combined German and 
Italian armoured forces northwards into the enemy s rear, with the 
object of bottling him up completely and forcing him back against the 
2ist Panzer Division s front at Sidi Rezegh. 

The attack started well, but soon came up against a wide artillery 
and anti-tank gun screen, which the South Africans had formed at a 
surprising speed between Haiad and Muftah. Guns of all kinds and 
sizes laid a curtain of fire in front of the attacking tanks and there seemed 
almost no hope of making any progress in the face of this fire-spewing 
barrier. Tank after tank split open in the hail of shells. Our entire 
artillery had to be thrown in to silence the enemy guns one by one. 
However, by the late afternoon we had managed to punch a few holes 
in the front. The tank attack moved forward again and tank duels of 
tremendous intensity developed deep in the battlefield. In fluctuating 



l62 THE WAR IN AFRICA FIRST YEAR 

fighting, tank against tank, tank against gun or anti-tank nest, sometimes 
in frontal, sometimes in flanking assault, using every trick of mobile 
warfare and tank tactics, the enemy was finally forced back into a confined 
area. With no relief forthcoming from a Tobruk sortie, he now saw his 
only escape from complete destruction in a break-out from the ring 
surrounding him. 

At one moment during this confused battle, the Afrika Korps* 
Mammoth, containing General Cruewell and his staff, was suddenly 
ringed round by British tanks. The German crosses on the sides of the 
vehicle, which had been originally captured from the British, were not 
easy to identify. The hatches were shut. The British tankmen, who had 
fortunately fired off all their ammunition, had no idea whom they had 
met. A number of them left their Mark VI, walked across to the 
Mammoth and knocked on the armour plate, whereupon General 
Cruewell opened the hatch and found himself looking into the face of 
a British soldier, to the great astonishment of both. At that moment 
gunfire started to spray into the neighbourhood. The occupants of the 
Mammoth threw themselves flat 6n the thin wooden flooring, but the 
vehicle escaped undamaged. A German so-mm. anti-aircraft gun had 
opened fire on the dismounted British tank crews, who promptly jumped 
back into their tanks and disappeared as fast as they could to the south, 
thus releasing the staff of the Afrika Korps from a highly precarious 
situation. 

The wide plain south of Sidi Rezegh was now a sea of dust, haze 
and smoke. Visibility was poor and many British tanks and guns were 
able to break away to the south and east without being caught. But a 
great part of the enemy force still remained inside. Twilight came, but 
the battle was still not over. Hundreds of burning vehicles, tanks and 
guns lit up the field of that Totensonntag. It was long after midnight before 
we could get any sort of picture of the day s events, organise our force, 
count our Idsses and gains and form an appreciation of the general 
situation upon which the next day s operations would depend. The most 
important results of this battle were the elimination of the direct threat 
to the Tobruk front, the destruction of a large part of the enemy armour 
and the damage to enemy morale caused by the complete ruin of his 
plans. 

After these reverses, the commander of XXX Corps, General Norrie, decided 
to withdraw what remained of his forces southward to the Gabr Saleh area. Two- 
thirds of his tanks had been lost, and the remaining 150 were badly dispersed. 

23 Nov. 1941 
DEAREST Lu, 

The battle seems to have passed its crisis. I m very well, in good 
humour and full of confidence. Two hundred enemy tanks shot up 
so far. Our fronts have held. 



THE WINTER CAMPAIGN, 1941-2 163 

THE RAID INTO EGYPT 

General Cruewell s conduct of the battle had been masterly; on the 
morning of the 24th November he reported to Rommel on the ring road 
Rommel did not yet know the full details of the action south of Tobruk 
that the enemy had been smashed at Sidi Rezegh, and that only a part 
of his force had escaped destruction. This fact strengthened Rommel in 
the decision he had already taken to strike to the south-east deep into 
the enemy s rear. Rommel explained his plan in the following words: 
" The greater part of the force aimed at Tobruk has been destroyed; 
now we will turn east and go for the New Zealanders and Indians before 
they have been able to join up with the remains of their main force for 
a combined attack on Tobruk. At the same time we will take Habata 
and Maddalena and cut off their supplies. Speed is vital; we must 
make the most of the shock effect of the enemy s defeat and push forward 
immediately and as fast as we can with our entire force to Sidi Omar." 

Rommel s intention was to exploit the disorganisation and confusion 
which he knew must exist in the enemy s camp, by making an unexpected 
and audacious raid into the area south of the Sollum front. He hoped to 
complete the enemy s confusion and perhaps even induce him to pull 
back into Egypt again. Our entire mobile force was to- take part in the 
operation. 

A weak holding force, scraped together from different formations 
and put under the command of the artillery commander, General 
Boettcher, was placed south of Tobruk to deal with any further enemy 
attempts to raise the siege. Italian infantry remained at Bir el Gobi and 
the siege of Tobruk was maintained by the same forces as hitherto. This 
decision of Rommel s probably the boldest he ever made has been 
severely criticised by certain German authorities, who were for ever 
incapable of understanding the African theatre, but has been praised 
and admired by the enemy. 

It would, of course, have been possible for him to have first disposed 
finally of the enemy remnants who had been fortunate enough to escape 
destruction south of Tobruk; but this would have taken a great deal of 
valuable time. He therefore judged it better to take the enemy unawares 
by going for his Sollum front and at the same time striking a blow at his 
most sensitive spothis life-line of supply. Accordingly, at midday on 
the 24th November, the Afrika Korps and the Ariete Division started 
on their long desert trek towards Sidi Omar, which they reached in the 
evening after a wild drive in complete disregard of the British threat to 
their flanks. Rommel, who was at the head of the column, led the 2ist 
Panzer Division straight through the 4th Indian Division into the Sidi 
Suleiman district in order to seal off the Halfaya front to the east. The 
1 5th Panzer Division was ordered to attack Sidi Omar. One mixed 



164 THE WAR IN AFRICA FIRST YEAR 

combat group was assembled to take the supply centre at Maddalena, 
while another was to destroy the camps round Habata, the terminus of 
the desert railway. There is no doubt that these moves would have 
seriously upset the enemy s supply, but they could never have caused it 
to collapse altogether, and the story put about by a number of writers 
that " the whole fate of the Eighth Army hung by a single thread, which 
Rommel was unable to cut " is entirely without foundation. 

On the 24th November, the issue of orders took place late in the 
afternoon near Bir Sheferzen, east of Graziani s wire fence. Rommel 
then drove off to 2ist Panzer Division and personally put them at the 
Halfeya Pass. On the way back to Sidi Omar his one and only vehicle 
broke down with engine trouble. It was pure luck that as dusk was 
falling, the Afrika Korps Mammoth, containing General Cruewell and 
his battle staff, came by. " Give us a lift," said Rommel, who, with 
Cause, was shivering with cold. The Mammoth, now carrying all the 
most senior officers of the Panzer Group, drove on to the wire fence. 
Unfortunately, no way through it could be found, and it was impossible 
to make one. Finally, Rommel grew impatient. " 1*11 take over myself," 
he said, and dismissed the A.D.C., who had been directing the vehicle 
up till then, But this time even Rommel s legendary sense of direction 
did not help. To make matters worse they were in an area completely 
dominated by the enemy, Indian dispatch riders buzzed to and fro past 
the Mammoth, British tanks moved up forward and American-built 
lorries ground their way through the desert. None of them had any 
suspicion that the highest officers of the German-Italian Panzer Group 
were sitting in a captured command vehicle, often only two or three yards 
away. The ten officers and five men spent a restless night. 

During the days that followed, Rommel continued to drive from one 
unit to another, usually through the British lines, in order to deal with 
the continually recurring crises. On one occasion he went into a New 
Zealand hospital, which was still occupied by the enemy. By this time 
no one really knew who was captor and who captive except Rommel, 
who was in no doubt. He inquired if anything was needed, promised the 
British medical supplies and drove on unhindered. He also crossed an 
air strip occupied by the British, and was several times chased by British 
vehicles, but always escaped. 

Meanwhile, the sist Panzer Division, contrary to its original instruc 
tions, but following an order wrongly transmitted to it by the Army s 
rear operations staff, had moved through the Halfaya position on to 
Capuzzo and become involved in dangerous and costly fighting with the 
New Zealanders. The attack made by units of the Afrika Korps on Sidi 
Omar miscarried, and it soon became apparent that the enemy was 
everywhere still far stronger than might have been expected after our 
victories. He had recovered from the shock very quickly and the situation 
had been saved as we discovered later by the personal intervention 



l66 THE WAR IN AFRICA FIRST YEAR 

of General Auchinleck, G.-in-C. Middle East Army Group, who had 
rushed up from Cairo and at the last moment reversed General Cunning 
ham s decision to evacuate the Marmarica and withdraw to Egypt. 

Rommel s daring stroke came very close to proving decisive by its effect on the 
mind of the commander of the opposing army. The shattering defeat of his armour 
in the battle around Sidi Re&gh led Cunningham on the syrd to contemplate 
abandoning the offensive and withdrawing over the frontier to reorganise his forces 
out of Rommel 9 s reach. By such a timely withdrawal he could reckon on keeping 
his army in being, whereas by continuing the offensive in tlie existing conditions he 
ran the risk of having it completely destroyed. But his inclination to retreat was 
overruled by Auchinleck, who arrived at this crucial moment by air from Cairo. 

The next day, Rommel launched the Afrika Korps on its strategic raid. As it 
burst through into the, British rear area it spread confusion and panic. This 
alarming news naturally increased Cunningham 9 s anxiety. If the decision to persist 
or retreat had rested with him, RommeFs deep advance might have settled the issue. 
But on the 26th Auchinleck, after returning to Cairo, came to the conclusion that he 
must reinforce his order to continue the offensive by giving the Eighth Army a 
different commander, and replaced Cunningham by Ritchie the Deputy Chief of 
the General Staff at his own headquarters. 

AuchinlecKs intervention and resolution brought victory out of defeat. Tet his 
decision was basically more of a gamble than Rommel* s raid, because it staked 
the survival of the Eighth Army on a continuance of the British offensive. The 
misdirection of the 21 st Panzer Division, as well as the firm resistance of the New 
Zealand and 4th Indian Divisions, was an important factor in the issue. 

As things turned out, Rommel 9 s raid resulted in more forfeit than gain. When 
the raid started, he had almost won the battle. When the raid ended, the scales had 
tilted against him. But the margin was very narrow, not only psychologically but 
physically. For in his south-easterly drive to the frontier aimed at the British 
supply sources behind it lie actually passed the two field supply depots on which 
the whole British advance depended. These two huge dumps, each some six miles 
square, lay 75 miles south-east and south-west respectively of Gabr Saleh, and only 
the 22nd Guards Brigade was available to defend them. The Afrika Korps actually 
passed through the water point on the northern edge of the more easterly dump. 
But the existence of these two vital supply sources was not discovered thanks to 
good concealment, and control ofttie air on tlie British side. 

If Rommel, after his success at Sidi Rezegh, had pushed south to mop up the 
remains of XXX Corps, he would have found the dumps and probably sealed his 
victory. It was ironical that in pursuing the bigger aim he missed the bigger target. 
The course he actually took might be condemned by cautiously conventional doctrine, 
but it was in accord with the classic ideas of generalship as applied by the " Great 
Captains " of history. When a similar course was followed by the Panzer forces 
the year before against the Allied armies in Western Europe, under more precarious 
circumstances, it had produced the greatest victory of modern times. Its miscarriage, 
this time in Africa, was due partly to the human factors already mentioned 



THE WINTER CAMPAIGN, 1941-2 167 

Auchinleck above all but it was also a demonstration of the big part that chance 
plays in the issues of war. 

BACK TO TOBRUK 

Rommel had notified his la, Lieut.-CoI. Westphal, of his decision to 
strike for Sidi Omar in the early morning of the 24th November. Westphal 
wanted to raise objections, and in particular to draw attention to the fact 
that the British were reassembling their troops south of Bir el Gobi. 
But Rommel permitted no discussion, pulled General Gause, his Chief 
of Staff, into the car and drove off to Sidi Oman 

Before they had gone far the accompanying wireless vehicle stuck 
fast in the desert. Rommel drove on without it and the operations staff 
at headquarters could no longer reach him by wireless. So when the 
British, freshly organised after Auchinleck s assumption of command, 
advanced on the now practically denuded area of Sidi Rezegh, Westphal 
tried desperately to make contact with Rommel. Several aircraft were 
sent out to look for him, but they did not return. The situation south of 
Tobruk grew steadily more tense, and finally Westphal decided to take 
matters into his own hands and recall the 2ist Panzer Division to Sidi 
Rezegh. 

When Rommel heard of this order he regarded it at first as an enemy 
trick, but soon found out that it was genuine. An A.D.C. of Rommel s, 
Lieut. Voss, gives the following account of his return to H.Q. : 

" Rommel was at first furious at Lieut.-Col. Westphal s independent 
action in recalling 2ist Panzer Division to El Adem. On returning to 
headquarters he greeted nobody but stalked silently into the command 
vehicle and looked at the situation maps. Behind him stood Cause. 
We tried to signal to Cause that he should talk to Rommel and explain 
Westphal s decision. But it was not necessary, for Rommel suddenly 
left the vehicle saying that he was going to lie down. Nobody dared go 
to the vehicle where Rommel was sleeping, to report on the situation. 
Next morning, however, to everybody s relief, the General made no 
further mention of the incident. He was as friendly as ever and work 
at headquarters continued smoothly." 

Although the British 7th Armoured Division and the South Africans 
had undoubtedly been very badly mauled, the New Zealanders, the 
Indians, the Guards Brigade and the Tobruk garrison were all fully 
intact and active. In these circumstances, Rommel was compelled to 
give up . the operations against the supply centres at Maddalena and 
Habata [in the desert, 25 miles south ofBuqbuq], as these long-range and time- 
consuming raids could no longer take the enemy by surprise and would 
have meant a wanton dispersal of our strength. He now concentrated 
all his mobile forces against the New Zealanders. On the 25th November 



l68 THE WAR IN AFRICA FIRST YEAR 

heavy fighting flared up again at Tobruk, where our holding force was 
caught between pincers, one coming from the south-east and the other 
from the fortress itself. By mustering all their strength, the Boettcher 
Group succeeded in beating off most of these attacks, and the only 
enemy penetration was brought to a standstill by an Italian counter 
attack. 

In view of this critical situation, Rommel immediately broke off 
operations on the Sollum front and brought all his formations back as 
quickly as possible to the main centre of the battle at Tobruk* 

27 Nov. 1341 
DEAREST Lu, 

The battle has now been raging in the desert round Tobruk and 
in front of Sollum since the igth. You will have heard from the 
communiques more or less how it has gone. I think we re through 
the worst and that the battle will be of decisive importance to the 
whole war situation. 

I m very well. I ve just spent four days in a desert counter-attack 
with nothing to wash with. We had a splendid success. 

It s our 25th wedding anniversary to-day. Perhaps it ll run to a 
special communiqu^. I need not tell you how well we get on together. 
I want to thank you for all the love and kindness through the years 
which have passed so quickly. I think, with gratitude to you, of our 
son, who is a source of great pride to me. With his splendid gifts he 
should go far. 

All for now. Our next move is already beginning. 

On the 28th November, while the 2ist Panzer Division raced along 
on either side of the coast road to Gambut and gained the country south 
of Zafraan, I5th Panzer Division drove down the Trigh Capuzzo 
with its flank constantly threatened by mobile forces. After fighting its 
way up the escarpment and for the Jebel, the division found itself in the 
evening once again on the old battleground at Sidi Rezegh. 

A wireless signal from Rommel summoned the commander of the 
Afrika Korps to the Panzer Group s forward H.Q,., which was said to be 
located near Gambut. After searching for a long time in the darkness 
they finally discovered a British lorry, which General Cruewell s command 
car approached with great caution. Inside it, to his good fortune, were 
no British troops, but Rommel and his Chief of Staff, both of them 
unshaven, worn with lack of sleep and caked with dust. In the lorry 
was a heap of straw as a bed, a can of stale water to drink and a few tins 
of food. Close by were two wireless trucks and a few dispatch riders. 
Rommel now gave his instructions for next day s operations. 

His plan was to surround the New Zealand division, which had 
meanwhile joined hands with the Tobruk garrison, and thus close the 



THE WINTER CAMPAIGN, 1941-2 l6g 

ring round Tobruk again. For this operation he gathered together 
eveiy available formation and put the main weight of his attack on the 
western flank in order to prevent the New Zealanders withdrawing into 
Tobruk. 

29 Nov. 1941 
DEAREST Lu, 

The battle seems to be developing well. The decision will probably 
come to-day. I m full of confidence. 

In haste. 

The 2 ist Panzer Division whose commander, General von Raven- 
stein, had been taken prisoner by the New Zealanders closed the ring 
from the east and at the same time defended itself against heavy relieving 
attacks from the south. In the evening the I5th Panzer Division, moving 
north, took the important ridge of El Duda, but it was lost again during 
the night. 

50 Nov. 1941 
DEAREST Lu, 

The battle is still going on and will need all our efforts if we are 
to win it. Prospects are good, but the troops are dead tired after 
twelve days of it. Fm in good form, very lively and ready for anything. 
The British have captured von Ravenstein. All for to-day. 

On the morning of the 3Oth November, powerful enemy armour and 
massed infantry advanced against our southern screen, but their attacks 
were unco-ordinated and we were able to repulse them all along the line. 
The 1 5th Panzer Division, on the other hand, in spite of many attempts, 
failed to take Belhammed or make contact with the goth Light Division, 
which would have cut the pocket off from Tobruk. 

It was not finally sealed off until the following day, when, after all 
attempts at relief from the south and east had been beaten off, a con 
centric attack was launched which resulted in the destruction of the 
greater part of the New Zealand Division. 

Thus the British garrison was once again locked up in Tobruk. The 
enemy, moreover as we learnt from an intercepted wireless message 
had suffered such heavy losses that he now intended temporarily to break 
off the battle. 

But Rommel could not allow his troops the rest they so badly needed. 
The Sollum front was having to fight hard to defend itself against the 
Indians, the supply line was being continually molested and Bardia was 
seriously threatened. He therefore dispatched two mixed combat groups 
of the Afrika Korps along the Trigh Capuzzo and the coast road, 
respectively, to open our lines of communication. He placed the bulk 
of the German and Italian mobile forces south-east of Tobruk where, 



I7O THE WAR IN AFRICA FIRST YEAR 

while being supplied and refitted, they could be sent quickly either to 
the Sollum front or to the south against the British main force. 

The enemy formations carried out their reorganisation and re 
grouping on either side of the Trigh el Abd, covered by a deep screen 
of armoured cars along the line Sidi Muftah Capuzzo. 

With the enemy so much better off for supplies than we were, we 
could expect him soon to be ready to resume his offensive. However, the 
battle had reached a temporary conclusion and the army reported to the 
High Command on its victories : 

" In the continuous heavy fighting between the i8th November and 
the ist December, 814 enemy armoured fighting vehicles and armoured 
cars have been destroyed, and 127 aircraft shot down. No estimate can 
yet be given of the booty in arms, ammunition and vehicles. Prisoners 
exceed 9,000, including three generals." 

Not until later did we learn that the enemy had meanwhile made a 
change in the command of the Eighth Army. General Ritchie had 
replaced General Cunningham. 

2 Dec. 

DEAREST Lu, 

Yesterday we succeeded in destroying the remains of one, or 
perhaps two, British divisions in front of Tobruk, which has made the 
situation a little easier. But the British won t give up, if I know them. 
However, we are now fighting under better conditions than before 
and will pull it off for certain. 

The attack of our two mixed combat groups on Bardia-Sollum mis 
carried. On the 4th December, the army gained a clear picture of the 
enemy s dispositions. A new force was being formed round Bir el Gobi, 
obviously with the intention of thrusting round our flank deep into our 
rear and unhinging the siege front round Tobruk. Rommel decided to 
attack this force immediately and with all his mobile formations, before 
it had had time to complete its preparations. 

Our forces had now become too weak to maintain the ring round 
Tobruk, and Rommel had preparations made to give up the eastern 
part of the siege front. During the night 4-5 December the Afrika Korps 
moved westwards through the corridor between El Duda and Sidi 
Rezegh now only two miles wide to its assembly area at El Adem. 
The attack on Gobi was due to be made in conjunction with the Italian 
Motorised Corps coming up from the north-east, but with the Italians 
neither assembled nor in a fit state to attack, the Afrika Korps had to 
strike the blow alone, which they did at midday on the 5th December. 
The Korps first came up against the British Guards Brigade newly 
arrived in the battle and then the refitted brigades of 7th Armoured 
Division. In spite of this they advanced by evening to a point 10 miles 



THE WINTER CAMPAIGN, 1941-2 

north-west of Gobi. Meanwhile, the British had launched an attack 
from Tobruk, and taken the hill line Duda-Belhammed* This finally 
forced us to give up the eastern part of the Tobruk front. 

At midday on the 5th December, a Commando Supremo Staff 
officer, sent by the Duce, arrived at Army H.Q. and informed us that no 
reinforcements for the Panzer Group could be expected to arrive before 
the beginning of January* Nothing could be done until that date except 
to cover the barest essentials of rations and ammunition* This information 
did not make us any more cheerfuL 

Auchinleck managed to send up two more infantry brigades, and two armoured 
car regiments. Moreover, the ist Armoured Division had just arrived from England 
and was moved up close to the frontier for intense desert training; it would thus 
provide additional insurance against any further panzer raid. 

On the evening of the 5th December, Rommel had the following 
appreciation to consider: " The Afrika Korps attack has inflicted no 
decisive damage on the enemy at Gobi, largely because of the absence 
of the Italian Motorised Corps. It is to be expected that the enemy 
force in the Gobi area will be further reinforced by fresh formations and 
will soon go over to the attack itself in superior strength. Events at Tobruk 
have shown that there, too, the enemy still disposes of battle-worthy 
formations. Nevertheless, there still appears to be a chance of gaining a 
decision, by launching all the remaining German and Italian panzer 
and motorised divisions in a concerted attack against the British at Gobi. 
If this fails to destroy a substantial part of the enemy s force, then, in view 
of our own heavy losses in men and material, we shall have to consider 
breaking off the battle and withdrawing to the Gazala position, and later 
evacuating Cyrenaica altogether." 

The Afrika Korps launched their attack on the 6th December, once 
again alone. The Italians reported that their troops were exhausted and 
no longer fit for action. The enemy fell slowly back on Bir el Gobi, but 
it was no longer possible to destroy, or even outflank and envelop any 
material part of their force. There was in fact a serious danger of our 
own force being outflanked round both sides by the superior enemy. 1 
In spite of this, the attack was resumed on the 7th December, again 
without success. Our casualties were heavy. 

In view of the great numerical superiority of the enemy and the 
condition of our own troops, Rommel now decided to give up Tobruk 
completely and beat a fighting retreat to the Gazala position. It was a 
painful decision to have to take, for the German troops had fought 
successfully and inflicted very heavy losses on the enemy. But to have 
stayed any longer at Tobruk would merely have led to the steady 

1 Cruewell, who realised that the destruction of the enemy could only be achieved 
\vith the co-operation of the Italians, repeatedly wirelessed: " Where is Gambarra? " 
But Gambarra did not appear on the battlefield. Cruewell s signal later became a stock 
witticism with the troops in Africa. 



172 THE WAR IN AFRICA FIRST YEAR 

attrition of our already weakened forces, and thus ultimately to the loss 
of Libya. 

Letter written by L-Cpl. Guenther, Rommel s batman 

6 Dec. 1941 
DEAR FRAU ROMMEL, 

The General went off to his command post very early again this 
morning. I am to send you his warmest greetings and to inform 
you that the General is still in good health and that all is well with 
him. 

The new fighting is making very heavy demands on the General; 
he has no time to spare. 

We left our house a fortnight ago and have moved several times 
since then. Now to-day we have landed up once again in a small 
wadi, where aircraft will not find us very easily. Our vehicles are 
well camouflaged and now have quite a look of the desert about 
them. We have still got the two chickens, the General has no doubt 
told you about them. They are even managing to find something 
green here. [Rommel had been presented with a number of chickens, 
which at Guenther s special request had not been killed, but were being taken 
along as mascots.] 

It is very quiet to-day compared with the past weeks. We are 
no longer in range of the enemy artillery, which used to fire very 
frequently all round and behind us. So it is very pleasant again not 
to have the shells whizzing all round. Now I will close. I wish you 
the very best and send the warmest greetings on behalf of the General 
to you and your son. 

HERBERT GUENTHER 
L-Cpl. 

9 Dec. 1941 
DEAREST Lu, 

You will no doubt have seen how we re doing from the Wehrmacht 
commUniques. I ve had to break off the action outside Tobruk on 
account of the Italian formations and also the badly exhausted 
German troops. I m hoping we ll succeed in escaping enemy encircle 
ment and holding on to Cyrenaica. I m keeping well. You can 
imagine what I m going through and what anxieties I have. It 
doesn t look as though we ll get any Christmas this year. It s only a 
fortnight away. 



THE WINTER CAMPAIGN, 1941-2 173 

RETREAT FROM GYRENAIGA 

During the night 7-8 December, with the defence of Tobruk s western 
front maintained, the Afrika Korps and the Italian Motorised Corps 
disengaged from the enemy. Elements of the non-motorised Italian 
XXI Corps and goth Light Division were already arriving in the Gazala 
position. Our main danger during the withdrawal was to the southern 
flank, where the enemy could outflank us without difficulty, and the 
Afrika Korps was accordingly detailed to cover the flank of the whole 
force. However, the enemy attempted nothing so ambitious, but limited 
himself to thrusts against our front, all of which were beaten off. The 
Sollum front now 120 miles from the main force was still holding out, 
in spite of the fact that there was now no land route through to them for 
supplies. 

A substantial force was now put in to protect the weakest and most 
dangerous point on the German-Italian side, the bottleneck at Agedabia, 
where it would have been a simple matter for the enemy to cut the life 
line of the whole Axis Army. 

Withdrawing a step at a time, fighting isolated and sometimes very 
troublesome actions as they went, all troops reached the Gazala Line 
by the isth December, without the enemy having succeeded, during the 
withdrawal, in cutting off any sizeable detachments of troops or inflicting 
any serious casualties, 

RommePs decision found no agreement with his Italian superiors, 
and an interesting sidelight on this situation is given in the following 
entry in his diary: 

" I also received a visit from Excellency Bastico in a ravine south-east 
of Ain el Gazala bay, where we established our H.Q. on the I2th 
December. He is very upset about the way the battle is going and is 
particularly worried about the Agedabia area, to which he wants to move 
an Italian division as quickly as possible. It worked up to a very stormy 
argument, during which I told him, among other things, that I was not 
going to stand for any of my Italian divisions being taken from me and 
redisposed by him. I would have no option but to make the retreat 
through Cyrenaica with the German forces alone, leaving the Italians 
to their fate. I added that I was quite certain that we for our part would 
be able to fight our way through, but that the Italians would not manage 
it without our help. In short, I did not intend to have a single Italian 
soldier removed from my command. Excellency Bastico thereupon 
became more amenable." 

is Dec. 1941 
DEAREST Lu, 

Don t worry about me. It will all come out all right. We re still 



174 THE WAR IN AFRICA FIRST YEAR 

not through the crisis. It ll probably go on for another couple of 
weeks yet. But I still have hopes of holding on here. I m now living 
in a proper house complete with " hero s cellar " [a dugout or shelter]. 
I spend the days with the troops. 

Happy Christmas to you and Manfred. I hope to be with you 
shortly afterwards. 

On the 1 3th December, a strong enemy infantry attack broke through 
XX Italian Motorised Corps s line and enemy reconnaissance forces 
reached Bir Temrad, 12 miles behind our front. 

13 Dec. 1941 
DEAREST Lu, 

The situation has been made extremely critical by the failure of a 
major Italian formation. However, I hope to be able to hold on. 
Otherwise, I m very well, in fixed quarters. 

Simultaneously enemy armour \^th Armoured Brigade] was enveloping 
the Afrika Korps positions on the desert flank. The enemy s frontal 
break-through was temporarily checked by a successful counter-attack, 
but he was strong enough to renew it. Beyond that, there was obviously 
a danger that the enemy armour might push through to the desert cross 
roads at Mechili, stop our supplies and cut off our retreat through 
Cyrenaica. It was no use concealing the fact that the strength of the 
Axis forces was at an end and Rommel reported to the High Command: 
" After 4 weeks of uninterrupted and costly fighting, the fighting power 
of the troops despite superb individual achievements is showing signs 
of flagging, all the more so as the supply of arms and ammunition has 
completely dried up. While the Army intends to maintain its hold on 
the Gazala area during the i6th December, retreat through Mechili- 
Derna will be unavoidable, at the latest during the night of the i6tb, 
if it is to escape being outflanked and destroyed by a superior enemy." 

The Italian High Command was horrified over this plan. On the 
1 6th December General Cavallero appeared at Army H.Q, and had 
several conferences with Rommel. The diary entry reads as follows: 

" At my meeting at 15.15 hours with General Cavallero, I stated that 
as things had developed, there was only one possibility open to me, 
namely, to break off the action south of the Ain el Gazala bay and near 
Tmimi during the night and withdraw our troops to Mechili and Tmimi 
respectively. The enemy had enveloped the whole of this front and the 
only escape route left to us was a narrow strip through Tmimi. The 
Italian troops now had little fight left in them. Cavallero raised no 
objections at the time. 

" However, at 23.00 hours he appeared at my H.Q. again, this time 
accompanied by Field-Marshal Kesselring, Excellency Bastico and 



THE WINTER CAMPAIGN, 1941-2 175 

General Gambarra. In a voice charged with emotion, he demanded that 
the order for the retreat should be withdrawn. He did not see the 
necessity for it, and in any case feared political difficulties for the Duce if 
Gyrenaica were lost. Kesselring backed him up strongly and said that it 
was completely out of the question for him to give up the airfield at 
Derna. I stood my ground and said that it was too late to alter my 
decision. The orders had been issued and were in some cases already 
being executed. Unless the Panzer Group wanted to face complete 
destruction, it had no choice but to fight its way back through the enemy 
during the night. I fully realised that this would mean the eventual loss 
of Cyrenaica and that political difficulties might result. But the choice 
I was faced with was either to stay where I was and thus sacrifice the 
Panzer Group to destruction thereby losing both Cyrenaica and 
Tripolitania or to begin the retreat that night, fight my wa^/back 
through Cyrenaica to the Agedabia area and at least defend Tripolitania. 
I could only choose the latter. Excellency Bastico and Gambarra 
behaved so violently in my room that evening, that I was finally obliged 
to ask Bastico how he, as Commander-in-Chief of the North African 
forces, proposed to handle the situation. Bastico evaded the question, 
and said that as Commander-in-Chief it was not his business; heqouh} 
only say that we ought to keep our forces together. Finally, the delegation 
left my H.Q. having accomplished nothing." 

On the evening of the i6th December the Afrika Korps and the 
Italian Motorised Corps, all under the command of General Cruewell, 
began their withdrawal across the southern edge of the Cyrenaican 
mountains to El Abiar, while the Italian non-motorised infantry forma 
tions marched back through Cyrenaica [.*. the coastal strip]. 

20 Dec. 1941 
DEAREST Lu, 

We re pulling out. There was simply nothing else for it. I hope 
we manage to get back to the line we ve chosen. Christmas is going 
to be completely messed up. 

I m very well. I ve now managed to get a bath and a change, 
having slept in my coat most of the time for the last few weeks. Some 
supplies have arrived die first since October. My commanding 
officers are ill all those who aren t dead or wounded. 

22 Dec. 1941 

Retreat to A 1 1 You can t imagine what it s like. Hoping 

to get the bulk of my force through and make a stand somewhere. 
Little ammunition and petrol, no air support. Quite the reverse 
with the enemy. But enough of that. . . . 

^Agedabia. 



176 THE WAR IN AFRICA FIRST YEAR 

23 Dec. 1941 

Operations going satisfactorily to-day, so far as it s possible to tell 
in the morning. It looks as though we ll succeed in extricating our 
selves from the envelopment and getting the main body back. It ll 
be a great Christmas treat for me if it does come off. How modest 
one becomes! It s no good turning to the Italian High Command 
of course. They would have been roped in long ago with all their 
force. 

25 Dec. 1941 

I opened my Christmas parcel in my caravan yesterday evening 
and was very pleased with the letters from you and Manfred and the 
presents. Some of it, like the bottle of champagne, I took straight 
across to the Intelligence truck where I sat over it with the Chief, the 
la and Ic. The night passed quietly. But the Italian divisions give us 
a lot of worry. There are shocking signs of disintegration and German 
troops are being forced to the rescue everywhere. The British were 
badly disappointed at Benghazi in neither cutting us off, nor finding 
petrol and rations. Cruewell has been made a full Panzer General. 
He really deserves it. Pm up at the front every day, regrouping and 
organising our forces. I hope we now succeed in making a stand. 

P.S. I don t think I ve told you yet that Schraepler met with a 
fatal accident (run over by the Mammoth). 

By the 25th December, the retreat to Agedabia was complete, without 
the enemy having exploited a single one of the many chances which he 
had had for outflanking the German forces. The non-motorised German- 
Italian troops moved into improvised defence lines on either side of the 
town, while the Afrika Korps and the Italian Motorised Corps took up 
positions round Agedabia for a mobile defence. 

There was one more major " victory " to record before the retreat 
was over on the igth December a convoy from Italy arrived in Benghazi 
carrying two German panzer companies, artillery batteries and supplies. 
These were the first ships carrying arms which had arrived since the 
beginning of the British offensive in mid-November. Part of the convoy 
had been sunk during the crossing and two panzer companies and one 
battery lost. 

It remains a mystery why the British did not outmarch us through 
the excellent driving country of the desert and finally cut off our retreat 
at the critical point, i.e. Agedabia. Fortunately for us, this danger, of 
which Rommel was all the time afraid, did not materialise. 1 

ir The British follow-up was greatly handicapped by the difficulties of maintaining 
supplies as the line of supply became increasingly stretched. In consequence, the follow- 
up forces not only had to be reduced, but dwindled as the advance continued. The re- 
equipped 22nd Armoured Brigade formed the main armoured element, but was twice 



THE WINTER CAMPAIGN, 1941-2 177 

Even so, the threat of our flank being turned by a wide hook through 
the desert was still with us at Agedabia, which was operationally a weak* 
position. In view of the condition of our troops particularly the Italians 
and the deficiencies in our supply it did not seem very advisable to 
make a long stay at Agedabia, but rather to limit ourselves to fighting 
a delaying action there, and then, when the moment seemed right, to 
pull back the bulk of our force to Mersa el Brega. Rommel reported in 
these terms to the Commando Supremo and they, after long deliberation, 
were eventually forced to agree that whereas we might lose everything 
if we stayed at Agedabia, Tripolitania at least could be successfully 
defended if we pulled back to Mersa el Brega. However, the time for 
this retreat had not yet come. 

Our defence at Agedabia was centred on the Afrika Korps. As the 
position itself was incapable of withstanding a major attack, the only 
way to defend it was by movement and counter-attack. Meanwhile, the 
enemy had already pushed forward very close to our front, so that we 
could expect both a frontal assault on our line and a hook round our 
desert flank. On the 2 7th December, the 22nd British Armoured Brigade, 
recently refitted and again up to full fighting strength, 1 moved forward 
through El Haseiat, while other troops launched a frontal attack at 
Agedabia. In three days of tank fighting, the enemy was outflanked, 
forced to fight on a reversed front, and finally surrounded. Some thirty 
of his tanks succeeded in escaping east, as petrol shortage checked the 
completion of our success. Under the impress of this defeat the elements 
of the Support Group and Guards Brigade which had mounted the 
frontal attack, also withdrew to the north-east. Thus the immediate 
danger to the Agedabia position was over. Rommel immediately made 
use of this breathing space to evacuate the position and retire by stages 
without enemy pressure into the Mersa el Brega line. The withdrawal 
began on the 2nd January with the departure of the Italian infantry. 
The mobile formations moved last and all troops were ready for action 
in the Brega line by the 1 2th January. 

While these successful actions were being fought, the situation on the 
Halfaya-Bardia front, where the garrisons now 450 miles away from 
the main body were still maintaining a heroic resistance, had visibly 
deteriorated. On the 3Oth December, the enemy launched a decisive 
attack on Bardia with powerful artillery, air and naval support and gained 
a deep penetration over a wide front in our defences. The last of our 
ration and ammunition dumps fell into enemy hands, and the Corn- 
held up for lack of petrol. It is clear that Rommel s supply system was far better adapted 
to rapid and long-range movement than the British. Auchinleck himself emphasises that 
Rommel was " greatly helped by the remarkable elasticity of his supply organisation.* 

ir That is not correct. It had been made up to a strength of 130 tanks, but of these 
many had broken down in the long desert march from Gazala. In the battle that 
followed 65 were destroyed. 



178 THE WAR IN AFRICA FIRST YEAR 

mandant, with Army s approval, asked for terms. The fortress was 
finally handed over on the 2nd January. 

In the Halfaya sector the starving garrison held out until the ryth 
January, when, having exhausted its stores and being cut off from its 
last water supply, it was forced to surrender. Superb leadership was 
shown by the Italian General de Georgis, who commanded this German- 
Italian force in its two months struggle. 

As a result of the fall of these frontier garrisons, Rommel s loss, which had 
been about the same as the British (18,000), during the battle, became much larger 
in the end. Some 4,000 Germans and 10,000 Italians were captured at Bardia, 
Sollum and Halfaya. 

Tfie British had suffered a much heavier loss of tanks in the battle, but through 
RommeVs retreat they were able to recover and repair a large proportion so that their 
permanent loss was only 278, while Rommel s was about 300 (including the Italian 
tanks). 

30 Dec. 7947 
DEAREST Lu, 

Heavy fighting yesterday, which went well for us. Their new 
attempt to encircle us and force us back against the sea has failed. 

I m back in Army H.Q. again. Kesselring and Gambarra are 
coming to-day. Gause will be flying off afterwards to Rome. They ve 
got absolutely no idea there of the difficulties here in Africa and are 
all going about their normal daily round of business or pleasure. 

Rain is falling and the nights are bitterly cold and windy. I m 
keeping fit sleeping all I can. You will no doubt understand that 
there s no chance whatever of my leaving here at the moment. 

All for now, must go to the Chief [Chief of Staff]. 

31 Dec. 1941 
My thoughts to-day, the last day of the year, are more than ever 

with you two, who mean the happiness of this earth to me. 

Almost superhuman exertions lie behind my gallant troops. The 
past three days fighting, in which we have been on the attack, has 
cost the enemy in tanks and 23 armoured cars. The difficulties 
under which this success has been scored beggar description. Anyway, 
it was a good finish for 1941 and gives hope for 1942. 

I m well. One cockerel and one hen have accustomed themselves 
to this gipsy existence and run loose round the truck. They belong 
half to Gause. 

All the best to you both for 1942. 

5 Jan. 1942 

Everything going as planned so far. Maybe better times are 
coining, in spite of everything. Gause was with the Fuehrer yesterday. 



THE WINTER CAMPAIGN, I 941 -2 179 

I would have liked him to have spent a fortnight in Rome with his 
wife. He was very exhausted after all he has had to go through at 
my side. Our la (Lieut.-Col. Westphal) is bearing up, although he 
had to go and get jaundice in the middle of it all. Kcsselring was here 
yesterday. We re gradually getting more stuff across. He s doing 
very good work over Malta. 

jo Jan. 1942 

Yesterday s letter was also dated the roth. One has no feeling 
for time here. 

Operations going as planned so far. Our mines and Luftwaffe 
are making things difficult for the enemy pursuit. To think that 
we ve got our force back 300 miles to a good line, without suffering 
serious harm, and in spite of the fact that the bulk of it is non- 
motorised! That our " unemployed " generals are grousing all the 
time doesn t surprise me. Criticism doesn t cost much. 

The Afrika Korps goes into the second line to-day, for the first 
time since the i8th November. Cruewell s got a very bad dose of 
jaundice and it s doubtful if he ll stick it out. I ll soon be the only 
one of the German officers who s seen the whole thing through from 
start to finish. The nights are bitterly cold and damp. I wrap myself 
up in woollens as much as I can. My stomach s all right. Guenther 
sees to it that I eat well. I m on the move from morning to night 
seeing that everything is going properly with the troops. It s very 
necessary. Best wishes to you and our son. 



14 Jan. 1942 

All going as planned here. The clash must come very soon now, 
but I have the greatest confidence that we ll survive it. Kesselring is 
coining to-day, so I won t be able to go to the front until 9.30. The 
Japanese victories are quite tremendous. The British will be out of 
eastern Asia in a few weeks. They ll look all the more for victories in 
North Africa, but they re going to be very disappointed. My troops 
are back in good fettle again. 

17 Jan. 1942 

The situation is developing to our advantage and I m full of plans 
that I daren t say anything about round here. They d think me 
crazy. But I m not; I simply see a bit farther than they do. But 
you know me. I work out my plans early each morning, and how 
often, during the past year and in France, have they been put into 
effect within a matter of hours? That s how it should be and is going 
to be, in future. 



l8o THE WAR IN AFRICA FIRST YEAR 

/9 Jan. 

The sun s quite warm here now at midday, just like on a fine 
spring day at home. The troops are already sunbathing. A few quiet 
days have done a lot of good. Cause has written from Rome. The 
Fuehrer apparently approved of all Fd done and was full of praise 
and admiration. Supplies have now improved, so you ll understand 
the Wehrmacht communiques for the next few days. Pm so pleased 
at this new turn I can hardly sleep at night. But as you know that s 
always been the same when I ve been particularly looking forward 
to something. 

Much to do and discuss. 

20 Jan. 1942 
6.30 hours. As usual, a few lines to you. I wish you were in as good 

spirits as I am. The British may attack to-day, but I m ready for 
them. So you ll understand why I m cheerful. Weeks of frightful 
hardship and anxiety lie behind us and are forgotten by the troops 
also. 

By the time this letter arrives you will long ago have heard how 
the battle s gone from the Wehrmacht communiques. The prepara 
tions are taking me all my time. Cruewell is not quite back on form 
yet and I m doubtful whether he ll be able to keep going with us for 
long, I should be very sorry if there had to be a change. I myself 
am very well. 

21 Jan. 1942 
The Army launches its counter-attack in two hours time. After 

carefully weighing the pros and cons, I ve decided to take the risk. 
I have complete faith that God is keeping a protective hand over us 
and that He will grant us victory. 



THE COUNTER-STROKE 

On 5th January, a convoy of ships carrying 55 tanks and 20 armoured 
cars, as well as anti-tank guns and supplies of all kinds arrived safely in 
Tripoli. This was as good as a victory in battle, and Rommel immediately 
began to think of taking the offensive again. His plans for the reconquest 
of Cyrenaica were already prepared. 

On the soth January by which time the Afrika Korps had in 
serviceable tanks at the front and 28 in the rear, while the Italian 
Motorised Corps disposed of 89 Rommel launched his counter-stroke. 
The plan was for the Afrika Korps to make an outflanking drive along 
the Wadi el Faregh, starting from the southern sector of the front, while 
the Italians, together with a German combat group, attacked frontally. 



THE WINTER CAMPAIGN, 1941-2 l8l 

Bad going delayed the Afrika Korps s move round the flank, with the 
result that the enemy managed to escape encirclement. 
Rommel s diary for the 2 ist January, 1942, remarks: 
" I had maintained secrecy over the Panzer Group s forthcoming 
attack eastwards from Mersa el Brega and informed neither the Italian 
nor the German High Command. We knew from experience that Italian 
Headquarters cannot keep things to themselves and that everything they 
wireless to Rome gets round to British ears. However> I had arranged 
with the Quartermaster for the Panzer Group s order to be posted up in 
every Cantoniera [Road Maintenance Depot] in Tripolitania on the 2 ist 
January the day the attack was due to take place. Excellency Bastico 
in Horns learnt of our intentions through this, of course, and was furious 
that he had not been told before. He reported to this effect to Rome, 
and so I was not surprised when Cavallero turned up in person at Mersa 
el Brega a few days later. * 

On the 22nd of January, Agedabia was taken and the enemy retired 
in disorder. The Afrika Korps then pushed forward to the line Antelat- 
Saunnu and enveloped a combat group of the British ist Armoured 
Division, which lost 117 tanks and armoured cars, 33 guns, numerous 
vehicles and thousands of prisoners. But the pocket was not completely 
closed and a large part of the enemy force managed to get away to the 
north. During the pursuit to Msus, another 98 armoured fighting 
vehicles and 38 guns were destroyed in a concentric attack. 1 The supply 
centre of Saunnu, with large stores of war material, fell to the Afrika 
Korps. 

22 Jan. 1942 
DEAREST Lu, 

I wonder what you have to say about the counter-attack we 
started at 08.30 yesterday? Our opponents are getting out as though 
they d been stung. Prospects are good for the next few days. You 
can guess how we ll react. I m very well, except that I could bear to 
sleep a little better. Though the sleepless early morning hours are 
very productive for me at the moment. 

On the 23rd January, General Cavallero appeared at Army H.Q,. 
to remonstrate with Rommel about the independent action of the 
Panzer Army 2 . Rommel s diary entry says of this meeting: 

" General Cavallero brought directives from the Duce for future 

x ln tanks, the ist Armoured Division lost 70 out of its initial strength of 150 in the 
first fight, and more than half the remainder on the way to Msus. It also lost during the 
retreat 30 field guns, 30 anti-tank guns, and 25 light anti-aircraft guns. 

*The " Panzergruppe Afrika " was made the " Panzerarmee Afrika " on the 22nd 
January 1942. It included all the Italian troops at the front, which then consisted of: 

XX Corps (Ariete Armoured Division and Trieste Mptorised Division), 

XXI Corps (Pavia, Trento, and Sahratha Infantry Divisions), 
X Corps (Bologna and Brescia Infantry Divisions). 



182 THE WAR IN AFRICA FIRST YEAR 

operations. Everything indicates that Rome is anything but pleased 
with the Panzer Army s counter-attack, and would like to put a stop 
to it as soon as possible by issuing orders. During the discussion Cavallero 
said: Make it no more than a sortie and then come straight back. 
I was not standing for this and told him that I had made up my mind 
to keep at the enemy just as long as my troops and supplies would allow; 
the Panzer Army was at last getting under way again and its first blows 
had struck home. We were first going to drive south and destroy the 
enemy south of Agedabia; then we would move east and later north-east. 
I could always fall back to the Mersa el Brega line if things went wrong, 
but that was not what I was after; my aims were set much higher. 
Cavallero implored me not to go on with it, I told him that nobody 
but the Fuehrer could change my decision, as it would be mainly German 
troops who would be engaged. Finally, after Kesselring had made some 
attempt to back him up, he went off growling. I kept General von 
Rintelen behind so as to give him at least a glimpse of the battlefield 
next day. He had spent practically all his time sitting in Rome and I 
wanted to instil in him some understanding of the needs of this theatre. 
" Cavallero took his revenge by holding back part of the Italian Corps 
in the Mersa el Brega area and part in Agedabia, so that it was more or 
less removed from my command. In spite of this, the German troops 
retook Cyrenaica." 

25 Jan. 1942 
DEAREST Lu, 

Four days of complete success lie behind us. Our blows struck 
home. And there s still one to come. Then we ll go all modest again 
and lie in wait for a bit. The foreign press opinion about me is 
improving again. Cavallero arrived and wanted to whistle me 
straight back on orders from the Duce. But the Duce s directive, 
which was given to me in writing, reads differently and, at least, left 
me greater freedom. 

27 Jan. 1942 

Everything O.K. here. We re clearing up the battlefield, collecting 
up guns, armoured cars, tanks, rations and ammunition for our own 
needs. It will take some time. It s chilly again and rainy, though 
the rain has its advantages, as it prevents the British getting their 
planes off the ground from their airfields in Cyrenaica, 

Gause will be back on ist February. But he ll never be quite 
the same. It was all rather much at once. I m more used to such 
things. 

We re getting on fine with the Italian Corps now. They re very 
sick that they couldn t come along with us. But that s their own fault. 



THE WINTER CAMPAIGN, 1941-2 183 

Rommel could not risk continuing the pursuit to Mechili as the 
threat to his rearward communications from the Benghazi area was too 
great. So, on the s8th January, he launched a surprise attack on 
Benghazi itself. The fortress was first sealed off to the north and then 
to the south, and by the agth was in our hands. The vast quantities of 
vehicles, arms and material which fell into our hands served to equip 
and motorise many of our own units. 

After this victory, Rommel decided to embark on a long-range thrust 
to the east. 

Two mixed combat groups, neither very strong, attacked frontally 
through Cyrenaica and retook this great territory by the 6th February 
[i.e. exclusive of the Marmarica district in the east]. During this time the 
Afrika Korps and the Italian Motorised Corps were lying idle round 
Msus and Agedabia. If only we could have thrown these two formations 
forward at the same time through Tengeder and Mechili, we could 
probably have overrun and destroyed a great part of the enemy s force. 

Thus the enemy was able to get the bulk of his forces back safely to 
the Gazala - Bir Hacheim - Tobruk area, where they began with the con 
struction of large-scale defence works. The Axis Army similarly went 
over to defence, holding the eastern edge of Cyrenaica between Mechili 
and Temrad. The German-Italian motorised formations were deployed 
behind the front for use in a mobile role. 

This concluded the winter fighting. Both sides now prepared for the 
approaching decisive battle of the summer. 

4 Feb. 1942 
DEAREST Lu, 

On the move since the 2nd. But we have got Cyrenaica back. 
It went like greased lightning. I hope to be home in 10 days and to 
get quite a bit of leave. But there s still a lot to do until then. 

7 Feb. 1943 

It s quiet again on our front, which now extends for 300 miles 
(from the left to the right wing). It s particularly pleasing to have got 
Cyrenaica back again. I m hoping the situation will stabilise 
sufficiently in the next week for me to get away for a while. I ve been 
given a new order, by the way (a star on the chest to match the one 
I ve already got round my neck). 

10 Feb. 1942 

. . . Trouble with Rome, who don t agree with the way I m running 
things and would be best pleased to see us get out of Cyrenaica again. 

23 Feb. 1942 

. . . The Italians have taken an Army Corps off me because I m not 
sitting as far back as they would like me to. They ll be sorry for it. 



THE WAR IN AFRICA FIRST YEAR 

THE WINTER FIGHTING IN REVIEW 

The British autumn offensive had as its aims the destruction of the 
German-Italian forces in the Marmarica, the conquest of Libya, and the 
occupation, in conjunction with the Free French, of the North African 
coast as the base for an attack on southern Europe. Its military objectives 
were therefore set high. 

The assembly of the offensive force took place under the cover of 
very clever camouflage, and was greatly favoured by the weather. It 
achieved, in consequence, complete surprise. But, however skilful and 
ingenious the enemy s preparations for the offensive, their execution of 
it was not so effective. Even at the outset the dispositions of the enemy 
formations were designed to set them on divergent courses. They should 
have been first concentrated on Sidi Rezegh and then thrust forward in 
echelon formation. Better still would have been a thrust at Acroma in 
order simultaneously to cut off our supplies. 

The Sollum front, on the other hand, only needed watching and there 
was no need to use two divisions to attack it. The 4th Indian Division 
was tied up there for fully two months. In effect the main offensive force 
consisted of only one division containing the bulk of the armour, with a 
second division as cover for the flank, and the decisive blow was thus 
struck by only a fraction of the total force engaged in the offensive. 
Contrary to the principle that one can never be strong enough at the 
centre of gravity and must concentrate everything at that point, every 
attack was made by part only of the Eighth Army, and even the main 
offensive force, already too weak for its purpose, was thrown into battle 
dispersed. 

The result of these tactics of dispersal was that the British formations 
were either badly battered or destroyed one after the other and dis 
appeared from the theatre while the battle was still in progress. The 
British Command did not once, during the whole of this battle, succeed 
in conducting operations with a concentration of its forces at the decisive 
point. This fundamental mistake was one of the reasons why victory 
escaped them. Their unwieldy and rigidly methodical technique of 
command, their over-systematic issuing of orders down to the last detail, 
leaving little latitude to the junior commander, and their poor adapt 
ability to the changing course of the battle were also much to blame 
for the British failures. 

Immobility and a rigid adherence to pattern are bad enough in 
European warfare; in the desert they are disastrous. Here everything 
is in flux; there are no obstructions, no lines, water or woods for cover; 
everything is open and incalculable; the commander must adapt and 
reorientate himself daily, even hourly, and retain his freedom of action. 
Everything is in motjton; he must be constantly on the alert, all the 



THE WINTER CAMPAIGN, 1941-2 185 

time on the edge of capture or destruction by a more cunning, wide 
awake or versatile enemy. There can be no conservatism in thought or 
action, no relying on tradition or resting on the laurels of previous 
victory. Speed of judgment, and action to create changing situations 
and surprises for the enemy faster than he can react, never making 
dispositions in advance, these are the fundamentals of desert tactics. 

The merit and value of the desert soldier can be measured by his 
physical capacity, intelligence, mobility, nerve, pugnacity, daring and 
stoicism. A commander of men requires these same qualities in even 
greater measure and in addition must be outstanding in his toughness, 
devotion to his men, instinctive judgment of terrain and enemy, speed of 
reaction and spirit. In General Rommel these qualities were embodied 
in rare degree, and I have known no other officer in whom they were 
so combined. 

The British soldier fought very well in the desert, even though he 
may not have attained the elan of the German attack. Their officers 
fought with tremendous courage and self-sacrifice. Rommel himself often 
expressed his high admiration for his adversary and once said, on seeing 
a number of them as prisoners, that he would be happy to lead such men 
into battle. 

The actions in North Africa during the winter of 1941-42 left no doubt 
that the decisive part in desert warfare is played by the tank, principally 
because the desert contains no obstacles for it and no limitations on its 

use. 

Hence the extent of either a victory or a defeat can be measured by 
the number of tanks destroyed. But it is not only the quantity of tanks 
which matters, even more important is their technical performance, 
manoeuvrability and the range and calibre of the tank guns. For the 
main thing in the open desert is to bring the enemy under effective fire 
and start hitting him before he is in a position to hit back. What matters 
is to be " farther away from the enemy than he is from you." For a 
long time the British Matilda tank was feared because its heavy armour 
made it difficult to kill. But it was slow and had a short, small-calibre 
gun. At the end of 1941 the German Panzer III and Panzer IV were 
still superior to enemy types in range and calibre of guns and, in some 
measure, manoeuvrability. This advantage was held until May 1942, 
when our opponents found an answer with the Grants and Lees, and later 
the Shermans. Much of the German success in the winter battles must 
be put down to the superiority of their tanks. 

The principles that apply for the tank gun apply equally to the 
artillery. A long arm is decisive and here the British had the best of it. 
It was not pleasant to be exposed to the fire of their 25-pounder guns at 
extreme range and to be unable to make an effective reply. But the 
Germans had one weapon the 88-mm. dual-purpose (anti-tank and 
anti-aircraft) gun which was always envied for its versatility; and 



l86 THE WAR IN AFRICA FIRST YEAR 

remained unequalled in this respect. This gun regarde d by the British, 
so prisoners told me, as an unfair weapon against tanks contributed 
in no small measure to the German successes. The infantry on either 
side played a comparatively unimportant part in the mobile fighting, and 
it was only in the position warfare on the Sollum front, that they had any 
significant share. 

Given equal leadership, equal training, equal supply conditions and 
air force, the primary decisive factors in desert warfare are the number 
and manoeuvrability of the tanks and the range of their guns; after that 
comes the number of field-guns and their range; and then, finally, the 
number of anti-tank guns, their range and calibre. 

If either side is inferior in these arms, the quality of their troops and 
command must make up for the disadvantage. But there is no com 
pensating for the lack of an air force or for shortage of supplies. 

si March 1942 
DEAREST Lu, 

I went to CruewelPs birthday party yesterday. Everything went 
very nicely. He s going on leave in a few days and will probably 
have a course of treatment. I hope he comes back, it wouldn t be so 
easy to replace him here. His deputy is a real cold fish. Everything 
is green in Cyrenaica now; even places which are usually desert are 
covered with a green carpet. It s pleasantly warm at sea level, but 
there s a lot of wind and it s downright cold up here where we are, 
2,500 feet up. There s a great deal to do, although our position seems 
to be fairly well secured. 

26 March 1942 

Nothing to report. Supply difficulties, particularly getting the 
stuff up overland, are still a great headache. The new Army Chief 
of Staff came to see us yesterday. Gambarra has been given a com 
mand back in Italy in other words he s in disgrace. The new man 
makes a good impression. 

29 March 1942 

It should be Sunday to-day. It s 10 days since I flew back from 
home. I m getting about a lot and putting on the pressure everywhere 
to get the most urgent jobs done. I got thoroughly sunburnt yesterday, 
but we have the right ointment. 

31 March 1942 

I couldn t write yesterday, we were " moving." We re glad to 
be in a new place and I m pleased to be nearer the front and not 
to have to spend so much time travelling. It s also very lovely up 



THE WINTER CAMPAIGN, 1941-2 187 

here, as the flowers are still all in. full bloozn. I ve made a colour 
film and will send it home shortly. 

I suppose it will soon all be green at home. Before they left my 
new " house 9 the British wrote on the door: "Keep clean, we ll 
be back soon! " We ll see about that. 

9 April 1942 

Kesselring came yesterday. His news so far as it concerns our 
allies wasn t very cheerful. They re just riddled with bureaucracy 
in anything and everything, and on top of that there s a complete 
lack of understanding of the demands of modern warfare. The whole 
tempo of the supply organisation is completely inadequate. And 
that with Malta neutralised as never before. 

With us everything s O.K. apart from some minor mishaps 
with an Italian formation. The next three weeks are going to be 
very busy. 

10 April 1942 

I m getting another visitor from the Reich on Sunday an 
Admiral from the O.K.W. It would be a good thing if a few more of 
the gentlemen from home came to see us. A lot of Easter parcels 
have arrived. Amorous letters piling up from all manner of females. 
A shell splinter came through the window recently and landed in my 
stomach after going through my overcoat and jacket. All it left was 
a multi-coloured bruise the size of a plate. It was finally stopped by 
my trousers. The luck of the devil ! 

j?j April 1942 

Just another line before we move off to the south through a real 
moon landscape. Dawn has a fantastic beauty in this country of flat- 
topped mountains. Temperature is around zero. - But it will soon 
warm up. 

I had a couple of lively meetings yesterday, with Weichhold and 
General Barbassetti Gambarra s successor. I m told that Gambarra 
went because he declared in the presence of some officers that all he 
wanted was to live till the day when it would be granted him to lead 
an Italian army against us Germans. What a fool ! 
All for to-day. 

27 April 1942 

Kesselring will be here this afternoon. I m very anxious to hear 
his news. To-morrow Bastico is coming to present me with another 
Italian decoration. I can t say I m terribly thrilled about it. More 
troops would suit me better. 



l88 THE WAR IN AFRICA FIRST YEAR 

28 April 

Unable to write to-day until the evening. Kesselring was here 
this morning. Nothing much new to report. Plenty of plans are 
being made in Rome, but whether they ll come to anything I very 
much doubt. I ve already spoken plainly on this point at the Fuehrer s 
H.Q. It all went off amicably with Bastico. He presented me, in the 
name of the King, with the new Colonial Order. A large silver star, 
even bigger than the previous one, plus a red sash with small order. 
This really is enough. 

12 May 1942 

Nothing much to report. Heat and lots of dust. The main road 
is a sea of pot-holes with the amount of traffic on it. 

There s a certain nervousness on our front. The British are 
expecting us and we them. One day the two forces will measure their 
strength. You ll hear about it soon enough from the papers. We re 
all hoping that we ll be able to bring the war to an end this year. 
It will soon have lasted three full years. 



Part Three 

THE WAR IN AFRICA 
SECOND YEAR 



CHAPTER IX 

GAZALA AND TOBRUK 



THE BUILD UP 

AFTER 1 THE conclusion of our counter-offensive, which had led at the 
beginning of 1942, to the reconquest of Cyrenaica, serious difficulties 
arose over supplies. 

The blame for this apart from the scant attention given to the 
African theatre of war by the German High Command, who failed to 
recognise its immense importance lay with the half-hearted conduct of 
the war at sea by the Italians. The British Navy, in contrast, was very 
active in the early part of 1942, and the R.A.F. was also extremely 
-troublesome. 

The German High Command, to which I was subordinate, still failed 
to see the importance of the African theatre. They did not realise that 
with relatively small means, we could have won victories in the Near 
East which, in their strategic and economic value, would have far 
surpassed the conquest of the Don Bend [in Southern Russia]. Ahead of us 
lay territories containing an enormous wealth of raw materials; Africa, 
for example, and the Middle East which could have freed us from all 
our anxieties about oil A few more divisions for my Army, with supplies 
for them guaranteed, would have sufficed to bring about the complete 
defeat of the entire British forces in tfte Near East. 

But it was not to be. Our demands for additional formations were 
refused on the grounds that with the huge demand for transport which 
the eastern front was making on Germany s limited productive capacity, 
the creation of further motorised units for Africa was out of the question. 

It was obvious that the High Command s opinion had not changed 
from that which they had expressed in 1941, namely, that Africa was a 
" lost cause " and that any large-scale investment of material and troops 
in that theatre would pay no dividends. A sadly short-sighted and 
misguided view! For, in fact, the supply difficulties which they were so 
anxious to describe as " insuperable " were far from being so. Ail that 

^ommePs own narrative starts again here. 
191 



ig2 THE WAR IN AFRICA SECOND YEAR 

was wanted was a real personality in Rome, someone with the authority 
and drive to tackle and clear away the problems involved. No doubt 
it would have led to friction in certain Italian circles, but this could have 
been overcome by an authority unencumbered with other political 
functions. Our Government s weak policy towards Italy seriously 
prejudiced the German-Italian cause in North Africa. 

The heavy burden which the eastern front was placing upon German 
material resources was certainly not to be underestimated, particularly 
after our Eastern Army had lost the great part of its equipment in the 
winter of 1941-42. Nevertheless, I am firmly convinced that, bearing in 
mind the tremendous possibilities offered by the North African theatre, 
some less important sectors could have been found which could have 
spared us a few mechanised divisions. 

Basically, however, there was no understanding of the situation, and 
thus no will to do anything. 

The consequences were very serious. With only three German 
divisions, whose fighting strength was often ludicrously small, we kept 
the British Army busy in Africa for eighteen long months and gave them 
many a trouncing, until our strength finally ran out at Alamein. After 
the loss of Africa an increasing number of German divisions had to be 
employed against the British and Americans, until finally some 70 
divisions were thrown into the fighting in Italy and France whereas in 
the summer of 1942, given six German mechanised divisions, we could 
have smashed the British so thoroughly that the threat from the south 
would have been eliminated for a long time to come. There is no doubt 
that adequate supplies for these formations could have been organised 
if the will had been there. Afterwards, in Tunisia when, of course, it was 
too late it became perfectly possible to double our supplies; but by 
that time the fact that we were up to our necks in trouble had penetrated 
even to the mainland. 

After March 1942, during which month only 18,000 tons reached the 
Panzer Army in Africa out of a total supply requirement of 60,000 tons, 
the situation changed thanks to the initiative of Field-Marshal Kessel- 
. ring, whose air force succeeded in attaining air superiority over the 
Mediterranean during the spring of that year. The heavy Axis air raids 
against Malta, in particular, were instrumental in practically neutralising 
for a time the threat to our sea routes. It was this fact which made 
possible an increased flow of material to Tripoli, Benghazi and Derna 
the reinforcement and refitting of the German-Italian forces thereupon 
proceeded with all speed. 

Nevertheless, it was obvious that the British Eighth Army could still 
be reinforced more rapidly than our own. The British Government was 
making tremendous efforts to provide them with all the material they 
could lay their hands on. Large convoys were arriving one after the other 
in the Egyptian ports, bringing war material from Britain or America 



GAZALA AND TOBRUK 

round the Cape. Naturally, this i2,ooo-mile voyage, which the British 
transports could make at the most only once or twice a year, must have 
made very heavy demands on the enemy staffs, who were having to cope 
with the immense difficulties caused by our U-boat warfare. In spite of 
this, the British Navy and Mercantile Marine were able to maintain 
supplies to the British forces in the Near East on a scale far superior 
to our own, even over this huge distance. Moreover, the British could 
get all the petrol they wanted, and more, from the refineries in the Near 
East. 

It was rarely that the British supply ports received the serious attention 
of German bombers. From these ports the enemy could feed supplies to 
the front over three different routes : 

1. By a well-laid railway line running from the Suez area to the 
outer perimeter of Tobruk. 

2. By sea. The British Navy had created an admirable coastal 
shipping organisation and had the use of Tobruk, one of the best 
ports in North Africa. 

3. By road. They had the coast-road and abundant transport at 
their disposal. 

Even more important, however, was the fact that on the British side 
there were men with great influence and considerable foresight, who 
were doing all they could to organise the supply service in the most 
efficient manner possible. In this respect, our adversary benefited from a 
number of factors : 

1. North Africa was the principal theatre of war for the British 
Empire. 

2. The British Government regarded the fighting in Libya as of 
decisive influence in the war. 

3. The British had in the Mediterranean a powerful and first-class 
Navy and Air Force of their own, while we had to deal with the 
unreliable Italian naval staff. 

4. The entire British Eighth Army, down to the last unit, was fully 
motorised. 

The ordinary British infantry formations were not "fully " motorised in the 
true sense of the term of being always mounted in their own vehicles. The bulk 
of the personnel were merely " lifted" from place to place as and when troop* 
carrying transport could be provided from the pool. Such formations were not 
tactically mobile, and the fact of having to be carried in relays, instead of simul 
taneously, was a limitation on their strategic mobility. 

It was clear to us that the British would try to destroy our army 
with all the means at their disposal as soon as they felt themselves strong 
enough to do so. Our southern flank lay wide open and they had a large 



194 THE WAR IN AFRICA SECOND YEAR 

choice of possible operations to choose from. 1 A constant threat would 
hang over our supply lines. Retreat, if we were forced into it by the 
danger of being outflanked, would be fraught with tremendous difficulties, 
due to the fact that most of my Italian divisions were non-motorised. 
But the British were not to have the chance of exploiting their 
opportunities, for I had decided to strike first. 

The basic British plan for the defence of the Marmarica was shaped 
by a desire to impose on the attacker a form of warfare more to the liking 
of their own command than manoeuvring in the open desert. The 
technical execution of the plan was first rate. 

But the premises from which they approached the problem were 
false. In any North African desert position with an open southern flank, 
a rigid system of defence is bound to lead to disaster. The defence must 
be conducted offensively for it to be successful. Naturally, fortified lines 
can be of very great value in preventing the enemy from undertaking 
particular operational moves. But the manning of such lines must not, 
under any circumstances, be at the expense of the forces required for the 
mobile defence. 

The British dispositions in the Marmarica were as follows : 

A heavily mined defence line stretching away to the south from the 
coast near Gazala was held by 5Oth British and ist South African 
Divisions. From the southern end of this line a deep belt of mines extended 
down as far as Bir Hacheim. This place, which represented the southern 
bastion of the British Gazala front, was built up as a fortress, with its 
defence positions embedded in extensive minefields. It was garrisoned 
by the ist Free French Brigade. 

The whole line had been planned with great skill. It was the first 
time that an attempt had been made to build a line of this kind so far 
into the desert. Some 500,000 mines lay in the area of these defences alone. 

On a track intersection some miles east of the centre of the Gazala 
line lay the strong-point " Knightsbridge", 2 held by the British 20 ist 
Guards Brigade, 

The area round El Hatian and Batruna was strongly fortified to 
cover the southern approaches of Tobruk. The El Adem " box", as this 
was called, was held by units of 5th Indian Division. Tobruk itself acted 
as a supply base and as a fixed support for the whole Gazala line. Since 
1941 the British had been pushing ahead with improvements in the 
Tobruk defences 3 , mainly in the form of extensive minefields throughout 

J The outflanking potentialities were handicapped, however, not only by the superior 
gun-power of the^ German tanks but also by the superior leadership and training of their 
armoured formations as Auchinleck frankly pointed out in his note of 2 ist March, 1942. 

2 Rommel, it will be noted, adopts the name that the British gave to this pivotal 
point of their defence. 

s This is not quite correct. Since the relief of Tobruk in December, 1941, the develop 
ment of it as a fortress had slipped into the background, and most of the earlier work 
went out of order before Midsummer, 1942. 



GAZALA AND TOBRUK 195 

the defended area. These defences were garrisoned by the reinforced 
2nd South African Division. 

All fortified points were provided with powerful artillery, infantry 
and armoured car units, and abundant supplies. The entire line was 
remarkable for the extraordinary degree of technical skill which had gone 
into its construction. All defence positions and strong-points conformed 
to the most modern requirements of warfare. Countless numbers of mines 
had been laid over a million in the Marmarica positions. And judging 
by the 150,000 or so which were later picked up by my men in the British 
rear areas, even more mining had been planned. 

Besides the fully motorised forces I have mentioned, the British had 
a mobile reserve in position behind the main defence works, consisting 
of powerful armoured and mechanised formations (ist and 7th Armoured 
Divisions and several independent armoured brigades and battalions). 

Although the basic British defence plan was essentially a " second- 
best solution", particularly in view of the complete motorisation of their 
forces, the skilful construction of their defence works made their line a 
very tough nut for us to crack. 

The basic defect in the British dispositions was that they had been planned 
primarily with a view to an offensive under pressure from the War Cabinet at 
home. They were better suited to provide a pivot for an attack westwards^ than 
to meet an attack by Rommel. Moreover, the vast accumulation of supplies in the 
forward base at Belhammed (just north of Sidi Rezegfi) weighed on the minds of the 
British commanders^ making them hesitate to manoeuvre their armour in any way 
that might uncover their base. 



THE BALANCE OF FORCES 

At the beginning of the battle, the German-Italian Panzer Army con 
sisted of two German and one Italian armoured divisions, together with 
one German and one Italian motorised division. In additions, four non- 
mo torised Italian infantry divisions and one non-mo torised German rifle 
brigade were held under the command of the German-Italian Army High 
Command. During the battle, a further Italian armoured division the 
Littorio was sent to us by the Commando Supremo. Thus we had in all, 
three German divisions, one German brigade and seven Italian divisions, 
although only three of the Italian divisions were motorised and hence 
of use in mobile warfare. Many German and all Italian units were well 
below strength; the goth Light Division, for instance, went into battle 
with a company strength of only fifty men. This low man-power was 
particularly serious with the Italians so much so, in fact, that an ^Italian 
motorised division rated rather as a brigade and an infantry division as 
a regiment. 

At the beginning of the battle the British had under command four 



196 THE WAR IN AFRICA SECOND YEAR 

motorised infantry divisions, two armoured divisions and four independent 
mechanised brigades. In addition, by the middle of July they received a 
further four divisions and a number of independent armoured units. All 
these forces were motorised and up to full establishment. Since the British 
armoured divisions, unlike our own, were undiluted that is to say, they 
consisted exclusively of armoured 1 units the relative strengths at the 
beginning of the battle showed a 6 to 9 ratio to our disadvantage. We 
went into battle with 320 German and 240 Italian tanks. The British 
brought against us, in all, approximately 900. Tank reinforcements 
received by the enemy during the battle were out of all proportion to ours. 2 
Up to May of 1942 our tanks had in general been superior in quality 
to the corresponding British types. This was now no longer true, at least 
not to the same extent. The American-built Grant tank, which appeared 
for the first time in the summer battles, undoubtedly had a match in our 
long-barrelled Panzer IV, but only four of these latter were on African 
soil during our offensive. There was, in any case, no ammunition 
available for them, so that they were in fact unable to take any part. 
Our short-barrelled Panzer IV was also clearly superior to the Grant in 
speed and manoeuvrability. Nevertheless, the Grant had the advantage, 
as it could shoot up the short-barrelled Panzer IV at a range where the 
latter s shell was unable to penetrate the heavy armour of the American 

1 This is not correct. The pattern of the British armoured division had recently been 
changed, and now comprised one armoured brigade (of 3 tank units and i motor 
infantry unit) and one lorried infantry brigade (of three battalions) although an 
additional armoured brigade was sometimes attached. 

*On the British side, the forces which took part in the original battle were: 

INFANTRY DIVISIONS soth, ist and and South African, 5th Indian. 

BRIGADE GROUPS 3rd Indian Motor, ist Free French. 

ARMOURED DIVISIONS f ist (with and and 22nd Armoured Brigades, and 20 ist 

< Guards Motor Brigade); 

v 7th (with 4th Armoured Brigade, and 7th Motor Brigade). 

ARMY TANK BRIGADES ist and $2nd (infantry tanks). 

In addition the recently re-equipped ist Armoured Brigade had just arrived, and 
was to have been given to the 7th Armoured Division so that each division might 
have two armoured brigades. That promised a big advantage as the German panzer 
divisions had only one apiece. But the ist Armoured Brigade was not quite ready 
for action when the battle opened, and was used instead to replace casualties in the 
other three armoured brigades. 

It can thus be seen that Rommel understates the number of armoured formations 
lhat opposed him, while his broad use of the term " motorised " confuses the distinc 
tion between the different types of formation. His figure of 900 tanks on the British 
side is roughly correct, counting the Replacements that came into action during the 
battle. In the initial stage the British superiority in number of tanks was not very 
large. But the Grant type, of which about 200 were available, had a stronger punch 
than any of Rommel s, while all his 240 Italian tanks and his 50 Panzer Us counted 
for little in a tank v. tank battle. 

Rommers chief asset in meeting such adverse tank odds Jky in his 88-mm. guns, 
but he had only 48 of these. Even at Alamein ia October the total was only 70. 



GAZALA AND TOBRUK 197 

tank. We had forty short-barrelled Panzer IVs as against 160 British 
Grants. 

The main armament of our panzer formations was the Panzer III, 
which, with its 5O-mm. gun of which by far the majority were short- 
barrelledwas even less of a match for the Grant. Those British tanks 
which were still armed with a 4o-mm. gun a large proportion of the 
older British types had meanwhile been supplied with a 75-mm. 1 were 
inferior to the Panzer III. The 240 Italian tanks were no sort of match 
for the British and the troops had long talked of them as " self- 
propelled coffins". 

It was the same with the artillery, in which the British had a 
superiority of 8 to 5. 

As far as the air is concerned, it would probably be safe to say that 
apart from a few fluctuations to either side, the German-Italian Air 
Force held the balance with the R.A.F., at any rate at the beginning of 
the battle. Things were very different later. 2 

So it will be seen that taken as a whole the Panzer Army was faced 
by British forces of considerably greater strength. Compared with what 
was to come during the British winter offensive 1942-43, of course, the 
balance of power was quite tolerable even though only three German 
and three Italian divisions were fit to be used in the offensive, while the 
remainder, due to their lack of mobility, had to remain almost entirely 
in the background. A further factor was that the two weak Italian 
motorised divisions, due to their poor armament, could only be used under 
German protection. 



RULES OF DESERT WARFARE 

Of all theatres of operations, it was probably in North Africa that 
the war took on its most advanced form. The protagonists on both sides 
were fully motorised formations, for whose employment the flat and 
obstruction-free desert offered hitherto undreamed-of possibilities. It 
was the only theatre where the principles of motorised and tank warfare, 
as they had been taught theoretically before the war, could be applied 
to the full and further developed. It was the only theatre where the 
pure tank battle between major formations was fought. Even though the 
struggle may have occasionally hardened into static warfare, it remained 
at any rate, in its most important stages (i.e. in 1941-42 during the 
Cunningham-Ritchie offensive, and in the summer of 1942 Marmarica 

1 This is not correct Rommel must have been misinformed. 

2 The British first line strength was actually 604, while the German-Italian was only 
542. But 120 of the 35 1 Axis fighters were of the Messerschmitt 109 class, which was 
superior to the Hurricanes and Kittyhawks on the British side. 



ig8 THE WAR IN AFRICA SECOND YEAR 

battles, capture of Tobruk) based on the principle of complete 
mobility. 

In military practice, this was entirely new, for our offensives in Poland 
and the West had been against opponents who, in all their operations, 
had still had to take account of their non-motorised infantry divisions 
and had thus had to suffer the disastrous limitation in their freedom of 
tactical decision which this imposes, especially in retreat. Often they 
had been forced into actions quite unsuited to the object of holding up 
our advance. After our break-through in France, the enemy infantry 
divisions had simply been overrun and outflanked by our motorised forces. 
Once this had happened they had had no choice but to allow their 
operational reserves to be worn away by our assault groups, often in 
tactically unfavourable positions, in an endeavour to gain time for the 
retreat of their infantry. 

Non-motorised infantry divisions are only of value against a motorised 
and armoured enemy when occupying prepared positions. If these 
positions are pierced or outflanked, a withdrawal will leave them helpless 
victims of the motorised enemy, with nothing else to do but hold on in 
their positions to the last round. They cause terrible difficulties in a 
general retreat for, as I have indicated, one has to commit one s 
motorised formations merely to gain time for them. I was forced to go 
through this myself during the Axis retreat from Cyrenaica in the winter 
of 1941-42, when the whole of the Italian infantry and a considerable 
part of the German, including the majority of what was to become goth 
Light Division, were without vehicles and had either to be carried by a 
shuttle service of lorries, or to march. It was only the gallantry of my 
armour that enabled the retreat of the Italo-German infantry to be 
covered, for our fully motorised enemy was in hot pursuit. Similarly, 
Graziani s failure can be attributed mainly to the fact that the greater 
part of the Italian Army was delivered up helpless and non-motorised in 
the open desert to the weaker but fully motorised British formations, 
while the Italian motorised forces, although too weak to oppose the 
British successfully, were nevertheless compelled to accept battle and 
allow themselves to be destroyed in defence of the infantry. 

The British forces in contrast to ours were all fully mobile, and 
the war in Africa was, in fact, waged almost exclusively by mobile forces. 
Out of this pure motorised warfare, certain principles were established, 
principles fundamentally different from those applying in other theatres. 
These principles will become the standard for the future, in which the 
fully-motorised formation will be dominant. 

The envelopment of a fully-motorised enemy in the flat and good- 
driving terrain of the desert has the following results : 

(a) For a fully-motorised formation, encirclement is the worst tactical 
situation imaginable, since hostile fire can be brought to bear on 



GAZALA AND TOBRUK 199 

it from all sides; even envelopment on only three sides is a 
tactically untenable situation. 

(b) The enemy becomes forced, because of the bad tactical situation 
in which the encirclement has placed him, to evacuate the area 
he is holding. 

The encirclement of the enemy and his subsequent destruction in the 
pocket can seldom be the direct aim of an operation; more often it is 
only indirect, for any fully-motorised force whose organisational structure 
remains intact will normally and in suitable country be able to break 
out at will through an improvised defensive ring. Thanks to his motorisa- 
tion, the commander of the encircled force is in a position to concentrate 
his weight unexpectedly against any likely point in the ring and burst 
through it. 1 This fact was repeatedly demonstrated in the desert. 

It follows therefore that an encircled enemy force can only be 
destroyed 

(a) when it is non-motorised or has been rendered immobile by lack 
of petrol, or when it includes non-mobile elements which have to 
be considered; 

(b) when it is badly led or its command has decided to sacrifice one 
formation in order to save another; 

(c) when its fighting strength has already been broken, and dis 
integration and disorganisation have set in. 

Except for cases (a) and (b), which occurred very frequently in other 
theatres of war, encirclement of the enemy and his subsequent destruction 
in the pocket can only be attempted if he has first been so heavily battered 
in open battle that the organic cohesion of his force has been destroyed. 
I shall term all actions which have as their aim the wearing down of the 
enemy s power of resistance " battles of attrition." In motorised warfare, 
material attrition and the destruction of the organic cohesion of the 
opposing army must be the immediate aim of all planning. 

Tactically, the battle of attrition is fought with the highest possible 
degree of mobility. The following points require particular attention: 

(a) The main endeavour should be to concentrate one s own forces 
in space and time, while at the same time seeking to split the 
enemy forces spatially and destroy them at different times. 

(4) Supply lines are particularly sensitive, since all petrol and 
ammunition, indispensable requirements for the battle, must pass 
along them. Hence, everything possible must be done to protect 

HThe first part of this comment is well founded, but the conclusion goes too far. A 
break-out can be made very difficult if the commanders in the encircling force really 
understand the defensive side of modern mobile warfare. 



2OO THE WAR IN AFRICA SECOND YEAR 

one s own supply lines and to upset, or better still, cut the enemy s. 
Operations in the enemy s supply area will lead immediately to 
his breaking off the battle elsewhere, since, as I have indicated, 
supplies are the fundamental premise of the battle and must be 
given priority of protection. 

(tf) The armour is the core of the motorised army. Everything turns 
on it, and other formations are mere auxiliaries. The war of 
attrition against the enemy armour must therefore be waged as 
far as possible by the tank destruction units. One s own armour 
should only be used to deal the final blow. 

(d) Reconnaissance reports must reach the commander in the shortest 
possible time; he must take his decisions immediately and put 
them into effect as fast as he can. Speed of reaction decides the 
battle. Commanders of motorised forces must therefore operate 
as near as possible to their troops, and must have the closest 
possible signal communication with them. 

(e) Speed of movement and the organisational cohesion of one s own 
forces are decisive factors and require particular attention. Any 
sign of dislocation must be dealt with as quickly as possible by 
reorganisation. 

(/) Concealment of intentions is of the utmost importance in order 
to provide surprise for one s own operations and thus make it 
possible to exploit the time taken by the enemy command to 
react. Deception measures of all kinds should be encouraged, if 
only to make the enemy commander uncertain and cause him to 
hesitate and hold back. 

(g) Once the enemy has been thoroughly beaten up, success can be 
exploited by attempting*to overrun and destroy major parts of 
his disorganised formations. Here again, speed is everything. The 
enemy must never be allowed time to reorganise. Lightning 
regrouping for the pursuit and reorganisation of supplies for the 
pursuing forces are essential. 

Concerning the technical and organisational aspect of desert warfare, 
particular regard must be paid to the following points: 

(a) The prime requirements in the tank are manoeuvrability, speed 
and a long-range gun for the side with the bigger gun has the 
longer arm and can be the first to engage the enemy. Weight of 
armour cannot make up for lack of gun-power, as it can only be 
provided at the expense of manoeuvrability and speed, both of 
which are indispensable tactical requirements. 

(b) The artillery must have great range and must, above all, be 
capable of great mobility and of carrying with it ammunition in 
large quantities. 



GAZALA AND TOBRUK 2OI 

(c) The infantry serves only to occupy and hold positions designed 
either to prevent the enemy from particular operations, or to 
force him into other ones. Once this object has been achieved, the 
infantry must be able to get away quickly for employment else 
where. It must therefore be mobile and be equipped to enable 
it rapidly to take up defence positions in the open at tactically 
important points on the battlefield. 

It is my experience that bold decisions give the best promise of success. 
But one must differentiate between strategical or tactical boldness and a 
military gamble. A bold operation is one in which success is not a 
certainty but which in case of failure leaves one with sufficient forces 
in hand to cope with whatever situation may arise. A gamble, on the 
other hand, is an operation which can lead either to victory or to the 
complete destruction of one s force. Situations can arise where eve,n a 
gamble may be justified as, for instance, when in the normal course of 
events defeat is merely a* matter of time, when the gaining of time is 
therefore pointless and the only chance lies in an operation of great risk. 

The only occasion when a commander can calculate the course of 
a battle in advance is when his forces are so superior that victory is a 
foregone conclusion; then the problem is no longer one of" the means " 
but only of " the method". But even in this situation, I still think it is 
better to operate on the grand scale rather than to creep about the 
battlefield anxiously taking all possible security measures against every 
conceivable enemy move. 

Normally, there is no ideal solution to military problems; every 
course has its advantages and disadvantages. One must select that which 
seems best from the most varied aspects and then pursue it resolutely 
and accept the consequences. Any compromise is bad. 

It is in the light of all these considerations that the plan which I and 
my staff had worked out should be read. It should be regarded as the 
best possible solution under the most favourable circumstances. The fate 
of my army was in no way tied up with the success of this particular plan 
for, following my usual principles, I reckoned throughout with the 
possibility that things might not all go as we wanted them. But even in 
that event, the situation at the start of the battle would be as far as 
could be foreseen by no means unfavourable. We looked forward to the 
battle full of optimism, trusting in our troops, with their superb tactical 
training and their experience in improvisation. 



The opening move of the offensive was to be a frontal attack by the 
Italian infantry divisions in the Gazala line against the soth British 
Division and the South Africans. A powerful force of artillery was detailed 
to support the attack. Tanks and lorries were to be driven in circles day 



2O2 THE WAR IN AFRICA SECOND YEAR 

and night behind the front, to simulate the existence of tank assembly 
areas. 

The British command was to be made to expect our main attack in 
the north and centre of the Gazala line. We hoped to persuade them to 
deploy their armour behind the infantry positions in this sector. The 
idea of a German frontal attack against the Gazala position could not 
appear so very far fetched to the British command, as it was quite within 
the bounds of possibility that we would prefer it to the risky right hook 
round Bir Hacheim. If we failed to mislead the British into concentrating 
the whole of their armour in this sector, then we hoped that they would 
send at least part of it up there and thus split their striking power. 1 

During daylight all movement of my motorised forces was to be 
directed towards the point of the Italian infantry s attack. They would 
then move into their assembly area after nightfall. The striking force was 
to consist of the Africa Korps (i5th and 2 ist Panzer Divisions), XX 
Italian Motorised Corps (Trieste and Ariete Divisions) and the goth 
Light Division reinforced by three reconnaissance regiments. The 
beginning of the advance, which was to be an outflanking movement 
round Bir Hacheim, was fixed for 22.00 hours. From Bir Hacheim the 
Afrika Korps and XX Italian Motorised Corps were to push on through 
Acroma to the coast, with the object of cutting off and destroying the 
British divisions in the Gazala line and the armoured units behind it. 

The task of the goth Light Division, with the three reconnaissance 
battalions, was to push into the El Adem Belhammed area in order to 
prevent the withdrawal of the Tobruk garrison and the movement of 
reinforcements into the Acroma area, and in addition to cut the British 
off from the extensive supply dumps they had established in the area east 
of Tobruk. To enable the goth Light Division to feign the presence of 
massed armour in the area, they were to be provided with several dust- 
raisers (lorries carrying aero engines and propellers, which by stirring up 
great clouds of dust were intended to suggest the approach of powerful 
armoured forces). We hoped to keep the British forces in that area from 
intervening in the Acroma battle so long as our armoured formations were 
trying to force a decision. 

Following on the destruction of the British forces in the Marmarica, 
*A long advisory letter that Auchinleck wrote to Ritchie on the 2oth May, nearly a 
week before the battJe opened, shows that Auchinleck thought it more likely that Rommel 
would attempt a break-through in the centre, but reckoned with either alternative. 
Moreover, the letter urged Ritchie to keep both armoured divisions together and com 
plete, placing them astride the Trigh Capuzzo ready for a concentrated flank counter- 
stroke against Rommel s armour when this was clearly committed in one direction or 
the other. But Ritchie, while positioning the ist Armoured Division just south of the 
Trigh Capuzzo, put the 7th Armoured Division (the weaker of the two) ten miles farther 
southon the exposed desert flank round which Rommel delivered his right hook. This 
disposition, and separation, turned out badly. On the first morning (the 27th May) 
the 7th Armoured Division was overrun and broken up while isolated. One of the 
two armoured brigades of the ist Armoured Division was belatedly sent to reinforce 
the 7tl\, but itself became engaged in a l lone fight, and suffered heavily. 



GAZALA AND TOBRUK 2OJ 

it was our intention to make a quick conquest of Tobmk. My freedom 
of operation was limited by the Duce to the area up to the Egyptian 
frontier. 

It had actually been intended that Malta should be taken by Italo- 
German parachute and airborne forces before the offensive started, but 
for some unaccountable reason our High Command abandoned this 
scheme. 1 My request to have this pleasant task entrusted to my own 
army had unfortunately been refused in the previous spring. 

And so, in view of the steady increase of British strength, we fixed 
the date of the attack for the sGth May, 1942. 



STRUGGLE FOR THE INITIATIVE 

26th May to i^th June, 



During these first three weeks the battle of attrition was waged in 
the Western Desert in its most violent form. It began very badly for us, 
but in the fluctuating fighting which followed we succeeded partly by 
attacks with limited objectives, partly in defence in smashing the 
British formations one by one, despite the courage with which they 
fought* 

In view of the superior strength of the British force this victory of 
my German-Italian troops came as a complete surprise to world opinion, 
and the measures taken by my adversary, Lieut.-General Ritchie, became 
the subject of severe criticism. But was it in fact true that the British 
defeat was the result of their commander s mistakes? 

After the battle I came upon an article by the British military critic, 
Liddell Hart, which ascribed the shortcomings of the British command 
during the African campaign to the British generals* close associations 
with infantry warfare. I had the same impression. The British command 
had not drawn the correct conclusions from their defeat of 1941-42. 

Prejudice against innovation is a typical characteristic of an Officer 

1 After the plan had been worked put for this tfc Operation Hercules", Mussolini went 
to Berchtesgaden for a conference with Hitler at the end of April. Here it was agreed 
that the attack on Malta should be launched early in July, after Rommel s offensive in 
Africa which was to be halted, so that the weight of the Luftwaffe could be switched 
against Malta. But soon after this agreement Hitler showed renewed doubts, and in 
discussion with his staff brought up a series of arguments against the operationthat 
the Italians could not keep anything secret; that they had not got the fighting spirit for 
such a difficult venture; that they would not be punctual in arriving to support the 
German parachute troops; that their Navy would not face die British, and were thus 
likely to leave the German troops stranded without supplies. 

So, on the aist May, he decided that the preparations were only to be continued on 
paper, and that the operation was in any case to be dropped if Rommel succeeded in 
taking Tobruk. For he argued that supply ships could then be sent to Tobruk via Crete, 
by-passing Malta. While that argument proved fallacious, his doubts of the Italian 
Navy were borne out by the extreme caution it showed in the montlis that followed. 



2O4 THE WAR IN AFRICA SECOND YEAR 

Corps which has grown up in a well-tried and proven system. Thus it 
was that the Prussian Army was defeated by Napoleon. This attitude 
was also evident during this war, in German as well as British officer 
circles, where, with their minds fixed on complicated theories, people lost 
the ability to come to terms with reality. A military doctrine had been 
worked out to the last detail and it was now regarded as the summit of all 
military wisdom. The only military thinking which was acceptable was 
that which followed their standardised rules. Everything outside the 
rules was regarded as a gamble; if it succeeded then it was the result of 
luck and accident. This attitude of mind creates fixed preconceived ideas, 
the consequences of which are incalculable. 

For even military rules are subject to technical progress. What was 
good for 1914 is only good to-day where the majority of the formations 
engaged on both sides, or at least on the side which is attacked, are made 
up of non-motorised infantry units. Where this is the case the armour 
still acts as the cavalry, with the task of outrunning and cutting off the 
infantry. But in a battle fought between two fully-motorised adversaries, 
quite different rules apply. I have dealt with this already. 

However praiseworthy it may be to uphold tradition in the field of 
soldierly ethics, it is to be resisted in the field of military command. For 
to-day it is not only the business of commanders to think up new techniques 
which will destroy the value of the old : the potentialities of warfare are 
themselves being continually changed by technical advance. Thus the 
modern army commander must free himself from routine methods and 
show a comprehensive grasp of technical matters, for he must be in a 
position continually to adapt his ideas of warfare to the facts and possi 
bilities of the moment. If circumstances require it, he must be able to 
turn the whole structure of his thinking inside out. 

I think that my adversary, General Ritchie, like so many generals 
of the old school, had not entirely grasped the consequences which 
followed from the fully motorised conduct of operations and the open 
nature of the desert battlefield. In spite of the good detailed preparation 
of his plans, they were bound to go wrong, for they were, in essence, a 
compromise. 



26 May 1942 
DEAREST Lu, 

By the time you get this letter you will have long ago heard from 
the Wehrmacht communiques about events here. We re launching a 
decisive attack to-day. It will be hard, but I have full confidence 
that my army will win it. After all, they all know what battle means. 
There is no need to tell you how I will go into it. I intend to demand 
of myself the same as I expect from each of my officers and men. My 
thoughts, especially in these hours of decision, are often with you. 



206 THE WAR IN AFRICA SECOND YEAR 

At 14.00 hours on the s6th May, after heavy artillery preparation, 
the Italian infantry under the command of General Cruewell launched 
a frontal attack against the Gazala line. To deceive the British who, as 
I have said, were to be led to expect the main Axis thrust at this point 
and on this assumption to bring up their armour one panzer regiment 
of the Afrika Korps and one of Italian XX Corps was attached to each 
of the assault formations. These regiments were to return to their parent 
formations in the evening. The British outposts in front of the Gazala 
line offered little resistance and withdrew to their main defences. 

Meanwhile, the striking group, consisting of the Afrika Korps, goth 
Light Division and XX Italian Corps, was gathering in its appointed 
assembly area. During the evening, part of this force moved off towards 
the point of the Italian attack and, after being observed as intended, by 
the British evening air reconnaissance, they turned and raced back at 
top speed to the assembly area. 

At 20.30 hours I ordered "Operation Venezia ", and the 10,000 
vehicles of the striking force began to move. My staff and I, in our place 
in the Afrika Korps s column, drove through the moonlit night towards 
the great armoured battle. Occasional flares lit up the sky far in the 
distance probably the Luftwaffe trying to locate Bir Hacheim. I was 
tense and keyed-up, impatiently awaiting the coming day. What would 
the enemy do? What had he already done? These questions pounded 
my brain, and only morning would bring the answers. Our formations 
rolled forward without a halt. The drivers often had difficulty in main 
taining contact with the vehicle ahead. 

Shortly before daybreak we took an hour s rest some 10 or 12 miles 
south-east of Bir Hacheim; then the great force started to move again 
and, in a swirling cloud of dust and sand, thrust into the British rear. 
Enemy minefields and decoys gave some trouble, but an hour or two 
after daybreak all formations of the Panzer Army were in full cry for their 
objectives, goth Light Division reported their arrival at El Adem as 
early as 10.00 a.m. Many of the supply dumps of British XXX Corps, 
for whom this area had acted as supply base, had fallen into their hands. 
At about midday the British command reacted and a furious battle 
developed. 

Meanwhile, panzer units of the Afrika Korps collided with the 4th 
British Armoured and 3rd Indian Motor Brigades some six miles south 
east of Bir el Harmat, and an armoured battle flared up. Unfortunately 
our panzer units attacked without artillery support, although I had 
constantly been at pains to impress on them not to do so until our artillery 
had opened fire. There was also a British surprise awaiting us here, one 
which was not to our advantage the new Grant tank, which was used 
in this battle for the first time on African soil. Tank after tank, German 
and British, was shattered in the fire of the tank-guns. Finally, we 
succeeded in throwing the British back to the Trigh el Abd, although at 



GAZALA AND TOBRUK 2C>7 

the cost of heavy casualties. The British, however, soon came back to 
the attack. 

When at around midday I and my staff attempted to get through to 
the goth Light Division at El Adem, our column was attacked by British 
tanks and we were forced to turn back. Contact between the goth Light 
Division and the Afrika Korps was broken. Trying to fight our way back 
to the Afrika Korps, we suddenly found ourselves confronted by a British 
battery, probably en route from the Bir Hacheiin area to Tobruk. 
Although the staff did not represent much in the way of fighting power, 
we attacked the British on the move and rounded them up. They 
seemed to have been taken completely by surprise. 

In the afternoon, heavy tank fighting flared up some five miles north 
east of Bir el Harmat, south of the Trigh Capuzzo. ist British Armoured 
Division joined in the battle, its powerful armoured units attacking mainly 
from the north-east. The British armour, under heavy artillery cover, 
poured their fire into the columns and panzer units of the Afrika Korps> 
which were visible for miles. Fire and black smoke welled up from 
lorries and tanks, and our attack came to a standstill. Again my divisions 
suffered extremely serious tank losses. Many of our columns broke into 
confusion and fled away to the south-west, out of the British artillery 
fire. The Afrika Korps, while maintaining its defence to the east, fought 
its way step by step to the north. The battle raged on in the camel- 
thorn-studded plain until nightfall, by which time the mass of the Afrika 
Korps had thrust through to a point some eight miles south and south 
west of Acroma. Unfortunately, most of the lorry columns had been 
parted from the panzer divisions and part of the infantry had also been 
unable to follow. Contact had been broken within my staff. Lieut.-CoL 
Westphal, my la, had pushed on with a number of signals lorries to the 
Afrika Korps, whereas I myself, with the rest of the army staff, was 
located at nightfall about twp miles north-east of Bir el Harmat. 

Looking back on the first day s fighting, it was clear that our plan 
to overrun the British forces behind the Gazala line had not succeeded. 
The advance to the coast had also failed and we had thus been unable 
to cut off the soth British and ist South African Divisions from the rest 
of the Eighth Army. The principal cause was our underestimate of the 
strength of the British armoured divisions. The advent of the new 
American tank had torn great holes in our ranks. Our entire force now 
stood in heavy and destructive combat with a superior enemy. 1 

lr This is a sidelight on how differently a situation is apt to look when viewed from 
" the other side of the hill." Under the shock of the losses suffered in encountering the 
new Grant tanks, the Germans did not fully appreciate the extent of the opening 
advantage they had gained in disrupting a large proportion of the British armoured 
force. The effect on the British side was seen in the lack of any really strong and well- 
directed effort to exploit the weakness and precariousness of the attacker s situation. Thus 
Rommel had a respite to reorganise, and was then enabled to profit by the tactical 
advantages of the defensive when ably conducted towards wearing down the British 



2O8 THE WAR IN AFRICA SECOND YEAR 

Certainly we had seriously mauled the brigades which the British 
had thrown against us south-east of Bir el Harmat. The 3rd Indian 
Motor Brigade had suffered such heavy losses that it was unable to make 
any further appearance during the whole of the battle. It was also to 
be a long time before the yth Armoured Division recovered from the 
x blows it had been dealt that day. 

But I will not deny that I was seriously worried that evening. Our 
heavy tank losses were no good beginning to the battle (far more than a 
third of the German tanks had been lost in this one day). The goth 
Light Division under General Kleeman had become separated from the 
Afrika Korps and was now in a very dangerous position. British motorised 
groups were streaming through the open gap and hunting down the 
transport columns which had lost touch with the main body. And on 
these columns the life of my army depended. 

However, in spite of the precarious situation and the difficult problems 
with which it faced us, I looked forward that evening full of hope to what 
the battle might bring. For Ritchie had thrown his armour into the 
battle piecemeal and had thus given us the chance of engaging them on 
each separate occasion with just about enough of our own tanks. This 
dispersal of the British armoured brigades was incomprehensible. 
In my view the sacrifice of the 7th Armoured Division south of Bir el 
Harmat served no strategical or tactical purpose whatsoever, for it 
was all the same to the British whether my armour was engaged 
there or on the Trigh Capuzzo, where the rest of the British 
armour later entered the battle. The principal aim of the British 
should have been to have brought all the armour they had into action 
at one and the same time. They should never have allowed themselves 
to be duped into dividing their forces before the battle or during our 
feint attack against the Gazala line. The full motorisation of their units 
would have enabled them to cross the battlefield at great speed to 
wherever danger threatened. Mobile warfare in the desert has often 
and rightly been compared with a battle at sea where it is equally 
wrong to attack piecemeal and leave half the fleet in port during the 
battle. 

The plan for next day was to concentrate forces for an attack to the 
north. I intended to disengage the goth Light Division, which was under 
heavy enemy pressure in the El Adem area, and join it up with the 
Afrika Korps in the west in order to increase our striking power, 
superiority of numbers. It was by his skilful " trapping " defence in the following days 
that he paved the way for another, and more decisive, offensive stroke. Like most 
dynamic soldiers, he was inclined to despise defence, but when circumstances compelled 
him to adopt it he showed an instinctive grasp of its subtle technique, and in that lay 
the foundation of his victories. 

His practice aptly fulfilled the maxim of the famous pugilist, Jem Mace: "Let em 
come to ye, they ll beat theirselves " a maxim thai was more explicitly defined by another 
great boxer in a later generation, Kid McCoy: " Draw your man into attack and get 
him so that he has both hands out of business and you have one hand free." 



GAZALA AND TOBRUK 2<X) 

At dawn on the 28th May, I took a look round the horizon through 
glasses to see what was going on in the neighbourhood* North-east of 
us, there were British forces moving in a north-westerly direction* We 
still had no contact with the various separate parts of the Panzer Army. 
Shortly after dawn, British tanks opened fire on my command post, 
which was located close beside the Kampfstaffel and our vehicles. Shells 
fell all round us and the windscreen of our command omnibus flew into 
fragments. Fortunately, we were able to get away in our vehicles out of 
range of the British fire. During the morning I drove to XX Italian 
Motorised Corps and ordered them to push northwards in the wake of 
the Afrika Korps. 

The goth Light Division was unable to carry out its orders to join up 
on the east of the Afrika Korps and reinforce its striking power, as it was 
being repeatedly attacked by powerful British forces. About 100 British 
tanks were engaged in the fighting. Large numbers of R.A.F. aircraft 
showered bombs on the division, and several of its units soon became 
split away. To enable it to meet further enemy attacks, the division was 
forced to form a hedgehog some six miles east of Bir el Harmat. 

Fortunately, we at least managed to form a defensive front during 
the morning, for the protection of our columns. The front was composed 
of elements of the Afrika Korps and was located north-east of Bir el 
Harmat. 

Things were also very serious with the Afrika Korps. The enemy 
had now concentrated practically the whole of his available armour 
north of the Trigh Capuzzo and was launching attack after attack on 
the Afrika Korps. News had come in from Westphal during the morning. 
He had had to order the Italians to attack the Gazala line in order to 
prevent the British and South Africans located there from joining in the 
battle. The attack, which went in about midday, made good progress 
near Eluet el Tamar against the resistance of weak British forces. 

I was now becoming uneasy and, wishing to make contact with the 
two panzer divisions, set out in the afternoon with my Chief of Staff, 
General Cause, to try to find a negotiable route to the Afrika Korps; 
a signal had meanwhile come in from it with the alarming news that part 
of the 1 5th Panzer Division was out of action for lack of ammunition. It 
was therefore vitally important to get up its supply columns. By late 
afternoon we managed to push forward with several vehicles and anti 
tank guns to a hill about ten miles north of Bir el Harmat, from where 
we could see the Afrika Korps. It was a typical picture of a desert battle. 
Black smoke clouds rolled up to the sky, giving the landscape a curious 
sinister beauty. I decided to use this route to take the supply columns up 
to the Afrika Korps early next morning. 

On our way back to Battle H.Q. we had a brush with one British 
and one Italian column! The latter also took us for hostile and opened 
a wild fire, which we escaped by a quick withdrawal. After dark we 



2IO THE WAR IN AFRICA SECOND YEAR 

made our way through a lane which the Italians had cleared through the 
minefields, as far as the area south-west of Bir el Harmat, where we met 
our own troops and heard that the British had overrun my staff during 
our absence. Several British tanks had been shot up by Kampfstqffel 
Kiehl, but other British columns had penetrated right through to the 
Afrika Korps supply units, causing great confusion and destroying a 
number of petrol and ammunition lorries* Order was restored and we 
succeeded in re-occupying our old positions during the night, 

Late that evening, I formed up the supply columns ready to take 
them up myself to the Afrika Korps next morning. In view of the small 
amount of cover we could expect to find, this journey through a district 
dominated by enemy formations promised to be a decidedly risky affair. 

Fortunately, however, the goth Light Division was able to disengage 
from the British during the night and take up a position near Bir el 
Harmat. In addition, the Ariete was put in to stop the gap between 
the goth Light and the Afrika Korps. These new dispositions made the 
supply columns 5 route far safer. We set off for the Afrika Korps at 
daybreak \2$th May] and all went smoothly. 

On arrival on the battlefield, we found that the Afrika Korps had just 
been attacked from the north and east by British armour. Shortage of 
petrol and ammunition had been severely limiting their freedom of 
action, but now this situation could at last be eased. I set up my command 
post in the area during the afternoon. 

Now that contact had been fully restored between all parts of the 
Army, I was at last able to obtain a comprehensive picture of the situation. 

We had now succeeded in concentrating our forces on both sides of 
the Trigh el Abd and had established a firm defence line. But the 
German-Italian units had suffered heavily. Our supply route had been 
virtually cut through by British motorised units south of Bir Hacheim. 
The Italian infantry assault on the Gazala line had penetrated as far as 
the main British positions and then come to a standstill in front of well- 
constructed defence works. Their commander, General Cruewell, had 
been shot down in his Storch and was missing. Later I heard that he had 
been taken prisoner by the British. Nor was he the only one of our 
generals to be put out of the fight that day, for General von Vaerst, 
commander of the I5th Panzer Division, had been wounded and forced 
to leave the battlefield. The British had now assembled their 2nd, 4th 
and 22nd Armoured Brigades and, with 201 st Guards Brigade, were 
throwing them in concentric counter-attacks against our front. 

In this situation it was far too hazardous to continue our attack to 
the north, as we had originally planned. I drew my conclusions accord 
ingly. The main thing now was to open up a secure supply route for our 
striking force, and I therefore decided to move units of goth Light 
Division and an element of the Afrika Korps against the minefields from 



GA2ALA AND TOBRUK 211 

to the defensive on a shortened front. As soon as the penetration of the 
Gazala defences had been made I intended to pinch out Bir Hacheim, 
the southern bastion of the British line. 

I made this plan on the certain assumption that, with strong German 
motorised forces standing south of the coast road, the British would not 
dare to use any major part of their armoured formations to attack the 
Italians in the Gazala line, for a counter-attack by my panzer divisions 
would have put them between two fires. On the other hand, I hoped that 
the presence of the Italian infantry in front of the ist South African and 
5Oth British Divisions would continue to persuade the overcautious 
British command to leave those formations complete in the Gazala line. 
It seemed highly improbable to me that Ritchie would order these two 
infantry divisions to attack the Italian infantry corps without support 
from other formations, for such an operation would not have fulfilled 
the normal British demand for what they supposed to be 100 per cent 
certainty. Thus I foresaw that the British mechanised brigades would 
continue to run their heads against our well-organised defensive front and 
use up their strength in the process. The defence was to be conducted 
with the maximum of elasticity and mobility. 

Orders for these operations went out on the evening of the 2gth of 
May. 

At first light on May soth the respective divisions moved into their 
appointed positions and put themselves on the defensive. During these 
moves, we established the presence of strong British forces, including 
armour, in the Ualeb area. It was the reinforced isoth Brigade of soth 
British Division. [The ist Army Tank Brigade had been sent to support it 
and in the outcome shared its fate.] Meanwhile, elements of X Italian Corps 
had succeeded in crossing the British minefield and establishing a bridge 
head east of it, although the lanes through the British mines lay under 
heavy British artillery fire, which had an extremely upsetting effect on 
our columns. Nevertheless, contact was established at noon between 
the striking force and X Italian Corps, and a direct supply route was 
opened to the west. During the day the British brigade in Got el Ualcb 
was surrounded. . 

In the afternoon, I drove through the minefield to X Italian Corps 
H.Q,. for a meeting with Field Marshal Kesselring, the commander 
of X Italian Corps, and Major von Below (Adjutant to the Fuehrer), 
during which I informed them of my further plans. With the Afrika 
Korps screening the British minefield against all attacks from the north 
east, we were first going to clean up the whole of the southern part of 
the Gazala line and then to resume the offensive. In the course of this 
operation, we intended to destroy the 150* British Brigade in Ualeb 
and then the ist Free French Brigade in Bir Hacheim. 

The enemy was very hesitant in following up our movements. The 
withdrawal of the German-Italian formations had evidently come as a 



THE WAR IN AFRICA SECOND YEAR 

complete surprise to him, and, in any case, the British command never 
reacted very quickly. During the morning we established the presence 
of British assembly areas east and north of our front, with 280 tanks in 
the former and 150 in the latter, and we expected the British to launch 
their major blow at any moment. Nothing happened during the morning, 
however, except a few attacks on the Ariete, which the Italians beat off, 
and a number of even weaker thrusts on the rest of the front. Fifty-seven 
British tanks were shot up that day. 

In the afternoon I personally reconnoitred the possibilities for an 
attack on Got el Ualeb, and detailed units of the Afrika Korps, goth 
Light Division and the Italian Trieste Division for an assault on the 
British positions next morning. 

The attack was launched on the morning of the 3ist May. German- 
Italian units fought their way forward yard by yard against the toughest 
British resistance imaginable. The defence was conducted with con 
siderable skill and, as usual, the British fought to the last round. They 
also brought a new 57-mm. anti-tank gun [the 6-pounder] into use in this 
action. Nevertheless, by the time evening came we had penetrated a 
substantial distance into the British positions. 

31 May 1942 
DEAREST Lu, 

Fm well. The great crisis of the battle is over and so far we ve 
done well. But the next few days are still going to be hard. Cruewell 
has, unfortunately, fallen into British hands, complete with Storch, 
but I m still hoping to hack a way out for him. 

On the following day the defenders were to receive their quietus. 
After heavy Stuka attacks, the infantry again surged forward against the 
British field positions. I went forward with them, accompanied by Colonel 
Westphal, who was unfortunately seriously wounded in a surprise British 
mortar attack and had to be taken back to Europe, so that I had to do 
without him in the days ahead. This was a grave loss to the Panzer 
Army, for whom he had always been an outstandingly important man, 
because of his great knowledge, experience and ready decision. However, 
the attack went on. Piece by piece the elaborate British defences were 
won until by early afternoon the whole position was ours. The last 
British resistance was quenched. We took in all 3,000 prisoners and 
destroyed or captured 101 tanks and armoured cars, as well as 124 guns 
of all kinds. 

At about this time there fell into our hands an order issued by the 

British Armoured Brigade to the effect that German and Italian 
prisoners were to be given nothing to eat or drink until they had been 
interrogated. We found this very disturbing, for measures of this kind 
could only result in the war between the British and Germans, already 



GAZALA AND TOBRUK 

tragic enough, being intensified to a deplorable bitterness. Evidently the 
British command were of the same opinion, for they withdrew the order 
at our intervention. 

In the late afternoon of June ist, after the fall of Got el Ualeb, 
British reconnaissance units attacked the front which was screening our 
position to the east and south-east. A violent artillery barrage followed > 
mainly on my command post, and my Chief of Staff, General Gause > 
was wounded by a small splinter. Thus two of my most important 
assistants had been put out of the fight on the same day. I decided to 
appoint the Chief of Staff of the Afrika Korps, Colonel Bayerlein, as 
Chief of the Army Staff 

DEAREST Lu, 

The battle is going favourably for us; about 400 tanks have been 
shot up. Our losses are bearable. 

Got el Ualeb having fallen, it was now the turn of Bir Hacheim, which 
was to be surrounded and stormed next day. British and French raiding 
parties from the fortress were constantly attacking our line of com 
munications and this had to be stopped. 



VICTORY IN THE DESERT 

On the night 1-2 June, the goth Light Division and the Trieste moved 
against Bir Hacheim. They crossed the minefields without heavy casualties., 
thus shutting off the fortress from the east. 

After our summons to surrender had been rejected, the attack opened 
at about midday. The Trieste from the north-east and the 9Oth Light 
from the south-east advanced against the fortifications, field positions 
and minefields of the French defenders. With our preliminary barrage 
there began a battle of extraordinary severity, which was to last for ten 
whole days. I frequently took over command of the assault forces myself 
and seldom in Africa was I given such a hard-fought struggle. The 
French fought in a skilfully planned system of field positions and small 
defence works slit trenches, small pill-boxes, machine-gun and anti 
tank gun nests all surrounded by dense minefields. This form of defence 
system is extraordinarily impervious to artillery fire or air attack, since a 
direct hit can destroy at the most one slit trench at a time. An immense 
expenditure of ammunition is necessary to do any real damage to an 
enemy holding a position of this kind. 

It was a particularly difficult task to clear lanes through the minefields 
in face of the French fire. Superhuman feats were performed by the 
sappers, who suffered heavy casualties. Working under the cover of 



214 THE WAR IN AFRICA SECOND YEAR 

smoke-screens and artillery fire, they were frequently forced to sap their 
\vay direct through to the mines. Our victory was in a great measure 
due to their efforts. 

Under non-stop attacks by our Luftwaffe (from the 2nd June up to 
the capture of the last French positions on the 1 1 th, the Luftwaffe flew 
1,300 sorties against Bir Hacheim) the French positions were attacked in 
the north by mixed assault groups drawn from various formations and in 
the south by the goth Light Division. Attack after attack came to a 
halt in the excellent British defence system. 

During the first few days of our attack on Bir Hacheim the mass of 
the British iorces kept astonishingly quiet. Their only move was on the 
2nd June against the Ariete, who resisted stubbornly. After a counter 
attack by the 2ist Panzer Division, the situation quietened down again. 
British raiding parties from the area south of Bir Hacheim were con 
tinually harrying our supply traffic, to our great discomfort. Mines were 
laid on the desert tracks and attacks made against our supply columns. 
The British Motorised Group " August " particularly distinguished 
itself in this work. We were forced to use armoured cars and self-propelled 
guns for convoy protection. 

The Afrika Korps took advantage of the lull to make good some of 
its heavy material losses by repairs. On June 2nd they had only 130 
serviceable tanks left, as against 320 at the beginning of the battle. Now 
the number slowly began to rise again. 

3 June 1942 
DEAREST Lu, 

The battle continues, though we re in such a favourable position 
that I ve got no more serious worries. I think we ll pull it off all right 
and reach our objectives. 

.We could feel that there was something brewing. It was obvious that 
the British would soon launch an attack, either against the line held by 
our armour in the north or against our force investing Bir Hacheim in 
the south. 1 During the night 4-5 June we moved the i5th Panzer Division 
into position south of Bir el Harmat, where it would be able to strike 

1 Auchinleck had expressed anxiety about the way that Rommel was being allowed 
time to consolidate the wedge in the British position. He had also been urging the early 
delivery of an indirect counterstroke, aimed at the enemy s supply route. But Ritchie 
considered this too hazardous. He felt that he must keep enough armour near Acroma 
to protect his own rear, and that his total did not suffice to provide for a stroke at the 
enemy s reafc at the same time. (He had some 400 tanks still available, whereas Rommel 
had only 130 German tanks, and about too of the relatively ineffective Italian M.I3S.) 

Ritchie, therefore, preferred to mount a direct assault on the enemy salient. This 
proved very costly, and turned out disastrously. The British superiority in tank strength 
withered in the repeated attempts to overcome the enemy by direct assault. By the 6th 
June it had fallen to 1 70. Thus the way was smoothed for a decisive thrust by RommeFs 
armour \\hich had suffered very little in the meantime. 



2l6 THE WAR IN AFRICA SECOND YEAR 

either north-east or south-east according to the location of the British 
attack. Just how important this move was to be was shown on the 
morning of the 5th June. 

Shortly before 06.00 hours, after an hour s heavy artillery preparation, 
the British 2nd and 22nd Armoured Brigades, together with the loth 
Indian and 2oist Guards Brigade, advanced to the attack against the 
Ariete. As a feint, they put down smoke and fired a heavy barrage in 
the 2 ist Panzer Division s sector, which adjoined the Ariete to the north. 
Shortly afterwards an attack was also launched at that point by the 
4th Armoured Brigade and 42nd Royal Tank Regiment with the object 
of dividing our forces. 

Rommel was mistaken about several points here. The initial attack from the 
east was delivered by the loth Indian Infantry Brigade. After it had captured Aslagh 
Ridge, the ssnd Armoured Brigade passed through to continue the attack, and was 
followed by the gth Infantry Brigade. They soon ran into trouble. The converging 
attack from the north was delivered by the %s>nd Army Tank Brigade employing 
two units, the jth and 4Snd R. T.R. and part of the 6gth Infantry Brigade. This 
attack miscarried. It was not until a later stage that the 2nd and $h Armoured 
Brigades were used to retrieve the situation. Tfieir attack became disjointed, and 
failed to save the wth Indian Infantry Brigade, with four supporting regiments of 
artillery, from being overwhelmed while isolated. 

Thus the British attack was even more of a piecemeal affair than Rommel 
imagined. As for its consequences, AuchinlecKs dispatch expressed the judgment: 
" This unsuccessful counter-stroke was probably the turning point of the whole 
battle." 

In face of the heavy British pressure their forces in this sector were 
several times stronger than ours the Ariete fell right back to the Army 
artillery lines, where the British attack came to a halt under concentrated 
artillery fire. Meanwhile, to relieve the pressure on the Italians, 8th 
Panzer Regiment of I5th Panzer Division had thrust through to Bir et 
Tamar. 

From these positions, the Panzer Army, with its northern flank 
secured, moved to the counter attack. Combat Group Wolz, which had 
been deployed as Army reserve six miles north-east of Bir Hacheim, 
thrust forward under my command into the rear of the British at Knights- 
bridge. The 1 5th Panzer Division drove into battle on our left. Its task 
was to close the British in from the south. Soon the guns of our tanks 
were firing from three sides into the British, who fought back in their 
usual way with extreme stubbornness but far too little mobility. By the 
evening, more than fifty British tanks lay shot up on the battlefield. 

At about six o clock next morning the mass of 2ist Panzer Division, 
which had hitherto been firmly held down by British attacks, was also 
able to move and launched an attack to the east. And now at last the 
British slowly began to give ground in the fierce tank fighting. Combat 
Group Wolz closed the Trigh Enver Bei to the west and thus forced the 



GAZALA AND TOBRUK 

British units into the fire of the attacking Axis forces. Soon the Wolz 
Group came under heavy attack from the east and, after being out 
flanked by the enemy in the south, had to withdraw during the night 
to Bir el Harmat, 

Once again, the Axis troops had fought superbly. The British, under 
pressure from three sides, had suffered very heavy losses. Some 4,000 
British troops, mainly from soist Guards and loth Indian Brigades, 
marched into our prisoner-of-war camps on the 5th and 6th of June. 
The newly arrived loth Indian Brigade had been wiped out. 

This defeat had done considerable damage to the enemy s offensive 
power. As I had foreseen, the British command had decided against 
committing any major force from the two divisions in the Gazala line to 
form a second point of pressure on the 2ist Panzer Division. Nor had any 
units of the 2nd South African Division been committed. In a moment 
so decisive they should have thrown in all the strength they could muster. 
What is the use of having overall superiority if one allows one s formations 
to be smashed piece by piece by an enemy who, in each separate action, 
is able to concentrate superior strength at the decisive point? 

After this British defeat we no longer expected any major relieving 
attack on our forces round Bir Hacheim, and hoped to get on with our 
assault undisturbed. 

Meanwhile, there had been a pause in the fighting in front of the 
French positions. Now, at 11.00 hours on the 6th June, the goth Light 
Division resumed its attack against General Koenig s troops. The assault 
spearheads succeeded in approaching to within half a mile of the Ridotta 1 
Bir Hacheim, but there the attack came to a halt again. A hail of fire 
tore across the rocky and covefless ground into the ranks of our attacking 
troops and the attack had to be called off in the evening. The noose 
round Bir Hacheim was drawn still tighter. Weak relieving attacks made 
on the goth Light Division by the 7th British Motor Brigade were beaten 
off. 

That night, the 6-7 June, the goth Light Division cleared several lanes 
through the mines in their sector and assault groups approached under 
cover of darkness to within storming distance. Combat Group Wolz 
was detailed to support the attack. On the morning of the 7th June, 
after an artillery and air bombardment, the infantry stormed straight 
for the French positions. Yet for all their dash, this attack too, was 
broken up by the fire of all arms. Only in the north were a few penetra 
tions made. This was a remarkable achievement on the part of the 
French defenders, who were now completely cut off from the outside 
world. To tire them out, flares were fired and the defences covered with 
machine-gun fire throughout the following night. Yet, when my storming 
parties went in next morning, the French opened fire again with un- 

a Ridotta a small desert fort. 



2l8 THE WAR IN AFRICA SECOND YEAR 

diminished violence. The enemy troops hung on grimly in their trenches 
and remained completely invisible. 

8 June 1942 
DEAREST Lu, 

The past two days have been particularly lively, but also successful. 
You will already have seen from the Wehrmacht communiques how 
things are going. The fighting will last another fortnight, but I hope 
to be through the worst of it by then. 

I thought of you in the heat of the tank battle on the 6th June 
[Frau Rommel s birthday] and hoped that my greeting from Africa 
arrived punctually on the day. 

On the gth June I drew a further combat group from the Afrika 
Korps to support the attack on Bir Hacheim. From early morning 
onwards, waves of our infantry surged once more against the enemy 
defences. At about midday the goth Light Division, which had hitherto 
only been giving support by their heavy weapons to the combat group 
attacking in the north, joined in the assault from their positions in the 
south. Continuously exposed to the fire of the French, who fought grimly 
to the end, our storming parties suffered grievous casualties. However, 
by eight o clock that night they worked their way forward to within 
about 220 yards of the Ridotta Bir Hacheim. During the day, Ritchie 
made a weak diversionary attack against the goth Light Division s 
covering units south of Bir Hacheim, using motor battalions and an 
armoured regiment of the 4th Armoured Brigade. We had no difficulty 
in beating it off. 

Meanwhile, we had several times had trouble with Kesselring. He 
was being severely critical of the slow progress of our attack on the 
French. What mainly upset him was the fact that he had had to keep 
Luftwaffe formations continuously employed over Bir Hacheim, where 
they had suffered severe losses. [On one day alone, the R.A.F. shot down 
very nearly 40 dive-bombers.] He insisted that an immediate attack should 
be launched on the French by all our armoured formations. This was 
completely out of the question, for tanks cannot be sent into minefields 
which are protected against clearance by strong-points. Moreover, 
Ritchie would not have remained inactive on the other fronts while this 
was going on. Such a move would have led to disaster. We did our best 
to pacify Kesselring, who probably had little idea of the difficulties we 
were up against. 

Next day, the xoth June, the Afrika Korps* combat group, under 
the command of Colonel Baade, succeeded at long last in breaking into 
the main enemy position north of Bir Hacheim. The attack took place 
under very heavy artillery fire and air attack, with the French desperately 
defending every single nest of resistance and suffering terrible casualties 



22O THE WAR IN AFRICA SECOND YEAR 

as a result. After this penetration, Bir Hacheim could no longer be held. 

We now thought it likely that the enemy would bring up a relieving 
force to enable the French garrison to stage a break-out. Part of 7th 
British Motor Brigade which had hitherto been engaged in harassing 
our supply routes, had already been sighted by our reconnaissance on the 
march towards Bir Hacheim. To arm myself against any situation I 
ordered the isth Panzer Division to move to Bir Hacheim. The French 
garrison was to be given its quietus next day. 

But the French did not oblige, for in spite of all our security measures, 
the greater part of the garrison broke out during the night under the 
leadership of their commander, General Koenig, and disappeared in the 
darkness away to the west, where they joined up with the yth British 
Motor Brigade. Later we discovered that the instructions for sealing 
the ring round the fortress had not been properly carried out at the 
point where the break-out had been made. Once again it had been 
shown that, however desperate the situation, there is always something 
that can be done by a resolute commander who is not just prepared 
to throw in his hand. 

The goth Light Division was thus able to occupy Bir Hacheim in the 
early morning of the nth June. Some 500 French soldiers fell into our 
hands, the majority of them wounded. Later in the morning I inspected 
the fortress for which such a bitter struggle had been waged and the 
fall of which we had awaited with such impatience. 1 

Now our forces were free. Despite all the courage which the British 
in the Ualeb position and the French in Bir Hacheim had displayed, 
Ritchie had been badly mistaken if he had thought to wear down my 
forces by these pitched battles. Certainly we had suffered heavy casualties, 
but they were in no way comparable with those of the British, for in the 
strong-points which we had surrounded thousands of British troops had 
been compelled to surrender through lack of water and ammunition. 
For psychological reasons alone, the sacrifice of whole formations to the 
enemy is generally a mistake. 2 Even though considerable advantage 
may sometimes be gained for other formations by ordering troops to 
resist to the end, one should still think twice before taking such a decision, 
for the confidence of the ordinary soldier so vitally important to the 
Army Commander is liable to become undermined. The men will no 
longer obey the command s orders with the necessai y care-free equanimity, 
because they will fear that if a crisis arises they may be left in the lurch. 

On the afternoon of the nth June, I put the Bir Hacheim force on 
the move to the north in order to seek a final decision without further 
delay. 

W0fe by Central Bayerlein. The defence works round Bir Hacheim included, among 
other things, some 1,200 nests, combat positions, etc,, for infantry and heavy weapons. 

2 RommePs line of thought here may have been accentuated by his reflections on 
what happened in the previous winter when he fell back westwards, leaving large garrison* 
in the frontier position to be cut off and captured. 



GAZAtA AND TOBRUK 221 

In the evening, the 15* Panzer and goth Light Divisions with 3rd 
and 33rd Reconnaissance Battalions, all under my command, reached 
an area six to ten miles south and south-west of El Adem. To parry this 
danger, Ritchie moved the 2nd British Armoured Brigade from a point 
south of Acroma into the neighbourhood of Bir Lefa* After a violent 
battle with the concentrated British armour, which fought under strong 
artillery support, we succeeded in taking the area round El Adem and 
south of the Trigh Capuzzo before noon on the I2th of June. El Adem 
itself was occupied by the goth Light Division. The British suffered 
considerable tank losses and left 400 prisoners in our hands. The 2gth 
Indian Brigade defended itself stubbornly in the El Adem box. 

On the same morning [isth] a combat group of the 2ist Panzer 
Division also drove east, thus steadily pressing together the British 
armour, which, squeezed between the two German panzer divisions, no 
longer possessed full freedom of movement. Into this area, which was 
already extremely confined, Ritchie now brought up the 32nd Army 
Tank Brigade from out of the Gazala line. A continuation of the I5th 
Panzer Division s attack north-westwards now held out promise of great 
success. The initiative was ours. 

In the morning I set off with my Kampfstaffel to a ridge south-east of 
El Adem, where I observed the course of the battle between the goth 
Light Division and the Indians. Incessant British bomber attacks were 
giving the goth Light Division a bad time. Later I tried to get through 
to the 1 5th Panzer Division, but our vehicles were heavily fired on from 
the north and south and pinned down in the open for several hours. It 
was afternoon before I reached the I5th, whom I then accompanied in 
their attack to the west. During the evening we were bombed by some 
of our own Stukas. They were being chased by British fighters and, lame 
ducks that they were, were forced to drop their bombs on their own 
troops for the sake of some extra speed. However, the three of us 
Bayerlein, the driver and I escaped once again without a scratch. 

I spent the next day {131)1 June} with the Afrika Korps whose 15th 
Panzer Division was cleaning up the escarpment to the west, while the 
Italian Trieste and Ariete Divisions were pressing the British into the 
area north of the Trigh Capuzzo. The 2ist Panzer Division, too, began 
to move during the evening and thrust east in a raging sandstorm, which 
at times brought visibility to zero. The slaughter of British tanks went on. 
One after the other of the 120 or so which they probably now had left 
remained lying on the battlefield. A murderous fire struck from several 
sides into the tightly packed British formations, whose strength gradually 
diminished. Their counter-attacks decreased steadily in momentum. 

Unfortunately, the goth Light Division was \unable for several hours 
to carry out its orders to join up on the east of tfie I5th Panzer Division, 
as the British were attacking on all sides and forcing the division to fight 



2Q2 THE WAR IN AFRICA SECOND YEAR 

for its life. It was afternoon before it was able to disengage and, evading 
a strong British column, move into its new position. 

The Guards Brigade evacuated Knightsbridge that day, after it had 
been subjected all the morning to the combined fire of every gun we 
could bring to bear. This brigade was almost a living embodiment of the 
virtues and faults of the British soldier tremendous courage and tenacity 
combined with a rigid lack of mobility. The greater part of the armoured 
force attached to the Guards Brigade was destroyed, either during that 
day or on their retreat in the following night. 

My intention now was to bring the whole of my motorised force, both 
German and Italian, into action during the next day or two, in a bid 
to break through to the sea. The British divisions from the Gazala line, 
which were already beginning to move east along the coast road, were 
to be flung back to the west and destroyed. Kesselring s aircraft were 
already over their columns and the Via Balbia stood in flames. 

It was clear that there was going to be very heavy fighting during 
the next day or so as the British seemed to be determined to hold on to 
the Acroma position in order to keep a retreat road open for the troops 
in the Gazala line. It looked as though Ritchie would sacrifice his last 
tank to that end. 

By the evening of the i^th the British strength in this decisive area was 
reduced to about 70 tanks. Although Rommel had also lost heavily, he had now a 
superiority of more than two to one in tanks Jit for action and being in possession 
of the battlefield he was able to recover and repair many of his damaged tanks, 
while Ritchie could not. 

The battle, which had begun so badly for us, was now taking an 
increasingly favourable turn. All this we owed to the courage of the 
German and Italian soldiers. 

During the night of the I3th both divisions of the Afrika Korps were 
deployed west of the Trigh Bir Hacheim ready for an attack to the north. 
The Italian Ariete and Trieste Divisions were to act as a screen for their 
eastern flank. The goth Light Division moved off to the east to put 
itself in a position for a quick grab at the Tobruk approaches. 

Next morning [j^th] the German panzer divisions moved off and 
rolled northwards. Full speed was ordered, as British vehicles were now 
streaming east in their thousands. I rode with the tanks and constantly 
urged their commanders to keep the speed up. Suddenly we ran into a 
wide belt of mines. Ritchie had attempted to form a new defence front 
and had put in every tank he had. The advance halted and our vehicles 
were showered with British armour-piercing shells. 

I at once ordered the reconnaissance regiments to clear lanes through 
the minefields, a task which was made easier by the violent sandstorm 
which blew up towards midday. Meanwhile, I ordered our lyo-mm. guns 
to open fire on the Via Balbia. The thunder of our guns mingled with the 



GAZALA AND TOBRUK 

shock of demolitions. The British and South Africans were blowing up 
their ammunition dumps in the Gazala line. 

Late in the afternoon, the iisth Rifle Regiment moved to the attack 
against Hill 187. In spite of violent counter-fire from British tanks, 
artillery and anti-tank guns the attack steadily gained ground. Towards 
five o clock the British fire, to which my own vehicle had also for some 
hours been exposed, slowly began to slacken. Enemy resistance crumbled 
and more and more British troops gave themselves up. Black dejection 
showed on their faces. 

By evening the British barrier was pierced. After violent and successful 
fighting its success could be measured in the hulks of 45 British tanks 
lying on the battlefield the German panzer divisions gained the area 
west of Acroma. The way to the Via Balbia was now virtually open. 

The ist British Armoured Division was no longer in a fit state for 
action and left the battlefield during the night. 

Its remaining tanks were transferred to the 4th Armoured Brigade (of Jth 
Armoured Division). This armoured brigade the only one left was thereby 
made up to a strength of about 60 tanks. 

That same night, units of the soth British Division succeeded in 
breaking through the Italians of X Corps and escaping to the south. 
Although we shot up 400 vehicles and took several hundred prisoners, yet 
British troops to the strength of about a brigade managed to get away. 
After the break-through, the British commander took his troops in small 
columns through our supply zone, where they were able to do considerable 
damage on the way. It would have been right, in fact, for both British 
divisions to have broken through at this point. At least it would have 
enabled them to get away in a better condition than was possible along 
the Via Balbia. But an even more important reason was the fact that the 
British armoured brigades would not have had to let themselves be 
pulverised in the tactically hopeless position at Acroma, but would have 
remained in the fight. As it was, the destruction of the British armour 
its remnants were now streaming back into Egypt cost Ritchie his last 
chance of taking any further effective part in events in the Marmarica. 

After the fall of Got el Ualeb and Bir Hacheim, the British command 
ought to have realised that there was nothing more to be gained by 
holding on to the northern part of the Gazala line. There had been no 
point in sacrificing the ist French Brigade unless the time thus gained 
had been used to move the two British divisions in the Gazala line into 
the Acroma-Gazala area for mobile defence against the expected advance 
of my motorised forces. With their 300 guns and 200 to 300 light armoured 
vehicles and Bren-carriers they would have tilted the scales heavily in 
the British favour. My Italian divisions, with their antediluvian weapons 
and worse still, without vehicles, could never have been sent forward into 
the open desert, unless with considerable German motorised support. 
There would have been no danger from that side. 



224 THE WAR IN AFRICA SECOND YEAR 

In the early hours of the 15th of June, units of the I5th Panzer 
Division thrust across the Via Balbia to the sea. Contrary to my express 
instructions, however, the detachment they left to bar the Via Balbia 
was only seven tanks strong. The British and South Africans of course 
had no difficulty in shooting up these few vehicles and breaking through 
the barrier; thus several more units escaped to the east, most of them 
in wild flight. Shortly afterwards the breach was finally closed. Mean 
while, the pursuit had been joined by the Italian divisions and the 
German brigade from the Gazala line. 

75 June 1942 
DEAREST Lu, 

The battle has been won and the enemy is breaking up. We re 
now mopping up encircled remnants of their army. I needn t tell 
you how delighted I am. We ve made a pretty clean sweep this time. 
Of course it s cost us some sad losses here and there. Cause and 
Westphal have been wounded. Cause will be back in three to four 
weeks, Westphal in a month or two. My health has stuck it all right. 
I ve been living in my car for days and have had no time to leave 
the battlefield in the evenings. Perhaps we will now see each other 
in July after all, 

I had already withdrawn the 2ist Panzer Division from the Acroma 
district during the morning, and dispatched it eastwards through El 
Adem with the goth Light Division and a reconnaissance group. The 
attack on the El Adem box, with its strong points Batruna and El Hatian, 
rolled past me in area formation, and a violent exchange of fire soon blazed 
up between our tanks and the Indians defending the box. That evening 
Batruna was stormed with the capture of 800 prisoners and numerous 
guns and other war material. Despite heavy British bomber attacks the 
division reached Sidi Rezegh before night, where their advance came to 
a temporary standstill under heavy British counter-fire. The goth Light 
Division, in spite of many attempts, did not succeed that day in taking 
El Hatian, the main position in the El Adem box. 

Meanwhile, the remnants of the British Eighth Army had retired 
to the Egyptian frontier area. Tobruk and El Hatian obviously had 
the task of tying down our forces long enough to enable a defence 
line to be constructed on the Egyptian frontier. 

I was convinced that major organisational weaknesses must still exist 
in the Tobruk defences, because part of the 2nd South African Division 
had made a stand at Acroma. So the main thing now was to attack and 
take Tobruk while confusion and depression were still rife among the 
garrison and while our victory in the desert was still having its effect on 
the British soldier s morale. Once again speed was vital. 



GAZALA AND TOBRUK 225 

THE SECOND BATTLE FOR TOBRUK 

Tobruk was one of the strongest fortresses in North Africa. In 1941, 
with magnificent troops in its garrison, it had presented us with immense 
difficulties. Many attacks had collapsed in its defences and much of its 
outer perimeter had literally been soaked in blood. Often the battle 
had raged round a square yard at a time. We were no strangers to 
Tobruk. 

We intended this time to attack and storm the fortress according to 
the plan which we had finally evolved in 1941 but which had been 
forestalled by Cunningham s offensive. Under this plan a feint attack 
was first to be launched in the south-west to conceal our true design and 
pin down the garrison at that point. The formations assigned to make 
the main assault were to arrive on the scene unexpectedly. To this end 
they were to move on eastwards past Tobruk in order to give the im 
pression that we intended to lay siege to the fortress as in 1941. Then 
they were to switch back suddenly to the south-eastern front of the 
fortress, deploy for the assault during the night and, after* a heavy dive- 
bomber and artillery bombardment, launch their assault at dawn and 
overrun the surprised enemy. 

To every man of us, Tobruk was a symbol of British resistance and 
we were now going to finish with it for good. 

On the morning of the i6th June, I drove up to the Via Balbia and 
then along it to. the west. Fighting at Gazala had finally ceased and 
another six thousand British troops had found their way into our prison 
camps. Evidence of the British defeat could be seen all along the road 
and verges. Vast quantities of material lay on all sides, burnt-out vehicles 
stood black and empty in the sand. Whole convoys of undamaged British 
lorries had fallen into our hands, some of which had been pressed into 
service immediately by the fighting troops, while others were now awaiting 
collection by the salvage squads. Apparently the British had taken off 
some of their units by sea. Soon we met our troops advancing eastwards 
from the Gazala line. They received orders to push on as fast as they 
could up to the western edge of Tobruk and were provided with lorry 
columns to carry their men up to the front by shuttle service. Quick re 
grouping for the investment of Tobruk was now the most urgent necessity. 

One of the first lessons I had drawn from my experience of motorised 
warfare was that speed of manoeuvre in operations and quick reaction 
in command are decisive. Troops must be able to carry out operations 
at top speed and in complete co-ordination. To be satisfied with norms 
is fatal. One must constantly demand and strive for maximum per 
formance, for the side which makes the greater effort is the faster and 
the faster wins the battle. Officers and N.C.O.s must continually train 
their troops along these lines. 



226 THE WAR IN AFRICA SECOND YEAR 

In my view the duties of a commander are not limited to his work 
with his staff. He must also concern himself with details of command 
and should pay frequent visits to the fighting line, for the following 
reasons: 

(a) Accurate execution of the plans of the commander and his staff 
is of the highest importance. It is a mistake to assume that every 
unit officer will make all that there is to be made out of his 
situation; most of them soon succumb to a certain inert ja. Then 
it is simply reported that for some reason or another this or that 
cannot be done reasons are always easy enough to think up. 
People of this kind must be made to feel the authority of the 
commander and be shaken out of their apathy. The commander 
must be the prime mover of the battle and the troops must always 
have to reckon with his appearance in personal control. 

(b) The commander must be at constant pains to keep his troops 
abreast of all the latest tactical experience and developments, 
and must insist on their practical application. He must see to it 
that his subordinates are trained in accordance with the latest 
requirements. The best form of " welfare " for the troops is first- 
class training, for this saves unnecessary casualties. 

(c) It is also greatly in the commander s own interest to have a personal 
picture of the front and a clear idea of the problems his sub 
ordinates are having to face. It is the only way in which he can 
keep his ideas permanently up to date and adapted to changing 
conditions. If he fights his battles as a game of chess, he will 
become rigidly fixed in academic theory and admiration of his 
own ideas. Success comes most readily to the commander whose 
ideas have not been canalised into any one fixed channel, but 
can develop freely from the conditions around him. 

(d) The commander must have contact with his men. He must be 
capable of feeling and thinking with them. The soldier must 
have confidence in him. There is one cardinal principle which 
must always be remembered: one must never make a show of 
false emotions to one s men. The ordinary soldier has a sur 
prisingly good nose for what is true and what false. 

The Indians were still holding on in El Hatian. On the i6th June, 
the goth Light Division, despite all the courage they displayed, were 
again unable to extend the wedges in the defence system which assault 
teams had made the evening before. As with all other British defence 
systems in the Marmarica, this position had been constructed with great 
technical skill and according to the most up-to-date ideas. Following 
the example of Bir Hacheim, a part of the garrison (consisting of 291*1 
Indian Brigade) broke out during the night and withdrew to the south. 




The Mammoth is used to haul a captured British gun 
Digging a way through the sand hills for Rammers caravan 



I * " ^ 





Rommel working in his caravan 

Left to right: Field Marshal Kesselring, General Froehlich, General 
Cause, Field Marshal Rommel, General Cruewell 




GAZALA AND TOBRUK 227 

The Indians simply concentrated their weight on one sector, opened fire 
with every weapon and then broke out, thus showing once again the 
difficulty of effectively enveloping a fully-motorised enemy whose 
structure of command has remained intact. 

The remainder of the Indians in El Hatian surrendered on the evening 
of 1 7th July. Some 500 prisoners and considerable quantities of war 
material fell into our hands. 

The powerful forts of El Duda and Belhammed had already been 
captured the day previously by the Afrika Korps. The moment that El 
Hatian fell I sent the goth Light Division against several other British 
strong points which were still holding out in that area. They were sur 
rounded and stormed. 

The whole of the Afrika Korps with the Ariete were now put on the 
march to Gambut and the area to its south. We wanted, as I have 
already said, to divert British attention from Tobruk and at the same 
time gain the necessary freedom of movement in our rear for the Tobruk 
attack. Primarily, however, this advance was directed against the R.A.F. 
who, with their short time of flighjt from neighbouring bases, were being 
unpleasantly attentive. We intended to clear them off their airfield near 
Gambut and keep them out of the way during our assault on Tobruk* 

So now my army was moving east again. The Ariete, who had 
instructions to maintain touch with the Afrika Korps, fell behind from 
the start and lost contact. I went off to look for them but very soon ran 
into a tank battle. Shells whistled backwards and forwards and we were 
not sorry to escape from that unfriendly neighbourhood. Soon afterwards 
we succeeded in making contact with the Ariete by radio and moved 
them up to the main body. 

At about 19.30 hours that evening [the ijth\ I switched the sist 
Panzer Division to the north and rode with my Kampfstaffel about two 
miles in front of the van of the division. A slight fracas blew up south of 
Gambut and a few Foreign Legionaries were taken prisoner. Finally, 
after some trouble with extensive British minefields, we arrived at 
Gambut with the leading troops at around 22.00 hours. The main body 
remained lying before the minefields all night. 

At dawn on the i8th June, British aircraft again appeared over the 
2 ist Panzer Division, which was moving on northwards. The road and 
railway were reached shortly before 04.30. This railway, which the British 
had built during the past few months, ran from Mersa Matruh to the 
outer perimeter of Tobruk. We crossed it, demolishing some of the 
track on the way. The 4th Rifle Regiment had already taken 500 
prisoners on the road during the night and this figure was now steadily 
increasing. On the airfields, which the British had not evacuated until 
the last moment, we captured 15 serviceable aircraft and considerable 
quantities of oil and petrol, which we found very useful. 

On arriving back that night at Army H.Q., we found life being made 



228 THE WAR IN AFRICA SECOND YEAR 

unpleasantly hazardous by the activities of a British 25-pounder battery, 
which began to shell our position. I sent Captain Kiehl with the 
Kampfstafel to drive it off, which he did, but the British promptly selected 
another site and began to honour us with their attentions again. I soon 
became bored with this and shifted my H.Q. back to El Hatian, where 
the staff of British XXX Corps had formerly been housed. 

Mopping up of the area between Tobruk and Gambut was completed 
on 1 8th June and the necessary moves carried out to close in Tobruk. 
An excellent piece of organisational work was now done in building up 
supplies for the assault. During our advance we had found some of the 
artillery depots and ammunition dumps, which we had been forced to 
abandon during the Cunningham offensive in 1941. They were still 
where we had left them, and were now put to good use. 

The Afrika Korps moved into its new position on the afternoon of 
igth June, while the goth Light Division thrust east to take possession 
of British supply dumps between Bardia and Tobruk. The movement of 
this division was particularly important to increase still further British 
uncertainty about our true intentions. In addition the Pavia Division and 
Littorio Armoured Division, units of which were just arriving, were to 
screen the attack on Tobruk to the west and south. 

We had the impression that evening that our movements had only 
been partially and inaccurately observed by the enemy, and there was 
therefore every chance that our attack would achieve complete surprise. 
Outside the fortress of Tobruk, there was no British armour of any con 
sequence left in the Western Desert and we could therefore look forward 
with great hopes to the forthcoming enterprise. 

In spite of the hard time we had been through, the army was on its 
toes and confident of victory. On the eve of the battle every man was 
keyed up and tense for attack. 



THE CONQUEST OF TOBRUK 

The Tobruk garrison was of approximately the same strength as it 
had been in 1941, and consisted of the following troops of the British 
Empire: 

2nd South African Infantry Division, reinforced. 

nth Indian Brigade. 

2nd Battalion, Guards Brigade. 

Several infantry tank regiments, under command 32nd Army Tank 

Brigade. 
Artillery strengthening to the extent of several artillery regiments. 

This is not quite correct. The 2nd South African Division had only two 



GAZALA AND TOBRUK 

infantry brigades instead of three. On the other hand, the soist Guards Brigade 
had two battalions and part of a third under its command. The ytnd Anny Tank 
Brigade had two battalions of infantry tanks. There was no additional artillerjp 
apart from the 4th Anti-Aircraft Brigade. 

Although this force corresponded in numbers to the 1941 garrison, 
it could not be expected to put up such a stubborn and well-organised 
resistance, for the bulk of the troops had already given us battle and were 
tired and dispirited. The British command, moreover, which never was 
very quick at reorganising, had been given no time to build up its 
defensive machine. 

Besides this force in Tobruk, Ritchie still had available five infantry 
divisions of which three had been very badly mauled; the other two 
had been freshly brought up. His two armoured divisions had been 
virtually wiped out in the recent fighting, but were now receiving 
reinforcements and replacements from the Nile Delta. 

One more word about the Tobruk defences. 

Tobruk, hemmed in on its eastern and western sides by rocky and 
trackless country, extends out to the south into a flat and sandy plain. 
It had been extremely well fortified by the Italians under Balbo, and full 
account had been taken of the most modern weapons for the reduction 
of fortifications. The numerous defence positions running in a belt round 
the fortress were sunk in the ground in such a manner that they could 
only be located from the air. Each defence position consisted of an under 
ground tunnel system leading into machine and anti-tank gun nests. 
These nests, of which most of the defence positions had a considerable 
number, waited until the moment of greatest danger before throwing off 
their camouflage and pouring a murderous fire into the attacking troops. 
Artillery could not take them under direct fire because of the lack of 
apertures on which to take aim. Each separate position was surrounded 
by an anti-tank ditch and deep wire entanglements. In addition the 
whole fortified zone was surrounded at all points passable to tanks by 
a deep anti-tank ditch. 

Behind the outer belt of fortifications, most of which was several 
lines in depth, were powerful artillery concentrations, field positions 
and several forts. The majority of the defence works were protected by 
deep minefields. 

The feint attack in the south-west was to be executed by XXI Italian 
Corps, who were provided with several tanks in support. The group 
making the main attack consisted of the Afrika Korps and XX Italian 
Corps. Before the attack was opened the main attack sector, south-east 
of the fortress, was to be bombed by the entire German-Italian Air Force 
in Africa. Once the infantry had succeeded in reducing the fortified 
lines, the Afrika Korps was to press on over the crossroads to the harbour 
and open up the Via Balbia to the west. Following up the Afrika Korps, 



23O THE WAR IN AFRICA SECOND YEAR 

XX Italian Corps was to capture the British defence works and thrust 
through to the Ras el Madauer in the rear of the South Africans. 

20 June 1942 
DEAREST Lu, 

Only two hours sleep last night. This is the really decisive day. 
Hope my luck holds. Pm very tired, though quite well otherwise. 

My assault force moved into its assembly areas on the night of the 
igth June. At 05.20 hours several hundred aircraft hammered their 
bombs on die break-in point south-east of the fortress. I watched the 
effect of this attack. Great fountains of dust plumed up out of die Indian 
positions, whirling entanglements and weapons high into the air. Bomb 
after bomb tore through the enemy wire. 

As soon as the aircraft had finished, the infantry of the Afrika Koips 
(i5th Rifle Brigade) and XX Italian Corps moved forward to the assault. 
Lanes had been cleared through the mines the night before. Two hours 
later the German storming parties had succeeded in driving a wedge 
into the British defences. One position after another was attacked by my 
" Africans " and captured in fiercest hand-to-hand combat. 

The engineers had the anti-tank ditch bridged by 08.00 hours. The 
exploits of the engineers that day merited particular praise. It is difficult 
to conceive what it meant to do work of this kind under heavy British 
fire. Now the way was open and we unleashed the armour. 

At about 08.00, I drove with my Gefechtsstqffel through the Ariete s 
sector and into the 15th Panzer Division s. Riding in an armoured troop- 
carrier, I went through as far as the lanes through the minefields, which 
lay under heavy British artillery fire. Considerable traffic jams were 
piling up as a result of this fire and I sent Lieut. Berndt up immediately 
to organise a smooth flow of traffic. Half an hour later, I crossed the 
anti-tank ditch with Bayerlein and examined two of the captured positions. 
Meanwhile, the Afrika Korps was becoming the target of British tank 
attacks from outside the fortress and a violent tank battle flared up, in 
which the artillery on both sides joined. Towards n.oo hours, I 
ordered the Ariete and Trieste, who, after overcoming the anti-tank 
ditch, had come to a halt in the British defended zone, to follow up 
through the Afrika Korps s penetration. The German attack moved 
steadily on and the Afrika Korps, after a brief action in which 50 British 
tanks were shot up, reached the crossroad Sidi Mahmud at about midday. 
We held the key to Tobruk. 

I now accompanied the Afrika Korps s advance onward from the 
crossroad. A furious fire beat into the attacking troops from the Fort 
Pilastrino area and several nests on the Jebel descent. Several British 
ships weighed anchor and made as if to leave harbour, apparently 
attempting to get their men away by sea. I at once directed the A.A. 



GAZALA AND TOBRUK 

and artillery on to this target and six ships were sunk. Most of the men 
aboard them were picked up. 

The advance continued and we soon reached the descent into the 
town, where we came up against a British strong-point which fought back 
with extraordinary stubbornness. I sent Lieut, von Schlippenbach with 
a summons to the garrison of 50 men to surrender. Their only answer 
was a withering fire on our vehicles. Eventually, our outrider, Corporal 
Huber, covered by six anti-aircraft men, succeeded in approaching the 
strong-point and putting die garrison out of action with hand grenades. 

Pilastrino offered to capitulate in the evening and a Stuka attack on 
the fort was called off. Fort Solaro was stormed by my men and another 
gunboat sunk in the harbour. By nightfall two-thirds of the fortress was 
in our hands; the town and harbour had already been captured by the 
Afrika Korps in the afternoon. 

At 05.00 hours on the sist of June, I drove into the town of Tobruk. 
Practically every building of the dismal place was either flat or little 
more than a heap of rubble, mostly the result of our siege in 1941. Next 
I drove off along the Via Baibia to the west. The staff of the 32nd British 
Army Tank Brigade offered to surrender, which brought us 30 serviceable 
British tanks. 1 Vehicles stood in flames on either side of the Via Baibia. 
Wherever one looked there was chaos and destruction. 

At about 09.40 hours, on the Via Baibia about four miles west of the 
town, I met General Klopper, G.O.C. 2nd South African Infantry Division 
and Garrison Commandant of Tobruk. He announced the capitulation 
of the fortress of Tobruk. He had been unable to stave off the defeat any 
longer, although he had done all he could to maintain control over his 
troops. 

I told the General, who was accompanied by his Chief of Staff, to 
follow me in his car along the Via Baibia to Tobruk. The road was lined 
with about ten thousand prisoners of war. 

On arrival at the Hotel Tobruk, I talked for a while with General 
Klopper. It seemed that he had no longer been in possession of the 
necessary communications to organise a break-out. It had all gone too 
quickly. I instructed the South African general to make himself and his 
officers responsible for order among the prisoners, and to organise their 
maintenance from the captured stores. 

21 June 1942 
DEAREST Lu, 

Tobruk! It was a wonderful battle. There s a lot going on in 
the fortress area. I must get a few hours sleep now after all that s 
happened. How much I think of you. 

lf These must have been tanks under repair in the workshops, and were not surrendered 
by the brigade staff proper. Only a few tanks remained in action with the brigade after 
its desperate fight the previous day, and the brigade commander ordered these to be 
destroyed that night prioi; to an attempt to escape on foot in small parties. 



232 THE WAR IN AFRICA SECOND YEAR 

The capture of Tobruk, which had taken place without interference 
from outside, marked the conclusion of the fighting in the Marmarica. 
For every one of my " Africans", that sist of June 3 was the high point 
of the African war. I had the following Order of the Day issued by the 
Panzer Army: 

"Soldiers! 

The great battle in the Marmarica has been crowned by your 
quick conquest of Tobruk. We have taken in all over 45,000 prisoners 
and destroyed or captured more than 1,000 armoured fighting 
vehicles and nearly 400 guns. During the long hard struggle of the 
last four weeks, you have, through your incomparable courage and 
tenacity, dealt the enemy blow upon blow. Your spirit of attack has 
cost him the core of his field army, which was standing poised for an 
offensive. Above all, he has lost his powerful armour. My special 
congratulations to officers and men for this superb achievement. 

Soldiers of the Panzer Army Afrika! 

Now for the complete destruction of the enemy. We will not 
rest until we have shattered the last remnants of the British Eighth 
Army. During the days to come, I shall call on you for one more 
great effort to bring us to this final goal. 

ROMMEL." 

Next day Rommel heard by wireless from Hitler s headquarters that in reward 
for his victory he had been made a Field- Marshal. He was forty-nine. He was 
so busy in the days that followed that he quite forgot to change his shoulder badges 
to those of his new rank two crossed batons. It was only after he had reached El 
Alamein that he was reminded of this by Field-Marshal Kesselring, who gave 
Rommel a pair of his own badges. Rommel received his actual baton when he saw 
Hitler in Berlin in September. He remarked to his wife at the time: " / would 
rather he had given me one. more division" 



CHAPTER X 

PURSUIT INTO EGYPT 



IN WINNING our victory at Tobruk we, too, had expended the last of 
our strength, for the weeks of very heavy fighting against an enemy 
superior in both men and material had left their mark on my forces. 
Now, however, with the vast booty that had fallen to us, including 
ammunition, petrol, food, and war material of all kinds, a build-up for 
a further offensive was possible. 

Rome had assured me several times that supplies to Africa could 
only be guaranteed in adequate quantities if the ports of Tobruk and 
Mersa Matruh were in our hands. This strengthened my resolve to 
exploit the weakness of the British after the battle of Tobruk by thrusting 
forward as far as I could into Egypt. 

But that was not the main reason for my decision. I was determined 
at all costs to avoid giving the British any opportunity of creating another 
new front and occupying it with fresh formations from the Near East. 
The Eighth Army was now extremely weak, with a core of only two fresh 
infantry divisions; its armoured formations, which had been rushed up 
in great haste from the Egyptian hinterland, could not possibly have any 
striking power worth mentioning. All in all, the proportion of our 
strength to the British, in comparison with what it had been, was highly 
encouraging. Our intention was to overtake the Eighth Army s formations 
by a lightning thrust forward and bring them to battle before they had 
been able to join up with other formations from the Middle East. If we 
could once succeed in destroying the tattered remnants of the Eighth 
Army which had escaped from the Marmarica battles, plus its two fresh 
divisions and this was by no means impossible then the British would 
have nothing left in Egypt capable of opposing our advance to Alexandria 
and the Suez Canal. 

It was a plan with a chance of success a try on. The existence of 
my army would in no way be jeopardised, for, with things as they were, 
we would be quite capable of looking after ourselves whatever the 
outcome. 1 

1 It is interesting to observe that Rommel repeatedly defends himself against the 
criticism that he made a practice of gambling. He was evidently sensitive to that 
criticism. In general, his journal provides much evidence that his plans were carefully 
thought out, and that their boldness was based on deep calculation. 

233 



034 THE WAR IN AFRICA SECOND YEAR 

This move into Egypt has since been the subject of criticism in some 
quarters. It has been said that the supply line from Benghazi to El 
Alamein was too long for the supply columns to maintain for any length 
of time, and that the British derived great advantage from their short 
supply route from Port Said to the front. 

Against this, there is the following to be said : 

(a) British superiority would have had an even greater effect at 
Sollum than at El Alamein. For at Sollum they would have 
been able to outflank our line by wide sweeps into the desert and, 
with their armoured brigades which, by the time of the Alamein 
battle were superior to ours not only in numbers, which they 
had been before, but above all in quality to smash our motorised 
divisions. Moreover, the chances of withdrawing our non-mo torised 
infantry from Sollum would have been even worse than from El 
Alamein. These non-motorised formations, which made up the 
bulk of my army at El Alamein, would have been completely 
ineffective at Sollum, where the enemy would not have had to 
break through their line, but could quite simply and without 
effort, have gone round it. They would then have become either 
easy prey for the British or mere ballast during the retreat. 

(b] Nor would there have been any worthwhile improvement in our 
supply position at Sollum, for with our front so far west, instead 
of the ports of Tobruk and Mersa Matruh being within range of 
the British bombers it would have been Tobruk and Benghazi. 
Thus Benghazi would, for all practicable purposes, have been 
closed to the larger ships, which would have meant a lengthening 
of the overland supply line to Tripoli, a distance which our 
available transport was completely inadequate to cover. The 
British supply position, on the other hand, would have hardly 
been affected, for they had the railway, ample vehicle space for 
road transport, and well-organised coastal shipping all at their 
disposal. 1 

Wbfe by General Bqyerletn. Rommel s argument was on the whole correct. One must 
add, however, that a build-up would have taken Montgomery far longer at Sollum 
than at El Alamein. There is no doubt that this would have meant a postponement, not 
only of the Eighth Army s offensive, but also of Anglo-American operations in North-west 
Africa, for it can hardly be supposed that the Allies would have landed in North-west Africa 
before Montgomery had first tied down Rommel s army by his attack. It is nevertheless 
extremely doubtful whether, with supply conditions as bad as they were, the time gained 
would have given the Panzer Army an advantage which would have made up for the 
disadvantages (as described by Rommel) of the Sollum position compared with that 
at El Alamein. 

General Westphal, in his book The German Army in the West (Cassell), expresses the view 
that it would have been better to call off the offensive at Sollum and move the German- 
Italian air force engaged in Africa, to Catania for use in the capture of Malta. This can 
hardly be upheld. Quite apart from the fact that Malta would probably even then not 
have been attacked the OKW and the Commando Supremo had already had eighteen 



PURSUIT INTO EGYPT 235 

It is, of course, true that our supply columns were faced with serious 
difficulties as a result of our advance into Egypt. But the same effort 
should have been demanded from the supply staffs in Rome as from 
every tankman or infantryman, tired out as they were with weeks of fighting. 
Thus, supply by sea should have been improvised immediately to ports 
in the forward zone on the scale which had always been promised for 
this occasion. The top Italian authorities could have done this at any 
time. When I gave orders for the advance into Egypt, I was assuming 
that the fact of final victory in Egypt being now within reach would spur 
even the Italian Commando Supremo into some sort of effort. 

On the strength of all these and other similar arguments, I requested 
the Duce, immediately after the capture of Tobruk, to lift the restrictions 
on the Panzer Army s freedom of operation and allow us to advance into 
Egypt* Permission was granted, whereupon orders went out immediately 
to all formations concerned to prepare for the march. 

Our approach march for the thrust across the Egyptian frontier went 
without a hitch. In spite of the strain of the previous weeks, the troops 
were in high spirits and the superb morale of the Panzer Army was once 
again evident. My forces began to move east on the ssnd June* I myself 
crossed the frontier on the 23rd, well behind the goth Light Division, 
which had thrust a long way ahead. Heavy smoke clouds were rising far 
over to the east; the British had evacuated the frontier area. The mass 
of the Eighth Army, as we learnt from captured documents, had been 
ordered to take up positions at Mej-sa Matruh. The supreme requirement 
now, and for several days, was speed. 



23 June 
DEAREST Lu, 

We re on the move and hope to land the next big punch very 
soon. Speed is the main thing now. The events of the past weeks 
lie behind me like a dream. Cause is back again. He still looks 
thoroughly exhausted, but he just couldn t stick it any longer back 
at the rear. I m very well, sleeping like a log. 

On the 24th June I rode with the goth Light Division s column and 
hour after hour urged them on to ever greater speed. Unfortunately, the 
Afrika Korps ran badly short of petrol that day and was immobilised for 
several hours. Luckily, we found a considerable quantity of British petrol 

months in which to do it (see also footnote onpage 203 L.H.) the withdrawal of the German- 
Italian air force, which had suffered heavy losses in the Marmarica battle, was impossible 
unless one was prepared to vouchsafe the British complete command of the air im 
mediately after the fall of Tobruk. Rommel has actually given dear enough reasons 
for his plan in his account. There is, however, one further point which should perhaps be 
mentioned, namely, that in the summer of 1942. the OKW supplied the 7th and loth 
German Panzer Divisions with tropical equipment and prepared them for Africa. This 
must have led Rommel to believe that he could count on his German armoured force 
being doubled. The two divisions were later sent to Russia. 



236 THE WAR IN AFRICA SECOND YEAR 

at Habata railway station where we were able to salvage a large part of 
the store, even though it was already burning. In spite of the difficulties, 
our advance continued to make good progress and by next day we had 
already reached a point 30 miles west of Mersa Matruh. 

My formations were being repeatedly assailed by heavy R.A.F. 
bomber attacks. Our own Luftwaffe was re-grouping at the time and 
could not put up any fighters. The Afrika Korps, with its 50 remaining 
tanks, was the most frequent target of the R.A.F. s attacks. An astonish 
ingly high proportion of our transport now consisted of captured British 
vehicles and it was, in fact, no longer possible at any distance to dis 
tinguish us from the British. Thus, Kampfstqffel Kiehl, with its " British 
Look ", managed to coax up numerous British stragglers and put them 
in the bag to their intense disgust when they found out their mistake. 

The Italians were also having their difficulties. On the 25th June 
the Ariete and Trieste had a grand total of 14 tanks, 30 guns and 2,000 
infantry between them! The Littorio was immobilised for hours on end 
by lack of petrol and simply could not keep up. Heavy demands were 
made on the supply services powers of improvisation. British air attacks 
on our eastward-moving columns continued right into the night. Sortie 
after sortie was flown by the 200 multi-engined and 360 single-engined 
aircraft which Ritchie still had available in western Egypt. 

On the morning of the 26th June, swarms of British aircraft continued 
the attack and succeeded in destroying a supply column, which caused 
the Afrika Korps a -serious petrol shortage for a time. In spite of these 
difficulties, we managed that day to reach a point some 10 miles south 
west of Mersa Matruh. The remnants of the British ist and yth Armoured 
Divisions fell back from this area, leaving only reconnaissance units 
behind. We did not expect any great British resistance here, but thought 
they would merely try to delay us long enough to enable them to get 
away the equipment of their numerous airfields and supply installations 
in the area round Mersa Matruh and El Daba. 

Our intention was to bring the British to battle at this point and 
attempt to destroy a major part of their infantry. To this end we planned 
to envelop the fortress of Mersa Matruh with its powerful garrison inside 
and then take it by storm. To provide the necessary elbow room for this 
attack the British armour was to be driven back by a quick thrust to the 
east and thus prevented from taking any hand in operations round the 
fortress. 

26 June 1942 
DEAREST Lu, 

We ve made a good move forward in the last few days and are 
hoping to launch our attack on the enemy remnants to-day. For 
days now I ve been camping out in the car with Gause. Food has 
been good all the time but washing has suffered. I ve had my head- 



PURSUIT INTO EGYPT 237 

quarters by the sea for the past twenty hours and bathed yesterday 
and to-day. But the water doesn t refresh, it s much too hot. A lot 
to do. Gavallero and Rintelen are coming to-day, probably to put 
the brakes on, so far as they can. These beggars don t change! 

On the same day, the 26th June, it became clear that Ritchie intended 
to make a preliminary stand on the line Mersa Matruh Bir Khalda. 1 
However, after the Afrika Korps had thrown the British reconnaissance 
units back into their line, goth Light Division moved up, broke through 
the northern part of the line and in a quick dash reached the coast road 
in the evening and closed it to both directions. 

Mersa Matruh was now successfully enclosed. This fortress was 
fortified in similiar strength to that of Tobruk, but its defences had not 

been constructed with anything like the same skill. Many mines 

probably about 200,000 had been laid in its outer environs. Inside the 
fortress lay the mass of the New Zeaknd and loth Indian Divisions, 
together with units of the soth British and 5th Indian Divisions. Thus 
the greater pan of the British infantry was locked up in this place.* 

Meanwhile the Afrika Korps under General Nehring, and XX 
Italian Corps, whose brave and efficient commander, General Baldassare, 
had fallen to British fire the day before, collided with a concentration of 
British armour in the area north of Khalda. American medium tanks, 
most of them freshly brought up from Egypt, launched attack after attack 
against our formations. The battle lasted until late evening, by which 
time 1 8 American tanks lay shot up on the field. Lack of petrol and 
ammunition unfortunately prevented us from exploiting this success. 

27 June 1942 
DEAREST Lu, 

We re still on the move and hope to keep it up until the final 
goal. It takes a lot out of one, of course, but it s the chance of a life 
time. The enemy is fighting back desperately with his air force. 

P.S. Italy in July might still be possible. Get passports! 

Thus the British motorised forces had again been heavily defeated 

a lt had been the intention, as Rommel deduced, to defend Mersa Matruh. Indeed, it 
was planned as the final stand. But on the evening of the 2501 Auchinleck took over 
direct control of the Eighth Army from Ritchie. He brought with him Major-General 
E. E. Dorman-Smith, his Deputy Chief of the General Staff, to act as his principal staff 
officer in the measures he now took to deal with the crisis. The first decision was that 
the plan of standing at Mersa Matruh should be discarded and that the Eighth Army 
should be kept mobile. This reversal of the previous decision was fortunate, as can be 
seen from Rommel s account of his plans to cut off and wipe out the remains of the 
Eighth Army. 

2 This is not correct. The garrison had been thinned out, and the New Zealand 
Division was posted so miles south of Mersa Matruh. 



238 THE WAR IN AFRICA SECOND YEAR 

and there was now no chance of their giving any appreciable assistance 
to the troops locked up in Mersa Matruh. In these circumstances it 
seemed very unlikely that the British command, after their experience in 
Tobruk, would give us the opportunity of destroying what was left of 
iheir infantry in western Egypt, for this would have finally opened our 
road to Alexandria. So we had to expect that the fully motorised British 
infantry would try to break out through the ring round Mersa Matruh, 
which on the a 7th June was by no means firmly closed, in order to gain 
the open desert and make off for the east. Many of their vehicles did 
actually try to get away through the open southern sector soon after the 
fortress was shut in. 

To hamper the break-out of further enemy forces, I ordered units of 
the Brescia and Pavia, which had meanwhile been brought up in supply 
lorries, to move as fast as they could round to the south of Mersa Matruh. 
However, with their poor equipment and transport, this move went 
terribly slowly. Other Italian formations had already occupied the area 
round the west and south-west of the fortress. All units holding the line 
were ordered to maintain the utmost vigilance during the night. 

The New Zealand Division under General Freyberg, an old acquaint 
ance of mine from previous campaigns, did in fact concentrate in the 
night and break out in the south. A wild mlee ensued, in which my 
own headquarters, which lay south of the fortress, became involved. 
Kampfstoffel Kiehl and units of the Littorio joined in the fighting. The 
firing between my forces and the New Zealanders grew to an extra 
ordinary pitch of violence and my headquarters was soon ringed by 
burning vehicles, making it the target for continuous enemy fire. I soon 
had enough of this and ordered the headquarters and the staff to withdraw 
to the south-east. One can scarcely conceive the confusion which reigned 
that night. It was pitch-dark and impossible to see one s hand before 
one s eyes. The R.A.F. bombed their own troops, and, with tracer flying 
in all directions, German units fired on each other. 

In the early hours of the morning, several hundred more New Zealand 
vehicles broke out through great gaps on the south-east side of our front. 
It is in fact extremely difficult in desert warfare to improvise a long front 
capable of withstanding the attack of a force which has retained its 
cohesion and is able, thanks to motorisation, to focus its strength suddenly. 1 

At 05.00 hours next morning, the s8th June, I drove up to the break 
out area where we had spent such a disturbed night. There we found 

Pommel has not got the picture clear probably owing to the confusion he describes, 
His troops had driven through between the main position at Matruh and the outlying 
position of the New Zealanders at Minqa Quaim, and portions of them had then enveloped 
the New Zealanders* area on the ayth. But that night the 4th New Zealand Brigade, 
deployed for assault with bayonets fixed, broke through on foot by moonlight. The 
remainder of the division, loaded on transport, followed them through the gap or slipped 
out by a southerly circuit. Freyberg himself had been severely wounded during the day 
and the break-out was directed by Brigadier Inglis. 



PURSUIT INTO EGYPT 239 

a number of lorries full of the mangled corpses of New Zealanders who 
had been killed by British bombs* Although the main body of the British 
had now moved off towards Fuka, Mersa Matruh was still being defended 
by units of the loth Indian, New Zealand and soth British Divisions. 
reinforced with additional artillery and a newly arrived regiment of 
4th British Armoured Brigade. British units now dispersed and less 
well organised were still making constant attempts to slip out of the 
ring. 

The troops at Matruh might have got away before the road was bamd, but 
part of their troop-carrying transport had been taken away in order to make the 
New Zealand Division fully mobile for its flank-covering role. Nevertheless, most 
of them managed to break out or slip out the following night, though they had to 
abandon much of their ammunition and equipment. The fact that part of them were 
unable to get away underlines RommeFs point about the value of completely motorised 
formations, although he is mistaken in describing the British as such. 

At about 17.00 hours, the goth Light Division, sSoth Reconnaissance 
Regiment, Kampfstaffel Kiehl and those units of XX and XXI Italian 
Corps that had arrived moved to the assault. In spite of stubborn 
British resistance the goth Light Division s attack went forward welL 
The bitter struggle lasted all night, with groups of British vehicles, large 
and small, trying the whole time to break away. Most of them were shot 
up. In some places the British set fire to their vehicles with the bodies of 
their comrades inside and tried to get away on foot. We had little 
difficulty in the moonlit night in rounding most of them up. Enormous 
fires raged in the fortress zone of Mersa Matruh, 



*9 June 
DEAREST Lu, 

Now the battle of Mersa Matruh has also been won and our leading 
units are only 125 miles from Alexandria, There ll be a few more 
battles to fight before we reach our goal, but I think the worst is well 
behind us. I m fine. 

Some actions make demands on one s strength to the point of 
bodily exhaustion, but there are quieter periods when one gets a 
chance to recover. We re already 300 miles east of Tobruk. British 
rail and road system in first-class order! 

At last, early next morning, the agth June, the goth Light Division 
from the east, and Kampfstaffel Kiehl and sSoth Reconnaissance Regiment 
from the south forced their way into the fortress. Firing gradually died 
away and finally ceased. The booty was enormous. Besides the large 
supply dumps, war material of all kinds, approximating in all to the 
equipment of a whole division, fell into our hands. Forty enemy tanks 
were destroyed And 6,000 British troops marched into our prison camps. 



24O THE WAR IN AFRICA SECOND YEAR 

Our men had once again fought with extraordinary courage. Un 
fortunately, the New Zealanders under Freyberg had escaped. This 
division, with which we had already become acquainted back in 1941-42, 
was among the &ite of the British Army, and I should have been very 
much happier if it had been safely tucked away in our prison camps 
instead of still facing us. 

The last fortress port in the Western Egyptian desert was now ours, 
and the British had once again suffered heavy losses. Nevertheless, they 
had been able to get the great bulk of their infantry back to the El 
Alamein position, where work on the development of the defences had 
been going ahead at top speed for some time past. The position was 
already occupied by a number of fresh units. Immediately after the fall 
of Mersa Matruh, therefore, I set my troops on the march again. We 
planned to get through to the Alamein line and overrun it while it was 
still incomplete and before the retreating remnants of the Eighth Army 
had had time to organise its defence. This line was the last bastion on 
which the British could oppose our advance. Once through it, our road 
was clear. 

So the forces at Mersa Matruh moved off east again as soon as the 
fortress had fallen. The Italian infantry was also put on the march 
with its leading elements directed on Fuka. Then our vehicles, too, 
resumed their eastward drive. As we were passing the airfield Bir Teifel 
Fukasch, machine-gun bullets suddenly spurted into the dust around us. 
I immediately drove to Colonel Marcks, the fine commander of the 
goth Light Division, and instructed him to take a column round in an 
arc to the south. However, it soon transpired that it was the Littorio who 
had fired on us, thinking that we were British troops on the run. Friend 
and foe were no longer distinguishable, for both sides were using mainly 
British vehicles. 

Towards midday we learned from radio interception that the British 
were leaving Haneish. I immediately gave orders for the retreating 
Tommies to be picked up, and a considerable number of prisoners was 
brought in as a result. Several miles south-east of Fuka the goth Light 
Division suddenly came under British artillery fire from the south-east, 
which was apparently being directed by scout cars. The vehicles were 
driven off by a few guns which we quickly brought into position, after 
which the artillery fire slowly died away. The march went on. A few 
miles farther on we stumbled across several belts of mines which had 
been laid between minefields on either side of the road. The crash of 
bursting mines came from beneath the wheels of our leading vehicles. 
After I and a few others had cleared away the mines the column moved 
off again. At nightfall we halted about six miles west of El Daba. Gigantic 
explosions could be heard from the east an unwelcome sound, for it 
meant that the British were blowing up their dumps, which we could 
have put to good use. 



PURSUIT INTO EGYPT 24! 

There are always moments when the commander s place is not back 
with his staff but up with the troops. It is sheer nonsense to say that 
maintenance of the men s morale is the job of the battalion commander 
alone. The higher the rank, the greater the effect of the example. The 
men tend to feel no kind of contact with a commander who, they know, 
is sitting somewhere in headquarters. What they want is what might be 
termed a physical contact with him. In moments of panic, fatigue or 
disorganisation, or when something out of the ordinary has to be demanded 
from them, the persona! example of the commander works wonders, 
especially if he has had the wit to create some sort of legend round 
himself. 

The physical demands on the troops during this period approached 
the limits of endurance. This placed a particular duty on the officers to 
provide a continual example and model for their men. 1 



30 June 
DEAREST Lu, 

Mersa Matruh fell yesterday, after which the Army moved on 
until late in the night. We re already 60 miles to the east. Less than 
100 miles to Alexandria! 

On the morning of the 3Oth June I found that advance elements of 
the 1 5th Panzer Division had already reached a point far beyond El 
Daba. Great booty had fallen to the Afrika Korps, including a British 
i5O-mm, battery, which they had immediately put back into action again. 
Unfortunately, the Italians were in trouble again, and it was almost 
midnight before they arrived in the area west of El Alamein. 

While on a tour of reconnaissance, I came across a couple of lorries 
and a Russian gun 2 at the southern end of Telegraph Track; 3 one of 
the lorries was still fully loaded and there were loaded tommy-guns and 
rifles lying close by. It seemed that the British had surprised the gun 
team in their sleep and taken them prisoner. In El Daba, we found a 
large ration store by the roadside and set up headquarters in one of its 
huts. Fighter-bomber attacks, however, soon decided me to move farther 
east. But there again we soon heard the guns of British low-flyers, which 



by General Bayerltm. The value that Rommel placed on the personal example 
of ine officer is shown by an address which he gave as Director of the Military School 
in Wiener Neustadt at the passing out parade of a 1938 class of cadets: 

** Be an example to your men, both in your duty and in private life. Never spare 
yourself, and let the troops see that you don t, in your endurance of fatigue and 
privation. Always be tactful and well mannered and teach your subordinates to 
be the same. Avoid excessive sharpness or harshness of voice, which usually indicates 
the man who has shortcomings of his own to hide." 

*A large number of Russian 76 mm, guns, captured on the Eastern Front, had been 
sent to Africa and were used by Rommel both as field guns and as anti-tank guns. 

8 A desert track, lined by telegraph wires and poles, which ran south behind the 
front from Sidi Abd el Rahman to the Qattara Depression. 



242 THE WAR IN AFRICA SECOND YEAR 

had apparently already settled in on their new airfields. So we moved 
on a second time. Unfortunately, several of our vehicles had been burnt 
out. 

During the afternoon I talked over the forthcoming attack on the 
El Alamein line with several of my generals and chiefs-of-staff. We 
decided that the attack should go in at 03.00 hours next morning. Mean 
while my " Africans " were moving into their assembly areas. On the 
same afternoon I drove on to the east through a violent sandstorm and 
met Colonel Bayerlein, who, on his way to the Army H.Q., had driven 
right through the columns of the British yth Armoured Division, which 
we had broken through. 

I again discussed the next day s attack. In the evening it became 
clear that we would not be able to keep to the time-table we had planned, 
as the formations taking part in the attack had been badly held up, partly 
by the retreating British and partly by the unforeseen difficulty of the 
country. 



CHAPTER XI 

THE INITIATIVE PASSES 



CHECK AT ALAMEIN 

MY PANZER ARMY had now been five weeks in battle against superior 
British forces. For four of those weeks the fighting had raged backwards 
and forwards in the foreground of Tobruk* We had succeeded, partly 
by attacks with limited objectives, partly in defence, in wearing down 
the British forces. After the fall of Knightsbridge and Gazala we had 
stormed Tobruk. The British had retired first to Mersa Matruh and then 
to El Alamein. 

This series of engagements had brought the strength of my Army to 
the point of exhaustion. With our reserves of material including the 
immediately usable booty beginning to run out, it was only the men s 
amazing spirit and will to victory that kept them going at all. Not only 
had no replacement material arrived, but, with an almost unbelievable 
lack of appreciation of the situation, the supply authorities had actually 
sent only three thousand tons to Africa during June, as compared with 
our real requirement of sixty thousand tons, a figure which was never 
in fact attained. Captured stores had certainly helped to tide us over the 
expected crisis in our supply situation after the fall of Tobruk, but it was 
urgently necessary that this should have been followed up by adequate 
supplies from our own sources. 

. In Rome one excuse after the other was found for the failure of the 
supply organisation which was supposed to maintain my army. It was 
easy enough back there to say: " It can t be done ", for life and death 
did not depend on finding a solution. If everybody had pulled together 
in a resolute search for ways and means, and the staff work had been 
done in the same spirit, the technical difficulties could without any 
doubt have been overcome. 

The following are the detailed reasons why our supply failed: 

(a) Many of the authorities responsible for supply did not put their 
best effort into it, simply because they themselves were not 

243 



244 THE WAR IN AFRICA SECOND YEAR 

directly threatened by the urgency of the situation. Peace rdgned 
in Rome and there was no immediate danger of disaster there, 
even if the problems were not solved. There were many, too, 
who did not realise that the African war was approaching its 
climax. Some did realise it, but for some inexplicable reason did 
not intensify their efforts. I knew the type well. Whenever 
difficulties arose they declared that our maintenance was a com 
pletely insoluble problem and proved it with rows of statistics. 
These people lacked any kind of practical ingenuity and initiative. 
They should have been packed off home before it was too late, 
and replaced by others who could do it. 

(b) The protection of our convoys at sea was the responsibility of the 
Italian Navy. A great part of its officers, like many other Italians, 
were not supporters of Mussolini and would rather have seen our 
defeat than our victory. Hence they sabotaged wherever they 
could. The correct political conclusions, however, were not drawn 
from this. 

(c) Most of the higher Fascist authorities were too corrupt or too 
pompous to do any good. Frequently, too, they wanted as little 
as possible to do with the whole African war. 

(d) Those who did give of their best to get supplies to us were unable 
to make any headway in the maze of over-organisation which 
existed in Rome. 

When it is remembered that in modern warfare supplies decide 
the battle, it is easy to see how the clouds of disaster were gathering 
for my army. 

The British, on the other hand, were sparing no effort to master 
the situation. They organised the move of fresh troops into the 
Alamein line with admirable speed. Their leading men had clearly 
realised that the next battle in Africa would determine the situation 
for a long time to come, and were looking at things very cool-headedly. 
The peril of the hour moved the British to tremendous exertions, just 
as always in a moment of extreme danger things can be done which 
had previously been thought impossible. Mortal danger is an effective 
antidote for fixed ideas. 

Later on even our supply authorities in Rome suddenly found it 
possible to ship supplies across to Tunis in quantities which we had 
never before seen in Africa, and that at a time when the greater part 
of the shipping which we had had in the summer of 1942 had been 
sunk, and when the British had a very different grip on the Mediter 
ranean from that which they had wielded during our advance to El 
Alamein. But it was then too late, tor the enemy s shipments of 
supplies, always far higher than ours, had meanwhile been multiplied 
several times over. 



THE INITIATIVE PASSES 245 

Up to this time my staff and I had been just about able to manage, 
largely by drawing on the abundance of material we had captured. 
Up to 85 per cent of our transport still consisted of captured enemy 
vehicles, and continued to do so, even after this time* My troops 
had at all times given of their best. But it had repeatedly been the 
superiority of certain German weapons over the British equivalents 
that had been our salvation. Now there were already signs, in the 
new British tanks and anti-tank guns, of a coming qualitative 
superiority of British material. If this were achieved, it would clearly 
mean the end for us. 

For that reason alone, therefore, it was essential to do everything 
possible to bring about a British collapse in the Near East before any 
considerable shipments of arms could arrive from Britain or the 
United States. And so there followed during July a series of violent 
and bloody battles in front of El Alamein, the main feature of which 
was continuous round-the-clock bombing by the R.A.F. We succeeded 
in taking several fortified works of the Alamein line and advancing a 
few miles beyond them to the east. But there our attack came to a 
halt and our strength failed. We were met by greatly superior British 
armoured formations thrusting against our front. Our chance of over 
running the remainder of the Eighth Army and occupying Eastern 
Egypt at one stroke was irretrievably gone. 

On the ist July, as we had foreseen the previous evening, the Afrika 
Korps was late in mounting its attack on the Alamein line. The attack 
at first made good progress. 

At 02.30 hours I drove to the front from my command post south 
of El Daba to observe the course of operations. The coast road lay under 
heavy shell-fire from British artillery. During the morning two British 
bomber formations unloaded their gifts alongside the Gefechtsstaffel and 
our vehicles. I first went to the Afrika Korps command post and brought 
the army artillery into action against the British guns. I had already, at 
one o clock that morning, asked the Luftwaffe to put everything it had 
into the battle that day. Now the British artillery fire slowly died away. 
Under relay bomber and low-flyer attack, we set up our command post 
at Hill 31 on the " Alarm " track. [.4 desert track running close behind the 
front length of the front and giving rapid access to all troops in the main fighting 
zone. ] Batteries close by were receiving particular attention from the 
British aircraft. At about 09.00 hours the 2ist Panzer Division ran up 
against the strong-point Deir el Shein, which was stubbornly defended 
by the 8th Indian Division, fresh from Iraq. 

This was the i8th Indian Infantry Brigade Group not the complete division. 

Once again extensive enemy minefields caused great difficulty. The 
division s advance came to a halt and violent fighting flared up. 

At about midday we observed the development of the battle to our 



246 THE WAR IN AFRICA SECOND 

south between the 2ist Panzer Division and the Indians, British artillery 
fire fell round my Gefechtsstaffel. The Kampfstqffel, which was in position 
north-west of us, was heavily shelled and several vehicles were burnt out. 

The goth Light Division also reported that their attack had gone in 
at 03.20 hours* It had made smooth progress at first but had then come 
to a halt at about 07.30 hours before the fortress front of Alamein which 
was very strongly built up, 

Not until the division moved farther south did its attack begin to 
flow forward again, at about midday. Slowly the division forced its way 
into the area south-east of El Alamein. [There is very soft sand in this area.] 
Here it formed a defensive front to the north and south and, at about 
1 6.00 hours, renewed the attack with the object of breaking through to 
the coast road and thus closing in the Alamein fortress and either 
destroying its garrison or forcing it to break out. This was a deadly 
threat for the British and they threw in every gun they could muster, 
showering our attacking front with a hail of shells. Gradually the tempo 
of the attack slowed until finally our troops were pinned down in terrific 
British artillery fire. An S O S came in from the goth Light Division 
calling for artillery, as the divisional artillery was no longer battleworthy. 
I at once sent in Kampfstqffel Kiehl south of the division and drove up myself 
in an armoured car to get a view of the situation and make my decisions. 
However, heavy British artillery fire soon forced us to turn back. 

At 16.00 hours a report came in from Nehring [Commander of the 
Afrika Korps} saying that the Afrika Korps had stormed the greater part 
of the Indian strong-point Deir el Shein. In the evening the battle at this 
point was over. Two thousand Indians had been taken prisoner and 
30 British guns destroyed or captured. 

Late in the afternoon I decided to put everything I could into 
supporting the southern flank of the goth Light Division s break-through 
attempt. Accompanied by my Gefechtsstaffel, I joined up with Kampfstqffel 
Kiehl. Furious artillery fire again struck into our ranks. British shells 
came screaming in from three directions, north, east and south; anti 
aircraft tracer streaked through our force. Under this tremendous weight 
of fire, our attack came to a standstill. Hastily we scattered our vehicles 
and took cover, as shell after shell crashed into the area we were holding. 
For two hours Bayerlein and I had to lie out in the open. Suddenly, 
to add to our troubles, a powerful British bomber force came flying up 
towards us. Fortunately, it was turned back before it reached us by some 
German fighters who had been escorting a dive-bomber raid. Despite 
the heavy British anti-aircraft fire our dive-bombers returned to the 
attack again and again and fires were soon blazing in the attack area. 
When, towards evening, the British fire at last began to slacken, I ordered 
my Gefechtsstaffel to get out as fast as they could and return to our old 
headquarters. The Kampfstqffel was to maintain its hold on the area 
we had reached. 



248 THE WAR IN AFRICA SECOND YEAR 

At 21.30 hours that evening, I ordered the goth Light Division to 
continue its attack through to the coast road by moonlight. I wanted 
to open the road to Alexandria at this point as quickly as possible. The 
British defence in the threatened sector was strengthening hour by hour. 
During the night the Luftwaffe commander reported to me that the 
British Fleet had left Alexandria. This determined me to go all out for 
a decision in the next few days. The British no longer seemed to trust 
their luck and were preparing for a retreat. I was convinced that a break 
through over a wide front by my forces would result in complete 
panic. 

However, the goth Light Division s night attack was also forced to a 
halt t with heavy artillery and machine-gun fire raking the 1,300 men 
which were still left to it. To its north the division faced well-built 
concrete fortifications and to its east a strong system of British field 
defences. It proved completely impossible to make more than a slight 
advance against these defences, even though the attack was resumed 
next day. 

The field defences south of the Alamein fortress were far from strong at this 
time, while disconnected and lacking in depth. Rommel? s disappointment at being 
checked doubtless accounts for his impression of them. 

Meanwhile, the Afrika Korps continued its attack on the 2nd July 
with a thrust to the north-east. Their object was to break through to 
the coast some eight miles east of El Alamein and then take the fortress 
by storm. The British at first fell back to the south but shortly afterwards 
launched a heavy attack on our open southern flank. The I5th Panzer 
Division was pulled out to parry this attack and its armour was soon 
involved in violent fighting with the British. The 2ist Panzer Division s 
units were also forced increasingly on to the defensive in the sandy, 
scrubby country, until by evening the whole of the Afrika Korps was 
locked in violent defensive fighting against a hundred British tanks and 
about ten batteries. 

This, too, is an exaggerated impression -probably increased because two 
squadrons of Grants were thrown in here. The German attack was not pushed hard, 
and prisoners taken during these critical days were obviously very tired men. 

More and more British tanks and guns were arriving at the front. 
General Auchinleck, who had meanwhile taken over command himself 
at El Alamein, was handling his forces with very considerable skill and 
tactically better than Ritchie had done. He seemed to view the situation 
with decided coolness, for he was not allowing himself to be rushed into 
accepting a " second best " solution by any moves we made. This was 
to be particularly evident in what followed. 

After three days vainly assaulting the Alamein line, I decided that I 
would call the offensive off for the moment after the next day s attack. 
Reasons for my decision were the steadily mounting strength of the enemy, 
the low fighting strength of my own divisions, which amounted by that 



THE INITIATIVE PASSES 249 

time to no more than 1,200 to 1,500 men, and above all the terribly 
strained supply situation. 

3 Jdj *94* 
DEAREST Lu, 

One loses all idea of time here. The struggle for the last position 
before Alexandria is hard. I ve been up in the front area for a few 
days, living in the car or a hole in the ground. The enemy air force 
gave us a bad time. However, I hope to manage it. Heartfelt thanks 
for your many dear letters. 

A mountain of post is arriving. And Boettcher [RommePs $ecretcay\ 
is not here yet. He s probably with the caravan 450 miles away to 
the west. 

At about midday on the 3rd July, after hours of British artillery 
bombardment round my H.Q., which was located close by the attack 
spearhead, I sent the Afrika Korps forward once more against the British 
line. After an initial success, the attack finally became pinned down in 
concentric defensive fire. On the same day, signs of disintegration began 
to show amongst the Italians. An attack by the New Zealanders against 
the Ariete, which had been detailed to protect the Panzer Army s southern 
flank, met with complete success. Twenty-eight out of thirty guns were 
lost to the enemy; 400 men were taken prisoner and the remainder took 
to their heels in panic. 

This reverse took us completely by surprise, for in the weeks of 
fighting round Knightsbridge, the Ariete covered, it is true, by German 
guns and tanks had fought well against every onslaught of the British, 
although their casualties had not been light. But now the Italians were 
no longer equal to the very great demands being made of them. 

The resulting threat to our southern flank meant that the Afrika 
Korps intended knock-out attack now had to be carried on by the 
2ist Panzer Division alone, and the weight of the attack was consequently 
too small. The goth Light Division joined up with them later, but was 
equally unable to force a decision. The attack came to a standstill. 

In these circumstances a continuation of the attack next day would 
have resulted in nothing more than a useless attrition of our strength. 
However valuable a breathing space might be to the British command, 
we had to give the troops a few days rest and try to carry out an extensive 
refit. We intended to return to the attack as soon as possible. 

As it was highly probable that the next few days would bring British 
counter-attacks, the Panzer Army s formations were regrouped for 
defence along the line we had reached. 

4 J ul y *94* 

DEAREST Lu, 

Unfortunately, things are not going as I should like them. 

Resistance is too great and our strength exhausted. However, I still 



250 THE WAR IN AFRICA SECOND YEAR 

hope to find a way to achieve our goal. Fm rather tired and fagged 
out, 

5 Juty ^942 

We re going through some extremely critical days. But I m hoping 
to see them through. Cause is in trouble again with concussion 
(shell burst) and Bayerlein will probably have to replace him for a 
while. Our build-up of strength is very slow. It s not easy to have 
to hold on like this, only 60 miles from Alexandria. But it, too, will 
pass. 

It was now our intention to withdraw the motorised and armoured 
units from the front one by one for reorganisation and refit, and to 
replace them by the Italian infantry divisions, most of which unfortunately 
were still in the rear areas. The 2ist Panzer Division was taken out of the 
line on the 4th of July. The British, thinking apparently that this was the 
start of a withdrawal, followed up and broke through our line over a 
width of four thousand yards; 40 British tanks then thrust on to the west. 1 
The situation was highly unpleasant for there was neither anti-tank nor 
artillery ammunition available for the defence. Artillery Command 
reported that all batteries had exhausted their ammunition. Luckily, one 
effective battery was found with the Zech Group, and this succeeded in 
bringing the British advance to a halt with its last few rounds. I im 
mediately gave orders for the extensive use of decoys, including dummy 
tanks and 88-mm. A.A. guns, to take away the British taste for further 
attacks. Then we set about stocking up a few batteries with ammunition. 
Fortunately, we found 1,500 rounds of artillery ammunition in the 
captured British strong-point Deir el Shein, which at least enabled us 
to keep a few batteries of 25-pounders (captured British guns) in action. 
The Italians still had stocks, and so we were able to regard the crisis as 
over for the moment. 

Unfortunately, the refit of our formations made very slow progress, 
due to the fact that for some unaccountable reason the few ships engaged 
on the Africa run were still not arriving at Tobruk or Mersa Matruh but 
at Benghazi or Tripoli, This meant that all supplies had to be carried 
by transport columns or our few coastal vessels over a distance of either 
750 or 1,400 miles. This, of course, was more than we could manage. 

British activity during this period was confined to small-scale sector 
attacks, which were all effectively beaten off. Gradually, the Italian 
infantry arrived in the line and took over from our motorised forces. One 
striking feature of this period was the astonishing amount of ammunition 
which the British expended in their preliminary barrages. Thus, during 
the night y-Sth July, British guns fired ten thousand rounds into a three- 

1 Most of these " 40 tanks " were, in fact, armoured cars. Auchinleck s three armoured 
car regiments had been grouped under the command of and Armoured Brigade, which 
\vas rechristened a " light armoured brigade." The part that broke through penetrated 
almost to Daba. 



THE INITIATIVE PASSES 25! 

mile sector of the i th Panzer Division. Then, in the pitch-dark night, 
British infantry worked their way forward as far as our outpost line and 
suddenly flung explosive charges into the defence posts. This attack had 
been preceded by all-day tank thrusts against my exhausted troops, who 
had lain all the time in their trenches and foxholes exposed to the full 
blaze of the sun. By these tactics the British did actually succeed in taking 
part of our line in this sector. When they tried to move on, however, 
they were thrown back by a spirited counter-attack of the sector reserve. 
On the 8th July we drew up the following statement of the total 
strength of the Panzer Army: 



GERMAN TROOPS: The Afrika Korps, with isth and 2ist Panzer 
Divisions, having a total of 50 tanks. Each division included a 
rifle regiment (strength about 300 men and 10 anti-tank guns) 
and an artillery regiment of seven batteries. 

goth Light Division, consisting of four infantry regiments, with 
an overall strength of 1,500 men; also 30 anti-tank guns and two 
batteries. 

Three reconnaissance battalions with, in all, 15 armoured cars, 
20 armoured troop-carriers and three captured batteries. 

The Army artillery, consisting of eleven heavy and four light 
batteries, and the Army A.A. Artillery with 26 88-mm. and 25 20- 
mm. guns. 

ITALIAN TROOPS: XX Motorised Corps, containing two armoured 
and one motorised divisions, with a total of 54 tanks and eight 
motor battalions (overall strength of the motor battalions 1,600 
men). Also 40 anti-tank guns and six light batteries. 

Elements of X and XXI Italian Corps consisting in all of eleven 
infantry battalions each of about 200 men and thirty light and 
eleven heavy batteries. Four more heavy batteries were held by 
the Italian Army Artillery. 1 

Thus it will be seen that my formations no longer merited the title 
of divisions. On the Italian side, this low fighting strength was by no 
means the result of battle; it had been more or less the same throughout 
the campaign. Only in the motorised and armoured divisions had any 
major losses been incurred. 

Meanwhile, I had gained a detailed knowledge of the strength of the 
Alamein line and discovered its weakest sector, where we intended to 

Wofc by General Bayerlein. At full establishment the tank and anti-tank gun strength 
of these formations would have been: Afrika Korps (i 5 th and sist Panzer Divisions) : 
071 tanks, 1246 anti-tank guns, goth Light Division, 220 anti-tank guns. XX Italian 
Motorised Corps (Ariete, Littorio and Trieste Divisions), 430 tanks > J - anti-tank 



guns. 



252 THE WAR IN AFRICA SECOND YEAR 

launch a heavy blow on the New Zealanders on the gth July, capture 
their position and use it as a base for a break-through. 

During the night of the 8th a fighting reconnaissance group of the 
2 ist Panzer Division penetrated into Qaret el Abd, which was held 
by the New Zealanders. Next morning the Panzer Army, with the 
2 ist Panzer Division, Littorio Armoured Division and goth Light Division, 
advanced against the southern sector of the British front, broke through 
it and thrust onward up to the level of the previous point of penetration 
in the centre of the front. The New Zealanders withdrew, their move 
ment covered by units of the 5th Indian Division and elements of the 
7th Armoured Division. 1 Meanwhile, the 2 ist Panzer Division had been 
able to occupy the whole of Qaret el Abd after its evacuation by the New 
Zealanders. Early in the afternoon, I met General von Bismarck, com 
mander of the 2 ist Panzer Division, in Qaret el Abd and discussed our 
further plans. It was our intention to strike on from this point far to the 
east and thus bring about the fall of the Alamein line. 

Qaret el Abd itself lay in extremely favourable terrain and was 
fortified with well-built concrete strong-points, gun emplacements and 
extensive ^minefields. The New Zealanders had left behind quantities of 
ammunition and equipment, and we were at a loss to understand why 
they had given the position up. I decided to bring my headquarters 
forward during the night and set it up in Qaret el Abd, where I intended 
to spend the night in one of the concrete fortifications. It was a quiet 
night. Seeing that the 5th Indian and yth Armoured Divisions had been 
thrown back by our striking force during the day, we planned to thrust 
on next day with all our strength. 

Next morning, the loth July, we were awakened at about 05.00 hours 
by the dull thunder of artillery fire from the north. I at once had an 
inkling that it boded no good. Presently came the alarming news that 
the enemy had attacked from the Alamein position and overrun 
the Sabratha Division, which had been holding a line on either side of 
the coast road. The enemy was now in hot pursuit westwards after the 
fleeing Italians and there was a serious danger that they would break 
through and destroy our supplies. I at once drove north with the Kampf- 
stqffel and a combat group of the isth Panzer Division and directed them 
on to the battlefield. The attack from Qaret el Abd had to be cancelled, 
since the portion of our original striking force now left in the south was 
too weak to execute the thrust to the east. 

Meanwhile, the battle on the coast had soon run its course. The 
Sabratha Division had been nearly annihilated and many of the batteries 
which had been alloted to it had been lost. It seemed that certain of the 

1 Thc withdrawal was ordered to avoid the risks of holding on to an isolated position 
There was no real penetration of the " Alamein line "-nor, in fact, any " line " in 
die normal military sense of the term. It was also hoped that the withdrawal might 
disconcert Rommel and put him off his stride. 



THE INITIATIVE PASSES 253 

battery commanders had not fired on the approaching enemy because 
they had had no orders. The Italians had left their line, many of them in 
panic, and, with no attempt at defending themselves, sought the open 
desert, throwing away arms and ammunition as they ran. It was primarily 
the Panzer Army s staff, led at the time by Lieut-Col, von Mellenthin, 
whom we had to thank for bringing the British attack to a halt. Machine 
and anti-aircraft guns had been hurriedly collected together and with 
the help of part of the 328th Infantry Regiment of i64th Light Division, 
which was just on its way up to the front, an improvised defence line had 
been formed about three thousand yards south-west of Army H.Q. 

At about midday the forces which had been drawn off from the 
southern front moved forward against the flank of the British salient, but 
their attack came to a standstill in terrific British artillery fire from El 
Alamein. Next day, the nth July, the British continued their attack 
south of the coast road, using powerful artillery and air support, and 
several more Italian units, this time of the Trieste, were overpowered and 
taken prisoner. Increasing numbers of troops had to be drawn off from 
the southern front and thrown into the fighting south of the coast road. 
Soon the whole of the Army artillery was brought into action, after 
which the British attack slowly petered out. 

This British drive along the coast had brought about the destruction 
of the bulk of the Sabratha and a large part of the Trieste, and important 
sectors of country had fallen into enemy hands. We were forced to the 
conclusion that the Italians were no longer capable of holding their line. 
Far too much had already been demanded of them by Italian standards 
and now the strain had become too great. 1 

There were splendid Italian officers who made tremendous efforts 
to sustain their men s morale. Navarrini (XXI Italian Army Corps) 
for example, for whom I had the highest regard, did everything he could. 
I shall return to this question of the Italian forces in a later chapter. 

There could be no question of launching any large-scale attack in the 
immediate future. I was compelled to order every last German soldier 
out of his tent or rest camp up to the front, for, in face of the virtual 
default of a large proportion of our Italian fighting power, the situation 
was beginning to take on crisis proportions. 



THE FRONT BECOMES STATIC 

Day by day now, reinforcements and fresh formations were flowing 
to the Eighth Army, and the British troops were once again firmly 

1 Auchinleck was aiming to produce a crack by striking at Rommel s soft spot his 
Italian troops and their morale. Dorman-Smith, Auchinleck s chief assistant in this 
crucial phase, was an ardent advocate of the indirect approach. Two years earlier he 
had helped to devise the plan through which Graziani s army was taken in rear and 
overthrown at Sidi Barrani. 



254 THE WAR IN AFRICA SECOND YEAR 

in the hands of their commander. With the abandonment of our 
offensive plans which the conditions had forced on us, we finally had to 
give up all idea of fighting it out with the British in the Alamein line 
while their formations were all still suffering under the impact of the 
Eighth Army s great losses during the summer battle. For the British 
commander was now in a position to press on at full speed with the 
replenishment and refitting of his beaten army. It had proved 
impossible to follow up our success in the Marmarica to final victory. 

The front had now grown static and the British Command was in 
its element, for the modern form of infantry battle and static warfare was 
its strongest point. Local attacks carried forward under the protection 
of infantry tanks and artillery were the British speciality. The Alamein 
line abutted on the sea in the north and in the south opened out into the 
Qattara depression a flat plain of loose sand studded with numerous 
salt marshes and hence completely impassable for motor vehicles. The 
line could not be turned, and as a result the war took on a form 
of which both sides possessed great experience and theoretical knowledge 
and in which neither could produce any revolutionary technique which 
would come as an innovation to the other. In static warfare, victory goes 
to the side which can fire the more ammunition. 

My endeavour at El Alamein had been to escape from this rigid, 
static warfare in which the British were masters and for which their 
infantry and tank crews had been trained and to gain the open desert 
in front of Alexandria, where I could have exploited our definite tactical 
superiority in open desert warfare; but I had not succeeded. The British 
had brought my formations to a halt. 

During the past few days the British Command had been showing 
considerable enterprise and audacity. They had learnt that Italians 
who were suffering from the apathy of sheer exhaustion were easy meat. 
It was therefore probable that they would continue their attacks. 

To repair the unpleasant situation which had resulted from the rout 
of the Sabratha, and to eliminate the threat to our southern front caused 
by the British positions west of El Alamein, I decided to launch the 
sist Panzer Division against the El Alamein fortress. The attack (on 
the 1 3th July) was to be supported by every gun and every aeroplane 
we could muster. The division was first to cut the fortress area off from 
the east in a lightning advance, and then to break into it. 



12 July 1942 
DEAREST Lu, 

The very serious situation of the past few days is slowly being 
overcome. But the air is still electric with crisis. I hope to make 
another step forward to-morrow. 



THE INITIATIVE PASSES 255 

*3 Jdjr 1942 

To-day is to be another decisive day in this hard struggle. Things 
are already on the move all over the desert. This short but heartfelt 
greeting to you and Manfred, 

But the attack miscarried, not even reaching the line of the gth 
Australian Division, which had taken over the fortress area from the 
ist South African several days before. The reason for this failure apart 
from the heavy enemy artillery fire and their extremely well-constructed 
line, which included many dug-in tanks was probably that the 2ist 
Panzer Division s infantry had not assembled for the attack in the Italian 
line but in an area two or three thousand yards behind it. As a result 
the British gunners had been able to lay their guns on the attacking 
troops early in the operation and bring them to a halt by concentrated 
fire before they had passed our own lines. 

In the evening I decided to break off the action. I was in an extremely 
bad humour, for a heavy sandstorm had been blowing all day, which 
had robbed the British of all visibility. How well this could have served 
us ! We had indeed missed a unique opportunity. 

This remark is hard to understand, and would seem to spring from emotion 
rather than reason* Failure was almost inevitable in view of the way the general 
situation had changed to RommeFs disadvantage. 

14 July 1942 
DEAREST Lu, 

My expectations for yesterday s attack were bitterly disappointed. 
It achieved no success whatever. However, the blow must be borne 
and we re going fonvard with fresh courage to new operations. 
Physically I m very well. I m wearing shorts for the first time to-day 
it s pretty hot. The battle in the East 1 is going splendidly, which 
gives us courage to hang on here. 

I again ordered the 2ist Panzer Division forward on the following 
day, the i4th July. The objective this time was the position which the 
Sabratha had given up west of El Alamein, which was now being strongly 
fortified by the Australians. The attack went in after heavy air bombard 
ment. But the infantry was too late again and failed to take full advantage 
of the effects of the preliminary bombing. Heavy British air attacks 
pounded our vehicle formations and the British artillery again came into 
action with every gun. With the sun at their backs, our units fought their 
way forward from south to north as far as the area between the road and 
railway, where the attack came to a halt. Fierce fighting followed with 
the Australians, whom we knew only too well from the time of the 

iThc German offensive, launched at the end of June, with the aim of capturing 
Stalingrad and the Caucasus oilfields. 



256 THE WAR IN AFRICA SECOND YEAR 

Tobruk siege, and lasted well into the night. We had originally intended 
to continue this attack next day, but now a new and more serious set 
back forced us to a different course. 

That night, the 14-15111 July, the British mainly the ist Armoured 
Division attacked on the Ruweisat Ridge, and gained a penetration 
into the X Italian Corps s positions. Soon afterwards they succeeded in 
breaking through the Brescia Division and penetrating as far as the 
German tank and gun positions, where their leading troops were halted 
in severe hand-to-hand fighting. Early next morning, they continued 
their attack and succeeded in taking Ruweisat Ridge, from which point 
their main force struck off in a westerly direction. Part of this force 
turned east again into the rear of the Brescia and Pavia, with the result 
that the bulk df these two formations fell prisoner that morning to the 
British. 

Nor was this all, for our own line south-east of Deir el Shein collapsed; 
our anti-aircraft detachments were soon overrun, because of their 
reluctance to fire into the swarms of Italians who had already been taken 
prisoner. Still in the early morning the British broke into Deir el Shein 
itself, and it was only with the utmost difficulty that the worst calamity 
the loss of this strong-point could be prevented by the reconnaissance 
regiments and a combat group of the Afrika Korps. 

I immediately broke off 2ist Panzer Division s attack in the north and 
brought them into the Afrika Korps s assembly area south-west of Deir 
el Shein. 

The Panzer Corps s counter-attack was launched in the afternoon 
and gained ground slowly against a stubbornly resisting adversary. By 
evening the penetration had been sealed off. 1,200 British prisoners were 
taken in that day s fighting. 

Next day, the 1 6th July, the British attacked again, but this time only 
locally. After intensive artillery preparation, the Australians attacked 
in the early hours of the morning with tank support and took several 
strong-points held by the Sabratha [i.e. what remained of if]. Many of the 
prisoners which they took in this action were sent back to our own lines. 
The rest they carried off to the rear. Under the concentric fire of the 
German-Italian artillery and the terrific effect of our mobile A.A., the 
enemy soon relinquished the territory he had gained, leaving behind a 
considerable number of dead and wounded. 

After touring the front at 05.00 hours and becoming involved in a 
violent British artillery barrage and an R.A.F. bombing attack, I con 
ferred with the Corps Commanders at the Afrika Korps H.Q. that 
morning on how to maintain command of the difficult situation. Our 
deliberations were badly interrupted, for no less than nine bombing 
raids took place between six in the morning and three in the afternoon in 
the immediate vicinity of the conference. 

The night of the i6th was quiet; yet when I arrived at the operations 



THE INITIATIVE PASSES 257 

vehicle at about six next morning, wireless messages were corning in one 
after the other. The Australians had attacked from El Alamein again, 
this time towards the south-west. They had soon penetrated our line in 
the Trento s and Trieste s sectors and had taken a large number of Italians 
prisoner. Now they were trying to roll up our front to the south. 



*7 

DEAREST Lu, 

Things are going downright badly for me at the moment, at any 
rate, in the military sense. The enemy is using his superiority, 
especially in infantry, to destroy the Italian formations one by one, 
and the German formations are much too weak to stand alone. It s 
enough to make one weep. 

We had been planning an attack in the central sector to retake the 
territory which had been lost during the British assault on the Italian Corps, 
but this, of course, now had to be abandoned, for the German troops 
we had assembled for it had to move north at top speed to seal off this 
new penetration. Soon the Australian attack began to lose way in front 
of a line quickly improvised by German units. My " Africans " counter 
attacked in the afternoon and re-occupied our old position in the evening. 
The enemy made similar attacks on the Trento elsewhere but suffered a 
sharp rebuff under the fire of Italian artillery and heavy air attacks. 

On that day every last German reserve had to be thrown in to beat 
off the British attacks. Our forces were now so small in comparison with 
the steadily growing strength of the British that we were going to have to 
count ourselves lucky if we managed to go on holding our line at all. 
Field-Marshal Kesselring and Count Cavallero arrived at my head 
quarters at about 16.00 hours that afternoon. Cavallero, typically, set 
about belittling our supply difficulties again, just as I had been stressing 
how serious they were. A long wrangle followed, until Kesselring and I 
finally asked for concrete decisions. This conversation made very clear 
again just how near the bottom of the barrel we were, and how little we 
could rely on the help of the Italian authorities. Cavallero promised that 
barges would now be used to build up the army s supplies and that the 
railway to the front would soon be put back into service. More Italian 
formations were promised. After our experience in the past we were 
sceptical rightly, as the future showed. 

18 July 1942 

DEAREST Lu, 

Yesterday was a particularly hard and critical day. We pulled 
through again. But it can t go on like it for long, otherwise the front 
will crack. Militarily, this is the most difficult period I ve ever been 
through. There s help in sight, of course, but whether we will live to 
see it is a question. You know what an incurable optimist I am. But 



258 THE WAR IN AFRICA SECOND YEAR 

there are situations where everything is dark. However, this period 
too, will pass. 

During the next four days the front was more or less quiet, the British 
undertaking no major attacks. It was the calm before the storm. On the 
mth and soth July, we detected British assembly areas in the central 
sector of the front, in which Auchinleck was concentrating masses of 
tanks and artillery. 

On the night of the 2ist the storm broke. Waves of British infantry 
surged against the I5th Panzer Division s sector and broke into their line. 
The penetration was sealed off, however, and 500 British were taken 
prisoner. As a result of the immense casualties which the Italians had 
recently suffered our line was now very thinly manned, even though we had 
shortened it by withdrawing to a line on the level of the captured strong- 
points, Deir el Shein and Qaret el Abd. We had virtually no reserves. 

An attack had also been launched on the northern front by a strong 
force of Australians supported by tanks. This attack gained ground yard 
by yard towards the south-west against fierce resistance by the German- 
Italian infantry. 

Then, at about 08.00 hours \22nd], the main British attack was 
launched in the central sector by a force comprised of the 2nd New 
Zealand, 5th Indian and ist Armoured Divisions, together with 23rd 
Army Tank Brigade, which had arrived from Britain only that month. 
Supported by over a hundred tanks, the British troops surged against our 
line at Deir el Shein and farther south. South of the strong-point they 
overran our positions, after the German-Italian infantry holding them 
had fought to the end, and by nine o clock were already dangerously far 
behind our front. Finally, the tank spearhead came to a standstill on the 
Steinpiste [Stony Track], where a sizeable number of British tanks was shot 
up. Then the 2ist Panzer Division s armour rolled forward and threw 
the British back. More and more British tanks were hit. 

With the situation so critical in the central sector, an increasing number 
of formations had to be drawn off from the southern end of the front. 
The battle, which we fought with the maximum of mobility and which 
demanded the use of our very last reserves, raged the whole of that day. 
Gradually the force of the British attack was blunted. In the evening the 
Australians attacked in the north again, but without any notable success. 
Their advancing infantry were pinned to the ground by our defensive 
fire and the tanks which broke through were soon destroyed by my 
mobile formations. 

When evening came, our defence had scored an undoubted success. 
1,400 British prisoners had been taken anil 140 enemy tanks put out of 
action. [The figure of tanks destroyed is approximately correct]. Most of the 
damaged British tanks lay in territory which we controlled and thus 
could not be salvaged by the enemy s recovery services. 











Obstacles on the shores of France, Spring 1944 



THE INITIATIVE PASSES 3*59 

But our losses were also not negligible, especially in view of our low 
man-power. Something more than three weak infantry battalions had 
been lost and, although the armour had come through without any 
serious casualties, we were still very worried and regarded the prospect 
of further British attacks with considerable disquiet. 

But the British apparently thought better of it and were probably 
suffering equal exhaustion. Next day was quiet again, except in the air, 
where our Luftwaffe attacked the enemy with everything it had. Before 
the enemy s attack, the Panzer Army s sappers had been feverishly laying 
minefield after minefield and this work was now resumed. Mines from all 
sources, British, German and Italian, were dug into the sand and soon 
several sectors were protected by minefields of considerable strength. 

After the fighting of the 22nd July, I had the following signal trans 
mitted to all troops: " I send all ranks my special appreciation of their 
gallant action during our victorious defence of 22nd July. I am positive 
that any further enemy attacks will meet with the same reception." 

Meanwhile, replacement infantry units had been slowly trickling into 
our lines for several weeks past and the very large gaps in the ranks of 
our formations were being gradually filled not all, unfortunately, by 
" fit for tropical service " troops. Elements of the 164* Infantry Division 
had been flown across from Crete, but had brought neither heavy weapons 
nor vehicles. Several units of an Italian parachute division excellent 
troops by their appearance also arrived at the front. All this while the 
army was working at feverish speed to strengthen its line. Yet, in spite 
of all these improvements in the situation we could not regard the im 
mediate danger as over until an adequate operational reserve had been 
built up behind the front* 

26 July 1942 

DEAREST Lu, 

A fairly quiet day yesterday. Went down to the great [Qattara] 
Depression a fantastic sight. It lies far below sea level. Our territory 
is slowly filling up again. The worst of our troubles are disappearing. 

On the moonlit night of the 26th July, the Australians attacked again, 
this time in brigade strength. Their objective was the German line west 
of the Alamein-Abu Dweis track. The assembly had been made in all 
secrecy, and the assault, which was preceded by a violent R.A.F. bombing 
attack, consequently achieved a considerable measure of surprise. 
Despite the curtain of fire which was at once put down by the German- 
Italian artillery, the Australians succeeded in penetrating our front and 
wiping out the greater part of one German battalion. However, a dashing 
counter-attack by Combat Group Briehl, 3rd Reconnaissance Regiment 
and Kampfstaffel Kiehl eventually smashed in the Australian wedge, and 
threw the enemy back to his own line with heavy losses. 



260 THE WAR IN AFRICA SECOND YEAR 

The central sector of our line was also attacked by the newly re 
plenished 5Oth British Division, and part of an Italian battalion was 
overrun. A counter-attack by the aooth Infantry Regiment and a combat 
group of the Afrika Korps succeeded here, too, in throwing the enemy 
back to his own line. 

The attack here was delivered by the 6Qth Infantry Brigade (ofthe$oth Division), 
which was to have been followed up by the ist Armoured Division. But the com 
mander was not satisfied that a sufficiently wide gap had been cleared in the minefield 
by the South African engineers, and his delay in advancing spoilt the prospects of 
the attack as a whole. The 6$th Infantry Brigade was temporarily cut off, and 
suffered heavily before it was extricated. 

The British had again suffered heavy casualties a thousand prisoners 
and 32 tanks and their command now lost all taste for further attacks. 
The German-Italian front had shown itself to be no longer penetrable by 
forces of the size they were committing. It was now certain that we could 
continue to hold our front, and that, after the crises we had been through, 
was at least something. Although the British losses in this Alamein 
fighting had been higher than ours, yet the price to Auchinleck had not 
been excessive, for the one thing that had mattered to him was to halt 
our advance, and that, unfortunately, he had done. 

Rommel s final sentence is the final verdict on Auchinleck s achievement in these 
crucial weeks. The opening sentence, however, is not so correct. Auchinleck had not 
" lost all taste for further attacks," although some of his subordinates had. Reviewing 
the results he " most reluctantly concluded " that the Eighth Army was not capable 
of pursuing the offensive successfully without fresh reserves and fuller training. 
It had suffered over 13,000 casualties during the July struggle at Alamein, but had 
taken over 7,000 prisoners (including more than a thousand Germans). The price 
would have been lower, and the gains greater, if the execution of the plans had been 
more skilled. Even as it was, the difference in the total loss on either side was not 
large and Rommel was less able to afford the loss. His account makes it clear 
how perilously close he was to defeat in July. Moreover, his frustration in itself 
was fatal. 



RETROSPECT 



So ended the great campaign of the summer. It had begun with a 
fantastic victory. But, after the capture of Tobruk, the immense strength 
of the British Empire had begun to tell again. There had only been a 
few days during which we could have hoped to conquer Alamein and take 
the Suez Canal area. While we, on our side, had had to fight every new 
action with the same formations, the British had been able to take their 
battered divisions out of the line for refitting, and to throw in fresh 



THE INITIATIVE PASSES 

formations fully equipped and up to full battle strength. My troops had 
remained in the fight. Their numbers had grown continually smaller, 
while- losses from dead, wounded and sick had steadily increased. Again 
and again, it had been the same battalions, carried for the most part in 
captured vehicles, who had driven up to the British line, leapt from their 
lorries and stormed through the sand up to the enemy. Again and again, 
it had been the same tank crews who had ridden their tanks into battle 
and the same gunners who had pushed their guns into position. The 
deeds performed in these weeks by both officers and men had reached the 
limit of human endurance. 

I had made tremendous demands on my forces, and spared neither 
the men, the officers nor myself. I knew that the fall of Tobruk and the 
collapse of the Eighth Army was the one moment in the African war 
when the road to Alexandria lay open and virtually undefended, and my 
staff and I would have been fools not to have gone all out to seize this 
unique opportunity. If success had depended, as in times gone by, on the 
strength of will of my men and their officers, then we would have overrun 
Alamein. But our sources of supply had dried up thanks to the idleness 
and muddle of the supply authorities on the mainland. 

And then the power of resistance of many of the Italian formations 
had collapsed. The duties of comradeship, for me particularly as their 
Commander-in-Chief, compel me to state unequivocally that the defeats 
which the Italian formations suffered at El Alamein in early July were 
not the fault of the Italian soldier. The Italian was willing, unselfish and 
a good comrade, and, considering the conditions under which he served, 
had always given far better than the average. There is no doubt that the 
achievement of every Italian unit, especially of the motorised forces, far 
surpassed anything that the Italian Army had done for a hundred years. 
Many Italian generals and officers won our admiration both as men 
and soldiers. 

The cause of the Italian defeat had its roots in the whole Italian 
military and state system, in their poor armament and in the general 
lack of interest in the war shown by many of the leading Italians, both 
officers and statesmen. This Italian failure frequently prevented the 
realisation of my plans. 

In general terms, the defects which existed in the Italian armed 
forces arose from the following causes: 

The Italian command was, for the most part, not equal to the task 
of carrying on war in the desert, where the requirement was lightning 
decision followed by immediate action. The training of the Italian 
infantryman fell far short of the standard required by modern warfare. 
His equipment was so utterly bad, that for that reason alone, he was 
unable to stand his ground without German help. Perhaps the best 
example of the inferior quality of the Italian armament apart from the 
grave technical defects of their tanks, with their short-range guns and 



262 THE WAR IN AFRICA SECOND YEAR 

under-powered engines was to be found in the artillery, with its low 
mobility and short range. Their supply of anti-tank weapons was totally 
inadequate. Rations were so bad that the Italian soldier frequently had 
to ask his German comrade for food. Particularly harmful was the all- 
pervading differentiation between officer and man. While the men had 
to make shift without field-kitchens, the officers, or many of them, refused 
adamantly to forgo their several course meals. Many officers, again, 
considered it unnecessary to put in an appearance during battle and thus 
set the men an example. All in all, therefore, it was small wonder that 
the Italian soldier, who incidentally was extraordinarily modest in his 
needs, developed a feeling of inferiority which accounted for his occasional 
failure in moments of crisis. There was no foreseeable hope of a change 
for the better in any of these matters, although many of the bigger 
men among the Italian officers were making sincere efforts in that 
direction. 

During the march to El Alamein, I had wanted above all else to 
avoid another mutual build-up of material taking place on any line west 
of Alexandria. I had not wanted the British to have another chance of 
re-equipping, for I knew very well that we would then have an enemy 
to tackle whose material superiority would be even greater than it had 
been in the Marmarica, and who would also have learnt from his defeats 
during the summer. But the main thing I had wanted to avoid was the 
war settling down at El Alamein into mechanised static warfare with a 
stabilised front, because this was just what the British officers and men 
had been trained for. The good points of the British soldier, his tenacity, 
for instance, would have the maximum effect and the bad points, such as 
his immobility and rigidity, none at all. 

But we had failed in these intentions and the future did not look 
very bright. 

We had, of course, dealt the British severe losses. Between the 26th 
of May and the soth of July, 60,000 British, South Africans, Indians, 
New Zealanders, French and Australians had found their way into our 
prisoner-of-war camps. My men had destroyed well over 2,000 British 
tanks and armoured vehicles. The equipment of an entire British 
offensive army lay destroyed in the desert and thousands upon thousands 
of their vehicles were now being used by my troops. 

But our losses had also been heavy. On the German side alone, 
2,300 officers and men had been killed, 7,500 wounded and 2,700 taken 
prisoner. Of the Italian forces, over 1,000 officers and men had been 
killed, more than 10,000 wounded and some 5,000 taken prisoner. 
Needless to say, the losses of material had also been very considerable. 

Thus after immense victories, the great summer campaign had ended 
in a dangerous lull. 



THE INITIATIVE PASSES 263 

2 Aug. 1942 
DEAREST Lu, 

All quiet, except for intense air activity against my supply lines. 
I m thankful for every day s respite we get. A lot of sickness. Un 
fortunately many of the older officers are going down now. Even I am 
feeling very tired and limp, though I have got a chance to look after 
myself a bit just at the moment. 

Unfortunately, the British railway from Tobruk to the front is not 
yet in operation. We re waiting for locomotives. 

Holding on to our Alamein position has given us the severest 
fighting we ve yet seen in Africa. We ve all got heat diarrhoea now, but 
it s bearable. A year ago I had jaundice and that was much worse. 

5 Aug. 1942 

Trouble with supplies. Rintelen does little in Rome and constantly 
lets himself be done in the eye, for the Italian supplies are working 
excellently. 



10 Aug. 

Kesselring was here yesterday. We reached agreement over what 
is to happen. Now it s a question of making full use of the few weeks 
to get ready. The situation is changing daily to my advantage. 



The (nominal) establishment of the German forces at the end of August, 1942 was: 
AFRIKA KORPS: 25,000 men; 

371 tanks; 
246 anti-tank guns; 
72 artillery pieces; 

5,600 other vehicles (including 600 tracked). 
90TH LIGHT DIVISION: 12,500 men; 

220 anti-tank guns; 
24 artillery pieces (the balance was not sent to 

Africa). 

2,400 vehicles (including 250 tracked). 
ARMY ARTILLERY: 3,300 men; 

56 artillery pieces; 

1,000 vehicles (of which 100 were tracked). 
164111 INFANTRY Dry.: 11,500 men; 

45 anti-tank guns; 
36 artillery pieces. 

(It was intended to convert this into a " light " division, 
but the required increase of anti-tank guns and motor 
transport was not provided; the actual vehicle-strength 
was only about 300, including captured British vehicles.) 



CHAPTER XII 

RACE AGAINST TIME 



AFTER THE temporary cessation of our attack on the Alamein line and 
the successful repulse of the enemy s counter-attack, a calm set in over 
the front. Both sides sought to use the breathing space to refit their 
forces and bring up fresh troops. Once again we were in a race to 
reorganise. 

All efforts of the Panzer Army were directed towards an early re 
sumption of the offensive, for its success during the summer had, as 
expected, struck fear and dismay into the Allied camps in New York 
and London. It was therefore obvious that the Anglo-Americans would 
spare no effort to prevent a further advance by the Panzer Army to 
Alexandria. But their shipping from Britain or America required two 
to three months for the journey round the Cape to North Africa and we 
therefore had a few weeks grace before the immense reinforcements which 
they had no doubt planned for the Eighth Army after the fall of Tobruk, 
could reach African soil. We reckoned on mid-September as the arrival 
date of the Eighth Army s reinforcements (other than normal routine 
replacements) from Britain and America. The balance of strength would 
then go so heavily against us that our chances of mounting an offensive 
would be gone for good. So we intended to strike first. 

There were other reasons why we had to get our attack launched as 
quickly as possible. Every day that went by the British laid more and 
more mines on their front. An outflanking move round the mayi Alamein 
position, which was what we were planning, first required a break 
through in the southern part of the British front, and the difficulties facing 
such a project were growing steadily greater. The decisive element in 
our plan was speed and surprise we had to make our thrust through the 
British line and win through to the open country beyond as quickly as 
possible in order to present the unsuspecting enemy with what amounted 
to an accomplished fact. If we were first to have to spend a long time 
overcoming strong British defences this element of surprise would be gone. 

Moreover, with the Near East and India close at hand, the British 
would soon be in a position to face us at El Alamein with forces of very 
considerable strength. Fresh troops would be brought up to the enemy 

264 



RAGE AGAINST TIME 265 

front from India, Syria and Iraq. Equipment could be found for them 
by combing out every available supply dump and using the regular 
shipments as they arrived in Egypt, We estimated that by the aoth of 
August, counting both the new and the reorganised units, the British 
would have 70 infantry battalions, 900 tanks and armoured vehicles, 
550 light and heavy guns and 850 anti-tank guns available for action. 1 

Already, at the end of July-beginning of August, the soth British and 
ist South African Divisions were back at the front, almost entirely 
replenished. Soon afterwards the loth Indian Division was also battle- 
worthy again, after reorganisation with units from other formations* 
Several large convoys had arrived in Suez during July and air recon 
naissance had reported the arrival of several hundred thousand tons of 
shipping. 

Thus a strenuous effort was going to be necessary in the field of supply 
if we were to keep pace with the steadily growing strength of the Eighth 
Army. But it was in this very question of supply that a serious crisis was 
upon us. The causes of this crisis and its effects were as follows: 

Since the end of July, the R.A.F. had shifted the main weight of 
its activity to our lines of communication between the African ports and 
the front, where they were shooting up our transport columns and sinking 
one barge and coastal vessel after the other. No ship lying in the Harbours 
at Bardia and Mersa Matruh, and frequently even at Tobruk, was safe 
from the attentions of the British bombers. Our Luftwaffe had its hands 
full at the front, where British air-power was also steadily increasing, and 
could only supply very meagre forces for the protection of the coast road 
and coastal waters. Thus, at the beginning of August, the R.A.F. sank 
three coastal vessels in Bardia harbour on one day alone. The coastal 
waters were also being harassed by British naval forces. 

In the absence of Italian escort destroyers, the bulk of our supply 
ships were having to run into Benghazi or Tobruk, a fact which made 
very heavy demands on our road transport. To make matters worse, 
Tobruk was heavily attacked by British bombers on the 8th of August, 

lf This estimate was approximately correct counting the forces refitting behind the 
front and those disposed for the defence of the Nile Delta. The front was held by 5 
divisions (including i armoured), but in the rear there were 6 more divisions (including 
3 armoured) as well as several independent brigades. Two of these divisions were 
brought up to the front before the end of August. 

By that time the British had on the Alamein front about 480 tanks, 230 armoured 
cars, 300 medium and field guns, 400 anti-tank guns. (Rommel s tank strength had 
been built up by then to a total of 229 German tanks, and 281 Italian.) 

Meanwhile the War Cabinet had appointed General Alexander to replace Auchinlcck 
as Commander-in-Chief, Middle East, and General Montgomery had taken over 
command of the Eighth Army. . 

Rommel had 4 German and 8 Italian divisions (a of each being armoured). A com 
parative reckoning of the two sides in number of divisions is, of course, no true comparison. 
RommePs were being made up to strength much more slowly than the British, and his 
Italian divisions were too poorly equipped to be reckoned on the same terms as the 
British or German apart from the question of fighting spirit. 



266 THE WAR IN AFRICA SECOND YEAR 

and its capacity reduced by 20 per cent through the destruction of its 
principal wharf. This hit us very hard. 

During the early part of August the supplies we received barely 
covered our daily requirements. Replenishment was hardly to be thought 
of and a build-up out of the question. The vehicle situation was parti 
cularly worrying; the bad state of the roads and the continual heavy 
demands we were having to make on our transport were resulting in a 
steady 35 per cent of our vehicle strength being in for repair. As some 
85 per cent or so of our transport still consisted of vehicles of British or 
American manufacture, for which we had no great stocks of spares, it is 
easy to imagine the difficulties our repair shops were having to contend 
with. 

The units of the i64th Division and Italian Folgore Parachute Division 
which were just then arriving, possessed no vehicles of their own and 
were thus becoming a load on the transport columns of other formations. 

Our endeavour now was to have all captured vehicles gradually 
withdrawn from the transport units and replaced by new or repaired 
vehicles of our own manufacture. Standing ready in Italy, some of them 
for a year past, were upwards of 2,000 lorries and nearly 100 guns of all 
kinds awaiting transport across to the German forces. Owing to various 
troubles with our heavy shipping at that time, the transport of this 
material to Africa was proceeding desperately slowly. A further 1,000 
vehicles and 120 tanks were held on call for us in Germany. 

Of the German element of the Panzer Army, 1 7,000 men had been 
in action in Africa ever since the beginning of the campaign, and all of 
them had suffered more or less severely from the effects of the African 
climate. It was in most cases, only their enthusiasm and remarkable 
esprit de corps which had kept them with the Panzer Army. But now it 
was time for the majority of them, if they were to avoid serious damage 
to their health, to leave Africa and return to Europe. Much as I regretted 
losing these battle-tried veterans, I was forced to ask for their relief, since 
by far the majority of them were, with the best of intentions, no longer 
usable in a crisis. The German divisions (now numbering four) were 
short of a further 1 7,000 men, caused by death, sickness, wounds and, 
above all, the very low unit strength with which they had started. 
Hence, our problems were also very serious in the field of personnel. [General 
Bayerlein estimates the German fighting strength at this time at 34,000 men.} 

Nevertheless, the worst difficulties were with bulk supply. Here there 
existed serious weaknesses of organisation which worked heavily against 
us. Control of shipping across the Mediterranean lay in the hands of the 
Commando Supremo. The only German office which could exercise an 
influence on supply matters was under the charge of General von Rintelen, 
who had been German Military Attache in Rome for years. Field 
Marshal Kesselring and Admiral Weichhold were only called in on 
questions concerned with the air and sea protection of convoys and ports. 



RAGE AGAINST TIME 367 

The only influence which the Panzer Army Command could exercise 
on the supply question was the production of a " priority list," that is to 
say a list showing the order in which the material stored in Italy should 
be brought to Africa if at all. 

We had no influence whatever over the shipping lists, the ports of 
arrival or most important the proportion of German to Italian cargoes. 
In theory this was supposed to be a ratio of i : i ; in fact, it moved steadily 
to the German disadvantage. A good example was the case of the 
Pistoia Division. This division, which was scheduled to arrive in mid- 
September and was intended for use in Libya instead of at the front, was 
shipped across with two-thirds of its men and between three and four 
hundred of its vehicles at the beginning of August, although only 60 
vehicles had then arrived for 1641*1 Division, which already had units in 
the line. Then again, while many of the Italian units in the Alamcin line 
were being refitted at an astonishing speed and were exchanging their 
vehicles one after the other for new ones from Italy, not one German 
replacement vehicle left Italy for the Panzer Army up to the beginning of 
August. 

It is always a bad thing when political matters are allowed to affect 
supply or the planning of operations. Where these two questions are 
concerned, any ill-feelings deriving from other fields must be swept 
ruthlessly aside and all efforts must be concentrated, regardless of all 
other considerations, to the one purpose of military victory. 

The Panzer Army contained approximately two Germans for every 
one Italian (82,000 to 42,000). The following shows what proportion of 
supplies for the two forces were shipped across the Mediterranean by the 
Commando Supremo during the month of August: 

For the German element of the Panzer Army: 8,200 tons (32 per 

cent of requirements) ; 
For the Italian element of the Panzer Army, the Italian troops in 

Libya and the civilian population: 25,700 tons (800 tons of which 

were for civilian needs). 
For the German Luftwaffe: 8,500 tons. 

These figures speak for themselves. 

The Panzer Army fought for its interests by every means open to it, 
without, however, achieving any improvement. It invariably finished 
in a battle of words. When, for instance, we protested against the dispatch 
of the Pistoia to Africa, the Italians produced the story that it had been 
done with shipping newly brought up from the ^Egean. In the circum 
stances at that time, one might have thought that they would have put 
every ship they could lay their hands on at the service of the Panzer 
Army, to enable it to continue its fight against the British. 

Cavallero, who from time to time visited the front, often promised 



268 THE WAR IN AFRICA SECOND YEAR 

to have all manner of things put right. But it just as frequently happened 
that on his next visit he would say with a laugh that he had made many 
a promise in his time and not all of them could be kept. 

The unloading of shipping in Africa was also a terribly leisurely affair. 
It was only too often a triumph of antiquated ideas, lack of initiative and 
a total absence of any sort of technical ingenuity. Thus we found it com 
pletely impossible to get the port capacity of Tobruk increased 600 tons 
a day was all it could handle, with the result that ships were kept far 
too long in the harbour exposed to the danger of destruction by British 
bombers. We made repeated demands for increased port construction, 
the building of unloading facilities in neighbouring inlets by Italian labour, 
the provision of larger quantities of Italian dock equipment and stronger 
air defences for Tobruk all, of course, with little success. 

We Had built tremendous hopes round the captured British military 
railway from Tobruk to El Daba, and had supposed that large-scale 
railway traffic would soon be organised to the front, thus greatly relieving 
the pressure on our road transport. But here, too, nothing immediate 
was done. 

The cause of the trouble as I have already said lay in the over- 
organisation and muddle which characterised the Italian supply staffs. 

Probably General von Rintelen had too many diplomatic ties rising 
out of his duties as Attache to be able to apply himself really effectively 
to the service of our cause. He was also considerably inferior in rank and 
authority to the Italians with whom he had to deal. Another factor 
responsible for a great deal of our difficulty was the political relationship 
between Germany and Italy, which prevented us drawing the Italian 
command s attention, frankly and openly, to their weaknesses and 
demanding that they be put right. Instead of bringing matters to open 
discussion, a course which would have been far more in keeping with a 
true alliance than this continued insincerity, it was thought better to 
keep up outward pretences by declaring all the time that everything was 
in order meanwhile, losing battles. This attitude of the German 
Government limited Herr von Rintelen s scope, and his military rank 
was not high enough to allow him to protest on matters of such high 
policy. 

It follows then that what was needed was a single authority to control 
the organisation and protection of all sea traffic in Mediterranean and 
North African waters, with full powers of command over all Axis land, 
sea and air forces concerned in the operation and with the particular 
function of giving support to our demands. I therefore proposed to the 
High Command that the control of Mediterranean shipping should be 
vested in Field Marshal Kesselring, with special powers. In making this 
suggestion, I had the following considerations in mind: 

Field Marshal Kesselring had a personal interest in helping us at 
Alamein; he had considerable strength of will, a first-class talent for 



RACE AGAINST TIME 269 

diplomacy and organisation, and a considerable knowledge of technical 
matters. 

Kesselring had the Luftwaffe and Goering behind him and could 
thus command sufficient support at the highest level to enable him to 
tackle questions of high policy in relation to Italy. 

This suggestion, unfortunately, was not acted upon either early 
enough or in the form in which I wanted it. 

The consequences of all these weaknesses were very serious. The 
fact that the German formations of the Panzer Army consumed, between 
the ist and aoth August, almost double the supplies that were brought 
across the Mediterranean in the same period, tells its own story. The 
result was an even further diminution of our already meagre stocks. At 
the end of this period the German forces were below strength to the extent 
of 16,000 men, 210 tanks, 175 troop-carriers and armoured cars, and 
at a low estimate 1,500 other vehicles. 1 If we had not had the big 
British dumps in the Marmarica and Western Egypt to fall back on we 
should never have been able to exist at all. Rations were miserable and 
so monotonous that we were sick of the sight of them. The petrol and 
ammunition situation was as serious as ever, and we were having to 
exercise the strictest economy. We were frequently compelled to put a 
complete ban on all forms of harassing fire merely in order to save 
ammunition. The British, on the other hand, were able to exercise the 
full weight of their material superiority and hammered away with their 
artillery for hours on end at our troops, who were forced to endure fright 
ful hardships in the heat and desolation of their positions. 

During the month of August, no effort should have been spared to 
provide an adequate build-up of petrol and ammunition on African soil. 
That this was not done I have already made clear. The refitting of our 
German formations also left much to be desired. Despite the high Italian 
supply quotas, even the infantry units of XX Italian Motorised Corps, 
which were to be a very important factor in the offensive which the Duce 
was always demanding from us, were short of half their vehicles; thus 
only four of their ten motor battalions were mobile, the rest being 
completely valueless in the open desert. Of the 220 tanks which this 
corps now possessed, at least half of them threatened to break down after 
the shortest run, due to their worn-out engines and inexperienced 
drivers. 

On the British side, we had to expect that a large convoy of well 
over 100,000 tons, laden with a cargo of the very latest weapons and war 
material for the Eighth Army, would arrive in Suez at the beginning of 
September. The Panzer Army was therefore insistent on launching its 
offensive before that date. Because of the general shortage of supplies, 
planning had to be limited to striking a blow at the Eighth Army in the 

1 In enumerating these deficiencies, Rommel counted in his actual strength the captured 
British vehicles that he was using. 



27O THE WAR IN AFRICA SECOND YEAR 

Alamein line and taking possession of the territory around Alexandria 
and Cairo. But the date of the attack had to be postponed again and 
again, for it depended on the arrival of large quantities of petrol and 
ammunition, without which an offensive was impossible. 

The Panzer Army put every form of pressure it could on the supply 
authorities to provide it with the necessary build-up in time. But not 
the least thing was done, although it was never at any time impossible. 
Probably it was thought in Rome that victory in Africa was already in 
the bag. However, at the end of August, Cavallero informed me that 
tankers had been dispatched to get to us in time for the offensive. If 
these were sunk, other ships, which were already assembled, would sail 
at once under appropriate escort. Kesselring promised the Panzer Army 
that in an emergency his transport squadrons would fly across 500 tons 
of petrol a day. Cavallero said he would use submarines and warships 
for the carriage of the most urgent material. 

24 Aug. 1942 
DEAREST Lu, 

I was unable to write again yesterday. I m now well enough to 
get up occasionally. But 1*11 still have to go through with the six 
weeks treatment in Germany. My blood pressure must be got properly 
right again some time or other. One of the Fuehrer s doctors is 
supposed to be on his way. I m certainly not going to leave my post 
here until I can hand over to my deputy without worrying. It s not 
yet known who is coming. I m having another examination to-day. 
It s some comfort to know that the damage can probably all be 
cleared up. At the rate we ve been using up generals in Africa 
five per division in eighteen months it s no wonder that I also need 
an overhaul some time or other. 

Lieutenant Alfred Ingemar Berndt to Frau Rommel 

Egypt 26 Aug. 1942 
DEAR FRAU ROMMEL, 

You ll no doubt be surprised at hearing from me from Africa. . . . 
The reason for my letter is to inform you about the state of the 
Marshal s health. Your husband has now been 19 months in Africa, 
which is longer than any other officer over 40 has stood it so far, and, 
according to the doctors, an astonishing physical feat. After the 
rigours of the advance, he has had to carry the immense responsibility 
of the Alamein front, anxiety for which has for many nights allowed 
him no rest. Moreover, the bad season has come again. 

All this has, in the nature of things, not failed to leave its mark, 
and thus, in addition to all the symptoms of a heavy cold and the 
digestive disturbances typical of Africa, he has recently shown signs 



RACE AGAINST TIME 2JI 

of exhaustion which have caused great anxiety to all of us who were 
aware of it. True, there is no immediate danger, but unless he can 
get a thorough rest some time, he might easily suffer an overstrain 
which could leave organic damage in its train. 

The doctor who is treating him, Professor Dr. Horster of Wurzburg 
University one of the best-known stomach specialists in Germany 
is constantly available to him for medical advice and to watch over 
his health. The Fuehrer has been informed, and it has been agreed 
that he will receive a long period of sick leave in Europe once the 
future of this theatre has been decided. Until that time, we will do 
everything we can to make his life easier and to persuade him to look 
after himself. We prepare and keep handy everything he needs for 
his health. I have installed a small kitchen and obtained a good cook. 
Fresh fruit and vegetables arrive by air daily. We fish, shoot pigeons, 
obtain chickens and eggs, etc., in order to keep his strength up. 1 

This sort of " mothering " is not of course particularly easy with 
the Marshal and he has to know as little about it as possible. Being 
the man he is, he would deny himself any extra rations. 

I must ask you, Madam, not to misunderstand this letter. But a 
long medical report has gone to the O.K.W., and I know from 
experience that this will open the door for all soils of rumours about 
the Marshal s health, as things of this kind get round very quickly. 
I wanted, therefore there being nobody else to do it to let you 
have a clear picture of the situation before you are caused anxiety 
by uninformed rumours of this kind. There is no cause for worry. 
All he needs is a lengthy rest in Europe at some time in the fairly 
near future, and that is already arranged. He must sleep peacefully 
again, have less worries and relax physically and mentally, although 
that will no doubt not be easy with such a restlessly active spirit. 

It is certain that the Fuehrer will have need of our Marshal for 
other tasks, equally important and great, and for that the Marshal 
must be kept in health* Purely as a precaution, therefore, we attach 



by General Bqycrlein. Professor Horster, who was RommePs medical adviser in 
North Africa, and was on very close terms with him, was one day called by Cause to 
carry out an examination of the Field Marshal. Rommel was having frequent attacks 
of faintness at the time, but was trying with all his strength to remain on his feet. After 
the examination, Professor Horster and General Cause jointly sent off a signal in approxi 
mately the following words : 

" Field Marshal Rommel suffering from chronic stomach and intestinal catarrh, 
nasal diphtheria and considerable circulation trouble. He is not in a fit condition 
to command the forthcoming offensive." 

Rommel considered that the only man who could take his place was General Guderian 
and asked the OKW to appoint Guderian commander of the Panzer Army on an acting 
basis. Back came the reply the same evening: " Guderian unacceptable." Rommel 
thereupon decided to command the battle himself and Horster sent a further telegram 
to the OKW shortly before the offensive was due to open: 

" G-in-C s condition so far improved that he can command the battle under constant 
medical attentions Nevertheless, essential to have a replacement on the spot." 



272 THE WAR IN AFRICA SECOND YEAR 

greater importance to anything concerning his health than one would 
normally do. 

I ask you, Madam, not to worry. As for his personal safety, I 
shall, in the event of further operations, once again *do everything 
possible to safeguard it, for every one of us, officers and men, would 
be ready to die for the Marshal. . . * 

27 Aug. 1942 
DEAREST Lu, 

Kesselring is coming to-day for a long talk over the most acute 
of our problems. He, too, often has a tough job in Rome* He gets 
plenty of promises, but few are kept. His over-optimism concerning 
these blighters has brought him bitter disappointments. 

All quiet here so far. The British artillery sometimes do some 
excited shooting and send a few thousand rounds over into our 
territory. But we ve " thinned out " and so their effect is minimised. 

29 Aug. 1942 

Tension is growing here. Conferred yesterday with the Command 
ing Generals. General Vaerst is back and has taken over his division 
again. He commanded particularly well and with great dash back 
in the January fighting. He was, of course, wounded very early in 
the great May battle. My health is now very good again and I hope 
to stand up well to the lively days ahead. Cause will be staying at 
H.Q. this time and Westphal will come with me. I can t see Gause 
keeping it up much longer. He s been having constant headaches 
ever since that day at tjie beginning of June when the British gave 
us such a terrible pounding with their bombs and artillery. I hope it 
will be better for him in Europe. 

THE NEW BREAK-THROUGH PLAN 

At the end of August, 1942, the British dispositions in the Alamein 
line were roughly as follows: 

The northern sector was held by the 5th Indian, 5Oth British and 
gth Australian Divisions, with the ist South African Division behind 
them on the coast, all under command of XXX Corps. 

In the southern sector, under the command of XIII Corps, the 
7th Armoured Division was in the line with the reconnaissance units. 
Holding the line to the north of the 7th Armoured Division was the 
2nd New Zealand Division. Behind the centre and southern parts of the 
front were the ist Armoured and, as we later discovered, the loth 
.Armoured Division. 1 

J Rommel is here mistaken on several points, and apparently unaware of others: 
i. The 5Oth Division was not in the line. One of its brigades was brought up 
on the third day of the battle (and September). 



RAGE AGAINST TIME 2/3 

The Panzer Army s plan was as follows: 

The motorised group of the Panzer Army, consisting of the Afrika 
Korps, XX Italian Motorised Corps and goth Light Division, was to 
move into its assembly areas in the southern part of the front, taking all 
possible precautions against observation. The armour was to move to 
its new positions a quarter at a time and there deploy under camouflage, 
the movement extending over a period of several days. With the armour 
in position, the wheeled vehicles were to be shifted to the assembly area 
in one bound, being replaced in their old positions by supply vehicles, 
No effort was to be spared to keep our intentions concealed. 

As is shown by the enemy dispositions given above, only small 
British forces lay in the southern part of the front. Our reconnaissance 
had consistently reported that only weakly mined defences existed in the 
south, which would be comparatively easy to penetrate. These positions 
were to be taken in a night attack by the German and Italian infantry, 
and the enemy thrown back by armoured formations following im 
mediately behind. Then, in a headlong thrust to the east, the Afrika 
Korps and part of the Motorised Corps were to win through before 
morning as far as the area south-west of El Hammam, 25 to 30 miles 
from their starting point. 

While X Italian Corps, which was holding the southern part of our 
front, stood on the defensive, partly in its present and partly in the 
newly captured positions, the goth Light Division with part of XX 
Italian Corps was to cover our flank at the level of the British El Alamein 
line and east of it, and ward off all British attacks, which we anticipated 

ii. The ist South African Division was in the centre of the XXX Corps sector 

which stretched from the sea to the Ruweisat ridge, 
iii. The ist Armoured Division was not in this battle, 
iv. The roth Armoured Division (in XIII Corps) had two armoured brigades under 

its command, while the yth was left with only a light armoured brigade, 
v. There was also an independent armoured brigade, the 23rd, so placed that it 

could support either of the two corps, 
vi. The XIII Corps also included the 44th Division, which was posted on the Alam 

Haifa ridge, 
vii. There was nothing directly behind the 7th Armoured Division on the southern 

part of the front. The loth Armoured and 44th Division were posted behind 

the and New Zealand Division i.e. behind the northern part of the XIII 

Corps sector. 

As Alexander clearly puts it in his dispatch: " The plan was to hold as strongly as 
possible the area between the sea and Ruweisat ridge, and to threaten from the flank 
any enemy advance south of the ridge from a strongly defended prepared position on the 
A|am el Haifa ridge." It was a plan of indirect counter to Rommel s characteristic out 
flanking move. It had been devised by Dorman-Smith and adopted by Auchinleck. 
On taking over the Eighth Army Montgomery had " accepted this plan in principle**, 
with Alexander s approval, while seeking to strengthen the rear flank position at Alam 
Haifa as additional infantry became available. In the event this proved superfluous, 
and die 44th Division was not engaged. The flank menace from the concentrated mass 
of British armour caused Rommel to turn north to tackle it, abandoning his intended 
wider move. His assault on the well-sited position of the British armour was a failure. 



274 THE WAR IN AFRICA SECOND YEAR 

would probably be fairly heavy in this area in the early stages of the 

operation. 

At dawn, the rnotorised group [primarily the Afrika Korps] was to 
thrust north up as far as the coast, and then east through the British 
supply area where a decision was to be sought in open battle. The 
appearance of our motorised group in the British supply area would 
probably draw off their motorised forces, and leave them with insufficient 
to overcome the defence of the goth Light Division and thus cut off the 
motorised group before the latter had had time to react effectively to 
such a move. We placed particular reliance in this plan on the slow 
reaction of the British command and troops, for experience had shown 
us that it always took them some time to reach decisions and put them 
into effect. We hoped, therefore, to be in a position to present the 
operation to the British as an accomplished fact. 

Things were then to move fast. The decisive battle was on no account 
to become static. With large British forces pinned down by repeated 
minor attacks by the German-Italian infantry left in the Alamein line, 
the decisive battle was to be fought out behind the British front in a form 
in which the greater aptitude of our troops for mobile warfare and the 
high tactical skill of our commanders could compensate for our lack 
of material strength. Separated from their supply depots, the British 
would be left with the option of either fighting it out to the end in their 
line or breaking out and falling back to the west, thus relinquishing their 
hold on Egypt. 

Summing up, the success of the operation depended the supply 
question apart on the following factors: 

(a) The effectiveness with which our move into the assembly areas 
was concealed. 

(b) The speed with which the break-through of the British line and 
the thrust into their rear could be achieved in other words, on 
the accuracy of our reconnaissance. 

At the end of August, the ammunition and petrol which had been 
promised us by the Commando Supremo had still not arrived. The full 
moon, indispensable to our operation, was already on the wane. Any 
further delay would have meant giving up all idea of ever again resuming 
the offensive. 

However, Marshal Cavallero informed me that the tankers would 
arrive under heavy escort in a matter of hours, or at the latest next 
day. 

In the hope that this promise would be fulfilled and trusting to 
Field Marshal Kesselring s assurance that he would fly across up to 500 
tons of petrol a day in an emergency but above all, in the certainty 
that if we did not act during this full moon our last chance of an offensive 



RACE AGAINST TIME 275 

would be gone for ever, I gave the order for the attack to open on the 

night 30-31 August. 

30 Aug. 1942 
DEAREST Lu, 

To-day has dawned at last. It s been such a long wait worrying 
all the time whether I should get everything I needed together to 
enable me to take the brakes off again. Many of my worries have 
been by no means satisfactorily settled and we have some very grave 
shortages. But I ve taken the risk, for it will be a long time before 
we get such favourable conditions of moonlight, relative strengths, 
etc., again. I, for my part, will do my utmost to contribute to success. 
As for my health, I m feeling quite on top of my form. There are 
such big things at stake. If our blow succeeds, it might go some way 
towards deciding the whole course of the war. If it fails, at least I 
hope to give the enemy a pretty thorough beating. Neurath has seen 
the Fuehrer, who sent me his best wishes. He is fully aware of my 
anxieties. 1 

*Note by General Bayerlein. . , . Professor Horster states that Rommel left his sleeping 
truck on the morning of the attack with a very troubled face. " Professor", he said, 
" the decision to attack to-day is the hardest I have ever taken. Either the army in 
Russia succeeds in getting through to Grozny and we in Africa manage to reach the Suez 
Canal, or. . . ." He made a gesture of defeat. 



CHAPTER XIII 

NOW OR NEVER-ALAM HALFA 



DURING THE night 30-31 August 3 the infantry with the motorised group 
of the Panzer Army moved to the attack against the southern bastions 
of the British El Alamein front. 

Shortly after passing the eastern boundary of our own minefields, our 
troops came up against an extremely strong and hitherto unsuspected 
British mine belt, which was stubbornly defended. Under intensely 
heavy artillery fire, the sappers and infantry eventually succeeded in 
clearing lanes through the British barrier, although at the cost of very 
heavy casualties and a great deal of time in many cases it needed three 
attempts. The minefields, which contained an extraordinary number of 
mines (according to our estimate there were 150,000 in the sector where 
we attacked), were of great depth and protected by numerous booby-traps. 

Before long, relay bombing attacks by the R.A.F. began on the area 
occupied by our attacking force. With parachute flares turning night 
into day, large formations of aircraft unloosed sticks of H.E. bombs 
among my troops. 

The Army staff spent most of the night on the telephone, with reports 
pouring in in a continual stream. Even so there remained considerable 
uncertainty about the situation, although it gradually became clear that 
things could not have gone altogether as planned. The first report from 
the Afrika Korps reached me at about 08.00 hours in the neighbourhood 
of Jebel Kalakh, Owing to the great strength of the enemy minefields, 
the Corps had been unable to reach its appointed objectives. By dawn, 
its leading units, with the reconnaissance group, had reached a point 
some eight to ten miles east of our minefields. The British had defended 
their strong positions with extraordinary stubbornness and had thereby 
delayed our advance. This had given the enemy units in the threatened 
sectors time to send alarm messages and situation reports back to British 
Headquarters, and had enabled the British commander to take the 
necessary counter-measures. Such a respite was of immense value to the 
enemy, for he only needed to hold his line long enough to allow his 
mobile forces to take up a position from which immediate counter-action 

276 



NOW OR NEVER ALAM HALFA 277 

could be taken against any German-Italian forces which broie through* 

News arrived a few minutes later that General von Bismarck, com 
mander of the 21 st Panzer Division, had been killed by a mine and that 
General Nehring, commander of the Afrika Korps, had been wounded 
in an air attack. 

My plan for the motorised forces to advance 30 miles east by moon 
light and then strike north at dawn had not worked. The assault force 
had been held up far too long by the strong and hitherto unsuspected 
mine barriers, and the element of surprise, which had formed the basis 
of the whole plan, had been lost. In these circumstances, we were now in 
two minds whether or not to break off the action. We no longer had the 
advantage of the time which the British would have needed, in the event 
of a quick break-through in the south, to reconnoitre the situation, make 
their decisions and put them into effect a period during which there 
would have been no need to expect serious counter measures to our moves. 
The enemy now knew where we were. I decided to make the decision 
dependent on how, things stood with the Afrika Korps. 

Soon afterwards I heard that the Afrika Korps, under the fine leader 
ship of its Chief of Staff, Colonel Bayerlein, had overcome the British 
mine belt and was about to move on to the east. I discussed the situation 
with Bayerlein and we decided that the attack should go on. 

General Bqyerlein had taken over acting command of the AJrika Korps after 
General Nehring had been wounded. 

With the British armour now assembled for immediate action, it was 
impossible for us to continue with our wide sweep to the east, as our 
flanks would have been under a constant threat from the yth Armoured 
Division in the south and the ist and loth Armoured Divisions in the 
north. This compelled us to decide on an earlier turn to the north than 
we had intended. 

The objectives of the attack were now set as Hill 1312 for the Afrika 
Korps and Alam Bueit-Alam Haifa for XX Italian Corps. According 
to our air reconnaissance, this ridge was now heavily fortified; it was 
also, as we later discovered, held by 44th British Infantry Division, newly 
arrived from Great Britain. From our experience in similar situations 
we knew that the battle for the [Alam Haifa] ridge, which was the key 
to the whole El Alamein position, would be very severe. Field Marshal 
Kesselring was accordingly asked to attack it heavily from the air during 
the next few days. 

After the Afrika Korps had refuelled and taken on ammunition, 
which consumed a great deal of time, the advance was resumed at about 
13.00 hours. The attack, which was made in a heavy sandstorm, went 
well forward at first, and carried the Italian Littorio Armoured Division 
along with it. Unfortunately, the Ariete and Trieste were still delayed 
in clearing lanes through the minefields and threading their units through 
the British defence system. The XX Motorised Corps, as a result, was 



278 



THE WAR IN AFRICA SECOND YEAR 



unable to begin its advance until 15.00 hours, and from the outset hung 
somewhat behind on the left of the Afrika Korps. 

From Afrika Korps H.Q,., where I had again been discussing the 
situation and our plans with Bayerlein, I drove to the Italian divisions 
and urged them to hurry. 

Meanwhile, the vehicles and tanks of the Afrika Korps were painfully 
grinding their way through the soft sand covering their line^ of march. 
Driving sandstorms blew on and off all day, making the lives of my 
men a misery although they did, at the same time, prevent the British 



LEGEND 

Cerman Attacks. 31? Aug. 
British Positions .. 




16. THE BATTLE OF ALAM HALF A, SEPTEMBER 1942 

air forces making any heavy attacks on my units. Due to the heavy 
going, the Afrika Korps 5 petrol stocks were soon badly depleted and at 
1 6.00 hours we called off the attack on Hill 132. The XX Italian Corps 
was still a considerable way behind, but the goth Light Division had 
reached its assigned position. Protection to the east and south-east was 
provided by the reconnaissance battalions. 

After nightfall our forces became the target for heavy R.A.F. attacks, 
mainly on the reconnaissance group, but also though less severe on 
other units. With one aircraft flying circles and dropping a continuous 



NOW OR NEVER AtAM HALFA $79 

succession of flares, bombs from the other machines, some of which dived 
low for the attack, crashed down among the flare-lit vehicles of the 
reconnaissance units. All movement was instantly pinned down by low- 
flying attacks. Soon many of our vehicles were alight and burning 
furiously. The reconnaissance group suffered heavy casualties. 

Meanwhile, the promised petrol had still not arrived in Africa, added 
to which our supply traffic through the lanes in the enemy minefields was 
being seriously disturbed by the British armour south of our salient 
(yth Armoured Division). Consequently, on the morning of the ist 
September, I found myself compelled to give up any attempt at major 
action for the moment; all large-scale movement of the motorised forces 
had to be avoided, and the most we could permit ourselves was a few 
local, limited objective attacks. 

Acting on this decision, the Afrika Korps attacked on the morning 
of the ist September with the I5th Panzer Division only; after shooting 
up a number of British heavy tanks, the division s main force managed 
to reach the area just south of Hill 132, where, with their petrol almost 
exhausted, they were forced to call off even this local advance. 

The Afrika Korps continued to be assailed throughout the day by 
heavy R.A.F. bomber attacks. In the bare and coverless country, with 
the bomb-bursts frequently intensified by rock splinters, we suffered severe 
casualties. Seven officers were killed from the Afrika Korps staff alone. 
Next morning, after disposing of a few command matters, I drove 
through the area occupied by the Afrika Korps. Between ten and twelve 
o clock we were bombed no less than six times by British aircraft. On 
one occasion I only just had time to throw myself into a slit trench before 
the bombs fell. A spade lying on the soil beside the trench was pierced 
clean through by an 8-inch splinter and the red-hot metal fragment 
fell beside me in the trench. Swarms of low-flying fighter-bombers were 
coming back to the attack again and again and my troops suffered 
tremendous casualties. Vast numbers of vehicles stood burning in the 
desert. , . 

In the afternoon, I shifted my command post, and, in view of the bad 
supply situation, again considered whether to break off the battle. 

The non-stop attacks of the British bomber formations continued the 
whole day through. The British artillery was also very active and fired 
vast quantities of ammunition about ten shells were answering every 
one of ours. The movement of major formations and the establishment 
of timed march schedules now seemed to be ruled out. Our badly out 
numbered fighters hurled themselves again and again towards the British 
bomber squadrons, but rarely succeeded in penetrating to their targets, 
for they were intercepted every time and engaged in combat by the 
tremendously strong fighter escorts of the " Party Rally " bomber 
squadrons. . . . 

Rommel is here referring to the perfect formation-flying of the Bntish bomber 



28O THE WAR IN AFRICA SECOND YEAR 

squadrons, comparing them with formations performing a fly-past at the Nuremberg 
Party Rally celebrations, 

Thus these bomber formations, flying almost undisturbed, were able 
to area-bomb our ranks with immense salvoes of bombs no less than 
twelve times on that one day alone. 

Still no drop of the promised petrol had arrived in Africa. That 
evening, the Panzer Army had only one petrol issue left, and one issue, 
even with the greatest economy, could only suffice to keep our supply 
traffic going for a very short time. 

An issue of petrol was equivalent to the quantity required by the units to travel 
zoo kilometres (62\ miles) over normally good going i.e. terrain that was not 
particularly difficult. 

By the 2nd September, out of the 5,000 tons of petrol which had been due to 
arrive by the yd, 2,600 tons had already been sunk and 1,500 tons were still in Italy. 

From 23.00 hours onwards, right into the morning of the 2nd Sep 
tember, we were again attacked by relays of aircraft dropping bombs 
of all sizes. Once again they carne crashing round my command post. 
A vehicle was set alight not ten yards from my slit trench. 

After that night, I decided to call off the attack and retire by stages 
to the line El Taque-Bab el Qattara. My reasons were the serious air 
situation and the disastrous state of our supplies. Our offensive no longer 
had any hope of success, partly because we had no petrol and insufficient 
fighter cover and partly because the battle had now reached a stage 
where material strength alone would decide the issue. Had the attack 
on the plateau round Hill 132 been continued, it could only have developed 
into a battle of material attrition. 

Meanwhile the British had assembled powerful armoured forces 
between Alam Haifa and Bab el Qattara and had then remained 
stationary in their assembly areas. Repeated local attacks followed, but 
these were easily beaten off. The impression we gained of the new 
British commander, General Montgomery, was that of a very cautious 
man, who was not prepared to take any sort of risk. 

Montgomery had taken steps to prepare a strong counter-stroke, and even to 
organise a pursuit force. But in the end he decided to be content with restoring the 
line and " to proceed methodically with my own preparations for a big offensive 
later on" Accordingly^ he refrained from, and restrained, efforts to cut off Rommel s 
retreat. 

In the evening I conferred with Field Marshal Kesselring and gave 
him a detailed account of the effect of the British air attacks, in particular 
of their " bomb-carpets " in an area covered with tanks, guns and 
vehicles. He promised to do all he could to help us. 

But that night again (2-3 September), the Afrika Korps, part of the 
Italian armoured divisions and the goth Light Division were once more 
subjected to non-stop pounding by powerful British bomber formations. 
A steady succession of parachute flares kept the whole of the desert bathed 



NOW OR NEVER ALAM HALFA 

in a brilliant light. Magnesium incendiaries, impossible to extinguish, 
lay flaring on the ground, lighting up the whole neighbourhood. Mean 
while, vast quantities of H.E. and fragmentation bombs, even some 
land-mines, dropped into the territory occupied by my troops. Many 
of the 88-mm. A.A. guns, which had previously scored an occasional hit, 
were now picked out by the British, attacked from a great height and 
destroyed. Hundreds of our vehicles were destroyed or damaged, 

Next day, the withdrawal proceeded as planned. The British made 
only isolated attacks and, apart from these, let the air force and artillery 
take their toll. Kesselring informed us that he would send every aircraft 
he could raise to attack the British forces north of our break-through, 
where they were apparently entertaining ideas about launching an attack 
in our flank. 

That night, while the R.A.F. made only small-scale sorties over our 
front, the attack of our air force on the loth Indian Division, which 
was preparing for a thrust against the Brescia Division and the Ramcke 
Brigade, appeared to bring about the dispersal of the enemy approach 
march. All attacks against our flank made by other formations, especially 
the New Zealanders, were too weak to make any penetration and were 
easily beaten off. 

A night attack on the X Italian Corps cost the British particularly 
heavy losses, including many dead. We took 200 prisoners, among them 
Brigadier Clifton, commander of 6th New Zealand Brigade. 

Next morning I had a talk with Brigadier Clifton. He said that he was 
ashamed to have to admit to having been taken prisoner by the Italians. He 
had been in the act of persuading them to surrender by telling them of 
the strong British armour assembled in front of their position, and they 
had, in fact, already started taking the bolts out of their rifles, when to 
his disgust a German officer had come along and ruined the whole affair. 
He seemed very disgusted about it all. I tackled him about various acts 
contrary to international law for which the New Zealanders had been 
responsible. Repeated cases had occurred of prisoners and wounded 
being massacred by this particular division. He said it was probably due 
to the large number of Maoris which the division contained. For the rest, 
he expressed an absolute certainty of victory, understandable now that 
our attack had been repulsed. One of the veteran " Africans " of the 
other side, he had commanded troops against us ever since 1940, and had 
taken part in the fighting in Greece and the winter campaign in 1941-42. 

He gave the impression of being a courageous and likeable man. He 
asked particularly that he should become a prisoner of the Germans 
and not be sent to Italy. I tried to grant his wish and, contrary to 
standing instructions, sent him back to a German depot in Mersa Matruh. 
However, the O.K.W. later gave orders for him to be handed over to 
the Italians. 

The evening before he was due to be handed over, Clifton asked to 



282 THE WAR IN AFRICA SECOND YEAR 

be taken to the lavatory, where he climbed out of the window and 
vanished without trace. All troops were immediately warned by radio. 
A few days later several of my staff officers were out hunting gazelles 
when they suddenly spotted a weary figure plodding across the desert 
carrying what looked lie a jerry-can of water. Closer inspection revealed 
him as the much sought-after Clifton, whereupon they straightway picked 
him up and brought him in again. I had a talk with him shortly after 
wards and expressed my appreciation of his exploit. Such a trek through 
the desert is not everybody s meat and, not surprisingly, he looked 
completely exhausted. To put a stop to any further nonsense of the kind 
I had him sent straight across to Italy. 1 Later I heard that he had escaped 
from an Italian prisoner-of-war camp disguised as a Hitler Youth leader, 
complete with shorts and insignia, and in this garb had crossed the 
frontier into Switzerland. 2 

4 Sept. 1942 
DEAREST Lu, 

Some very hard days lie behind me. We had to break off the 
offensive for supply reasons and because of the superiority of 
the enemy air force although victory was otherwise ours. Well, it 
can t be helped. Made a quick call at H.Q,. for the first time to-day, 
even had my boots off and washed my feet. I m still hoping that the 
situation can be straightened out. All my wishes to you and Manfred. 

P.S. Bismarck killed. Nehring wounded. 

The British showed little desire to make a real fight of it; there was 
indeed no need for them to do so, since time as far as material was 
concerned was working in their favour. 

A number of statements made by British officers and men who were 
captured during this battle agreed in saying that the British command 
had been aware of our intention to attack on or about the 25th August. 
Several prisoners even went so far as to say that the British H.Q. had 
been informed by a senior Italian officer of our plan to attack on the 
southern part of the front. 8 

l Note by General Bqyerlein. Professor Horster, who was present at all conversations 
between Rommel and Brigadier Clifton, draws attention to an interesting point. 

During his conversation with Clifton, Rommel had suggested that Britain had 
overlooked the fact that the real danger to Europe lay in Asia. 

When Clifton escaped from Mersa Matruh, Rommel was very alarmed that his 
statement about Asia (i.e. including also the Japanese) might have unfortunate political 
results. Consequently every possible measure was taken to ensure Clifton s recapture. 

2 Rommers information was inaccurate. Clifton did in fact escape in Italy at his fifth 
attempt, but was caught near Como just before reaching the Swiss frontier. He was 
dressed externally as a merchant sailor, not as a Hitler Youth leader. He finally got 
away at his ninth attempt, from Germany despite having been badly wounded in his 
eighth attempt. 

8 JVbte by General Bqyerlein. This statement has so far received no confirmation from 
either side. 



NOW OR NEVER ALAM HALFA 283 

On the morning of the 6th September we completed our withdrawal 
and my troops went over to the defensive, utilising the strong British 
positions we had captured* With the failure of this offensive our last 
chance of gaining the Suez Canal had gone. We could now expect that 
the full production of British industry and, more important, the enormous 
industrial potential of America, which, consequent on our declaration 
of war, was now fully harnessed to the enemy cause, would finally turn 
the tide against us. 

THE THIRD DIMENSION 
Our offensive had failed because: 

(a] contrary to our reconnaissance reports, the British positions in 
the south had been constructed in great strength. 

(4) non-stop and very heavy air attacks by the R.A.F., whose com 
mand of the air had been virtually complete, had pinned my army 
to the ground and rendered any smooth deployment or any 
advance by time-schedule completely impossible. 

(c) the petrol, which was an essential condition for the fulfilment of 
our plan, had not arrived, Some of the ships which Gavallero had 
promised had been sunk, some delayed and others not even 
dispatched. In addition, Kesselring had unfortunately been unable 
to keep his promise to fly over 500 tons a day to the front in an 
emergency. 

General Westphal, in his book, says that Kesselring did actually send these 500 
tons of petrol, but that it " consumed itself 39 on the way up to the front. 

Our casualties had been very severe, caused mainly by the bombing 
and low-flying attacks of the R.A.F. They totalled, German and Italian 
together, 570 dead, 1,800 wounded and 570 prisoners in all, nearly 
3,000 men. On the material side, the main feature was our vehicle losses, 
which totalled 50 tanks, 15 field guns and 35 anti-tank guns, and 400 
lorries. 

According to formation reports we had taken 350 prisoners and 
knocked out or captured 150 British tanks and armoured cars. We had 
also destroyed 10 field guns and 20 heavy anti-tank guns. 

The British losses, as given in Alexander s dispatch, were 1,640 men killed, 
wounded and missing; 68 tanks, 18 anti-tank guns, but no field guns. 

The British " estimated " the enemy s loss in killed and wounded as 4,500 
nearly double the figures that Rommel gives but took prisoner only 300. Tliey 
collected from the battlefield 51 tanks (of which 42 were German}, 30 field guns 
and 40 anti-tank guns. 

We had learnt one important lesson during this operation, a lesson 



284 THE WAR IN AFRICA SECOND YEAR 

which was to affect all subsequent planning and, in fact, our entire future 
conduct of the war. This was that the possibilities, of ground action, 
operational and tactical, become very limited if one s adversary com 
mands the air with a powerful air force and can fly mass raids by heavy 
bomber formations unconcerned for their own safety. 

This battle was known to the troops for ever after as the " Six-day 
Race "* from the fact that it had lasted six days from the opening of 
the offensive until our retreat into our new positions. 

British ground forces, as has been shown, had hardly put in an 
appearance during the offensive. Montgomery had attempted no large- 
scale attack to retake the southern part of his line; and would probably 
have failed if he had. He had relied instead on the effect of his enormously 
powerful artillery and air force. Added to this, our lines of communica 
tion had been subjected to continual harassing attacks by the jth 
Armoured Division. There is no doubt that the British commander s 
handling of this action had been absolutely right and well suited to the 
occasion, for it had enabled him to inflict very heavy damage on us in 
relation to his own losses, and to retain the striking power of his own force. 

According to our estimate, some 1,300 tons of bombs had been 
dropped on the area occupied by my army s assault force during the six 
days of the battle. Although this was not very great compared with the 
quantity that was to be showered on us during the Alarnein battle, it 
was far greater than anything that had so far been known during the 
African campaign. 

In any case, two points were already clear: 

(a) the paralysing effect which air activity on such a scale had on 
motorised forces; above all, the serious damage which had been 
caused to our units by area bombing. 

(b) The British bid to secure complete command of the air and to 
exercise it to the full. 

We were in no doubt that the forthcoming increase in British strength 
the 100,000-ton convoy expected for the beginning of September had 
already arrived in Suez would apply equally to their air force. From 
this we concluded that the R.A.F, would employ many times more aircraft 
against us in the coming battle than in the one just fought. This being 
so, we had to expect the following results : 

The enemy would fight the battle of attrition from the air. His bombs 
would be particularly effective against motorised forces standing without 
cover in the open desert; their vehicles, tanks and guns whether on the 
march, in assembly areas, or in the attack itself would offer a wonderful 
target for bombers and low-flying aircraft. The enemy would be in a 

^Translator s note. After a famous German cycle race the Sechstagcrewun. 



NOW OR NEVER ALAM HALFA 285 

position to batter our forces so severely as to render them in time virtually 
unfit for action, and this without any appreciable expenditure of his own 
strength. 

From the command point of view he would gain the following 
advantages: 

(a) Through his total command of the air, he alone would have 
access to complete and unbroken reconnaissance reports. 

(b) He would be able to operate more freely and boldly, since, if an 
emergency arose, he would be able, by use of his air-power, to 
break up the approach march and assembly and indeed every 
operation of his opponent, or alternatively delay them until he 
himself had had time to take effective counter measures. 

(c) As a general rule, any slowing down of one s own operations tends 
to increase the speed of the enemy s. Since speed is one of the 
most important factors in motorised warfare, it is easy to see what 
effect this would have. 

Moreover, whoever enjoys command of the air is in a position to 
inflict such heavy damage on the opponent s supply columns that serious 
shortages must soon make themselves felt. By maintaining a constant 
watch on the roads leading to the front he can put a complete stop to day 
light supply traffic and force his enemy to drive only by night, thus 
causing him to lose irreplaceable time. But an assured flow of supplies is 
essential; without it the army becomes immobilised and incapable of 
action. 1 

All this provided us with inescapable conclusions. What we really 
needed was parity, or at least something approaching parity, in the air. 
This would have required a vast reinforcement of Kesselring s air force, 
especially in pursuit and fighter planes, but above all, would have needed 
the addition of a number of heavy bomber squadrons. 

A balance of power in the air would have made the old rules of 
warfare valid again, although, of course, with certain tactical restrictions 
imposed by the intense aerial activity on both Sides. 

Anyone who has to fight, even with the most modern weapons, against 
an enemy in complete command of the air, fights like a savage against 
modern European troops, under the same handicaps and with the same 
chances of success. And since there was no foreseeable hope, with the 
German Luftwaffe so severely stretched in other theatres, of Kesselring 
receiving aircraft reinforcements in any way comparable with those 

*Note by General Bayerlein. This argument is of great importance, Rommel founded 
many of his later decisions on his experience in this and the subsequent Alamein ^battle, 
above all, his decision in 1944 to oppose the expected Allied invasion on the coast instead 
of risking an approach march from the French hinterland, which would have been 
operationally correct in normal conditions. 



286 THE WAR IN AFRICA SECOND YEAR 

flowing to the British, we had to face the likelihood of the R. A.F. shortly 
gaining absolute air supremacy, 

We therefore had to try to put our defence against the forthcoming 
British attack into such a form that British air superiority would have 
the least effect. For the first and most serious danger which now 
threatened us was from the air. This being so, we could no longer rest 
our defence on the motorised forces used in a mobile role, since these 
forces were too vulnerable to air attack. We had instead to try to 
resist the enemy in field positions which had to be construtced for 
defence against the most modern weapons of war. 

We had to accept the fact that, by using his air-power, the enemy 
would be able to delay our operations at will, both in the daytime and 
using parachute flares at night. For no man can be expected to stay 
in his vehicle and drive on under enemy air attack. Our experience in 
the " Six-day Race " had shown us that any sort of time-schedule was 
now so much waste paper. This meant that our positions had henceforth 
to be constructed strongly enough to enable them to be held by their 
local garrisons independently and over a long period, without even the 
support of operational reserves, until reinforcements however much 
delayed by the R.A.F. could arrive. 

The fact of British air superiority threw to the winds all the tactical 
rules which we had hitherto applied with such success. There was no 
real answer to the enemy s air superiority, except a powerful air force of 
our own. In every battle to come the strength of the Anglo-American 
air force was to be the deciding factor. 



CHAPTER XIV 

BATTLE WITHOUT HOPE-ALAMEIN 



WITH THE failure of our offensive against the British Alamein line, a new 
phase opened which was eventually to lead to the final collapse of our 
North African front In the period from the 6th September to the 23rd 
October the battle of supplies was waged with new violence. At the end 
of the period it had been finally lost by us and won by the British by a 
wide margin. 

Our feelings at the failure of our offensive can be imagined. The 
supply ships which Cavallero had promised would reach us in time for 
our offensive at the end of August or the beginning of September, in 
fact arrived in North Africa on the 8th September, Meanwhile, the 
supply situation had attained crisis proportions, largely because the 
quantities sent to us had never once come up to the agreed target; 
during the first eight months of 1942 we had received approximately 
120,000 tons only 40 per cent of our absolute minimum needs. 

It was, of course, true that with the intense activity of the British strategic 
air force and Royal Navy in the Mediterranean, the difficulties had now 
considerably increased. Enemy aircraft were making attack after attack 
on our ports and destroying one supply installation after the other. More 
and more tonnage was being lost and less and less ships were being 
provided by the Italians for the Africa run. New construction of shipping 
compared with the 1,300,000 tons or so which Italy had lost up to the 
beginning of October 1942 was pitifully small. Sinkings were going up 
steadily. Ten ships had been sunk by enemy action on the Africa rim 
in the period from February until the end of July; between the end of 
July and the middle of October it was twenty. In fact, the question now 
was whether the supply problem could be solved at all even with the 
utmost efforts. The errors and omissions of the past had brought our 
supply organisation to such a pass that we had now very little hope of 
ever attaining tolerable supply conditions again. 

Eighteen months before, senior officers of the German General Staff 
had declared that maintenance of the African theatre was an insoluble 
problem. The fact that this opinion was shared in the highest circles of 

287 



288 THE WAR IN AFRICA SECOND YEAR 

Wehrmacht command made it possible for the people in Italy and 
Europe who were lying down on the job to continue in their posts, because 
at the top level their arguments always fell on receptive ears and were 
accepted. Their estimate of the transport situation was at any rate, up 
to the late summer of 1942 completely without foundation; it was the 
product of obsolete opinions and betrayed the tendency of the academic 
mind to evade all difficulties and prove them insurmountable. We 
should have swept away all old prejudices and preconceived ideas from 
the start. 

There often occurred to me the difference between the Professor of 
Economics and the business man, as judged by their financial success. 
The business man may not perhaps be on the same intellectual plane as 
the professor, but he bases his ideas on real facts and puts the whole 
power of his will behind their realisation. The professor, on the other 
hand, often has a false conception of reality and although perhaps having 
more ideas, is neither able nor anxious to carry them out; the fact that 
he has them is satisfaction enough. And so the business man has the 
greater financial success. 

The same difference can often be found between the academic and 
fighting soldier* One of the most important factors not only in military 
matters, but in life as a whole is the power of execution, the ability to 
direct one s whole energies towards the fulfilment of a particular task. 
The officer of purely intellectual attainments is usually only fitted for 
work as an assistant on the staff; he can criticise and provide the material 
for discussion. But a conclusion intellectually arrived at needs the 
executive power of the commander to follow it up and force it to 
realisation. 

These remarks can be equally applied to the supply question. The 
malady from which we were suffering had its cause apart from the 
weaknesses I have already described in the lack of a sense of reality 
and an absence of all initiative and drive. In illustration of this I should 
perhaps indicate some of the things which might have been done: 

(a) It never proved possible to get major Italian naval units used 
for the protection of convoys or the transport of urgent supplies. 
Of course, the fuel could not then have been used for the Rome 
taxis. 

(b) It never proved possible to get an attack organised and mounted 
on Malta. I had offered to carry out this enterprise myself and 
am convinced that, given the number of troops for which I asked 
and proper support from the sea and air, I would have succeeded 
in taking the island fortress. With Malta in our hands, the 
British would have had little chance of exercising any further 
control over convoy traffic in the Central Mediterranean, Malta 



BATTLE WITHOUT HOPE ALAMEIN 289 

has the lives of many thousands of German and Italian soldiers 
on its conscience. 

(c) It never proved possible to get quantity production of lighters and 
coastal vessels started in Italy or to organise a satisfactory service 
of coastal shipping under appropriate naval protection. 

(d) It never proved possible to get new landing places with dock 
installations constructed along the coast, or to have the unloading 
capacity of the existing ports increased quickly enough. 

I in no way underestimated the difficulties of organising our supply 
as was always maintained by certain people in the Fuehrer s H.Q,. 
I simply saw them in their true perspective. At the end of 1942, after the 
battle of El Alamein, maintenance of the African theatre of war quite 
clearly became an impossibility. But there is no doubt that secure convoy 
traffic could have been established in the spring and summer of that year. 
This would have enabled us to conquer the whole of the Mediterranean 
coast-line, and after that traffic across the Mediterranean would have 
presented no problem. But there was no understanding in the Fuehrer s 
H.Q,. of the art of creating strategic centres of gravity at the decisive point. 

Immediately after our abortive offensive, I reported to the Fuehrer s 
H.Q. and Commando Supremo in the following words: 

" The German troops of the Panzer Army Africa, who are bearing the 
brunt of the war in Africa against the finest troops of the British Empire, 
must be provided with an uninterrupted flow of the supplies essential 
for life and battle, and every available ship and transport aircraft should 
be employed for that purpose. Failing this, the continued successful 
maintenance of the African theatre of war will be impossible and the 
army will sooner or later run the danger, when the British launch a major 
offensive, of suffering the same fate as befell the Halfaya garrison." 

Meanwhile, the British were growing steadily stronger. By about the 
nth September, they had five infantry divisions and one armoured 
division in the front, two infantry and two armoured divisions behind the 
front as army reserve, and a further two infantry divisions in the Nile 
Delta. Our anxiety was therefore continually increasing. We demanded 
substantial reinforcements of heavy anti-tank guns, to compensate at 
least in some measure for the tremendous British superiority in armour. 
We also asked for early reinforcement by another division. 

Rations, too, were beginning to be a problem, now that we were 
coming to the end of the stocks we had captured in the Marmarica. On 
my visits to the front I was continually hearing of growing sick parades 
caused by the bad rations. Casualties from this cause were particularly 
heavy in divisions which contained troops who had been too long in 
Africa, or who had not been tested for fitness for tropical service. 

I again pointed out the seriousness of the situation to the Fuehrer s 
H.Q,. and stated that our supply problem must be solved at all costs 



THE WAR IN AFRICA - SECOND YEAR 

by the use of every available scrap of shipping space; either that, or 
the German-Italian Panzer Army would in no circumstances be able to 
hold out for long in North Africa. 

I demanded as a minimum the shipment of 30,000 tons during 
September and 35,000 tons during October, after the arrival of the 22nd 
Air Landing Division. 1 I also demanded the shipment across of every 
vehicle which was being held in Germany and Italy for the Panzer 
Army. We sent back accurate and detailed reports of the effect of British 
attacks on our troops and demanded a considerable reinforcement of our 
air force, particularly in fighter strength. But it soon became obvious 
that we need entertain little hope that our demands would be met. 

I regarded the following stocks as indispensable requirements for a 
defence against the forthcoming British attack: 

AMMUNITION: eight daily issues. 
PETROL: 2,000 miles per vehicle. 

RATIONS: 30 days stock. 

I stated categorically that it would only be possible to guarantee a 
successful defence if these requirements were met. 

9 Sept. 1942 
DEAREST Lu, 

My health is now fairly well restored and I hardly think anybody 
would notice anything. However, the doctor is pressing me hard to 
have a break in Germany and doesn t want me to postpone it any 
longer. But Stumme must first arrive and be installed in his job. 

On the one hand, I m overjoyed at the prospect of getting away 
for a while and seeing you, but on the other I fear I shall never be 
free of anxiety about this place, even though I won t be able to get 
to the front myself. I know Churchill is supposed to have said that 
he will only be able to hold Egypt a few months longer, but I m more 
inclined to think that he s considering launching a new offensive with 
superior forces in four to six weeks time. A victory for us in the 
Caucasus is the only thing that would stop him. 

Now Cause is unfit for tropical service and has to go away for 
six months. Things are also not looking too good with Westphal, he s 
got liver trouble [jaundice]. Lieut.-CoL von Mellenthin [Ic.] is 
leaving to-day with amoebic dysentery. One of the divisional com 
manders was wounded yesterday, so that every divisional commander 
and the Corps Commander have been changed inside ten days. 



by General Bayerlein. The 22nd Air Landing Division, which -was a motoriscd 
infantry division, had been withdrawn from Russia after a long period in action on that 
front. Its movement to North Africa was planned but never carried out. 



BATTLE WITHOUT HOPE ALAMEIN 

// StpL 

Fm quite well so far. It goes up and down. It s high time I got 
out for a few weeks. The British seem to be having great anxieties 
in India and to be very worried about the Caucasus front. I hope 
to be the one to benefit. It was blowing sand again yesterday, but 
didn t get up to a real storm. IVe received Manfred s letter of the 
3 1 st. I was very pleased with it. 

It s quite likely that my letters will now arrive after I do. However, 
1*11 go on writing; one never knows. 

How are things looking in Wiener Neustadt? I m very excited to 
see how I ll find everything. Manfred must have grown a tremendous 
lot in seven months and have practically caught me up. 

In the early hours of the I4th September, after relay bombing attacks 
by 1 80 aircraft on the port and surroundings of Tobruk, the British 
attempted to land strong forces in the fortress area. According to 
documents which fell into our hands, their mission was to destroy the 
dock installations and sink the ships in the harbour. 

The A.A. batteries on the peninsula immediately opened a furious 
fire on the British. German and Italian assault groups, which were 
quickly formed up, succeeded in enveloping the landed enemy troops. 
Fearing that the British were planning to capture Tobruk, we im 
mediately set a number of motorised units in march for the fortress. But 
the local forces soon succeeded in restoring the situation. The British 
suffered considerable losses in killed and prisoners and according to 
reports from the A.A. batteries three destroyers and three landing or 
escort vessels were sunk. Next day our air force caught the British again 
and reported the sinking of one cruiser, one more destroyer and several 
escort vessels. A number of British ships were damaged by bombs. 

On the 1 5th September I flew over to Tobruk myself and expressed 
my appreciation to the troops of the well-conducted defensive action they 
had fought. The report of the British attack had actually caused us no 
little alarm, for Tobruk was one of our most vulnerable points. I was 
afraid that the enemy might attempt another such operation at the start 
of his offensive, and instructed Vice-Admiral Lombardi and General 
Deindl to do everything they could to make the defence of the fortress 
secure. 

16 Sept. 



DEAREST Lu, 

Arrived back last night from Tobruk. You ll no doubt have been 
pleased to hear the special communiqu6 about the abortive landing. 
Everything seems to be under control again now. Stumme is arriving 
in Rome to-day. I hope to start in a week s time. 

Kesselring came this morning, after I d seen and talked to him 



292 THE WAR IN AFRICA SECOND YEAR 

yesterday in Tobruk. He d come from the Fuehrer s H.Q. The battle 
for Stalingrad seems to be very hard and is tying up a lot of forces 
which we could make better use of in the south. 

I hear that Field Marshal List is retiring. I thought particularly 
highly of him, as you know. 

This was the heaviest attack which the British made on our rear areas. 
Generally, minor operations of this kind were undertaken by the Com 
mandos under the command of Colonel Stirling. 1 These Commandos, 
working from Kufra 2 and the Qattara depression, sometimes operated 
right up into Cyrenaica, where they caused considerable havoc and 
seriously disquieted the Italians. They tried again and again to incite 
the Arabs against us fortunately, with little success, for there is nothing 
so unpleasant as partisan warfare. It is perhaps very important not to 
make reprisals on hostages at the first outbreak of partisan warfare, for 
these only create feelings of revenge and serve to strengthen the francs- 
tireurs* It is better to allow an incident to go unavenged than to hit back 
at the innocent. It only agitates the whole neighbourhood, and hostages 
easily become martyrs. The Italian commander shared my view, and so 
the occasional Arab raid was usually overlooked. 

Meanwhile, in spite of the excellent care of the good Professor Horster, 
my health had grown so bad after an uninterrupted eighteen months in 
Africa, that it had become essential for me to embark on a long course of 
treatment in Europe without further delay. General Stumme was to 
deputise for me as Army Commander during my absence. He arrived 
at my headquarters on the igth September. Later the same day a 
conference took place between Marshal Cavallero, Lieut.-Col. Otto (my 
Quartermaster) and myself. Otto and I complained of the frightful state 
of our supplies and especially about the Italian action in shipping across 
more formations destined for Tripolitania. These formations were of no 
earthly use at the front but merely required the use of shipping space 
which was already in great enough demand for the fighting troops. The 
Duce had actually given orders for two further divisions, additional to 
the Pistoia, to be brought to Tripolitania. At the same time, men of the 
Panzer Army s Italian formations who had been more than two years in 
Africa were being withdrawn, without any replacements forthcoming. 
As usual Cavallero promised to look after our interests. 

On the 2 ist September, I flew with Gause and Baycrlein to inspect 
the German-Italian garrison at the Siwa oasis, where we were given an 
enthusiastic welcome by the Arab population. We presented gifts to the 

a lt is interesting to see that Rommel was unaware that a variety of special raiding 
forces were employed in these operations. Thus he used the term " Commandos " to 
embrace the S.A.S. (Special Air Service Regiment), the L.R.D.G. (Long Range Desert 
Group), and other guerrilla-type forces. 

2 The Kufra Oasis is some 500 miles south of Tobruk, deep in the Sahara Desert. 



BATTLE WITHOUT HOPE ALAMEIN 293 

local chiefs and photographed the tribesmen in their magnificent coloured 
robes. I was presented with an envelope on which was stuck every 
postage stamp issued in the oasis, stamped with that day s postmark. 

N ext day I handed over command of the Panzer Army to General 
Stumme. He was rather put out when he heard that I proposed to cut 
short my cure and return to North Africa if the British opened a major 
offensive. He supposed that I had no confidence in him. But that was 
by no means the case; it was merely that I was convinced that even the 
most skilful Panzer General would be unable to take the right decisions 
in an emergency on the Alamein front unless he were familiar with the 
British. Words alone cannot impart one s experience to a deputy. On 
the Alamein front, there was a very great difference between quiet and 
critical days. 

It was with a heavy heart that I set off for Derna next day (23rd) 
to fly to Italy. I intended to bring it home once more to the Italians that 
if we were to hold out in Egypt for any length of time, a quite extra 
ordinary effort would have to be made in the field of supply. *- 

On the 23rd September I reached the following agreements with 
the Italians : The Italians in Libya were to provide 3,000 men immediately 
to build a road behind the front. Continued driving over unmetalled 
tracks, mostly covered with deep sand and pitted with holes up to eighteen 
inches deep, was ruining our vehicles, especially as our drivers usually 
drove like the devil and without any regard for their vehicles. The spare 
part situation was so bad that we could no longer afford this wastage. 

The Italians agreed to ship 7,000 tons of rails and sleepers to Africa 
for the construction of railway communications. 

The Italians further undertook to attack and capture Kufra in order 
to put a stop to the sabotage raids for which it was forming a base. 

It is interesting to compare Cavallero s promises with what was 
actually done by about the middle of October. 

When General Barbassetti received the demand for 3,000 men* he 
declared that he was not in a position to provide that number and that 
the most he could spare was 400. Of these 400 only a little over 100 
actually arrived and so the road could never be built. 

Similarly, there arrived neither rails nor sleepers. The only work that 
was done on the railway was by men of the goth Light Division. 

When it came to the point, neither Barbassetti nor Gavallero was 
willing to attack, or in fact did attack, the Kufra oasis. Everything stayed 
as it was, and the threat of the British Commandos remained. 

It is probable that Marshal Cavallero merely wanted to keep me 
quiet, and thought that it would be bound to be some time before I 
could be effective in Africa again. 

On the 24th September I discussed the situation with the Duce. I 
left him in no doubt that unless supplies were sent to us at least on the 
scale I had demanded we should have to get out of North Africa. I think 



1294 THE WAR IN AFRICA SECOND YEAR 

that, for all I said, he still did not realise the full gravity of the situation. 
All through the past two years I had myself informed him again and 
again of our supply difficulties, without any noticeable improvement 
resulting except during the spring of 1942. Yet, in spite of this lack of 
response, things had never actually gone wrong. Of course people had 
no idea in Europe what difficult decisions had often faced us out there. 
We were always told: "You ll pull it off all right" but unless the 
material conditions had first been created I could not pull off anything. 
The confidence everybody had in us was certainly very gratifying, but 
we in Africa quite frankly placed a great deal more value on an adequate 
supply. We in no way overestimated ourselves, but knew that any success 
we scored was due to natural causes. 1 

At any rate, I was pleased to hear that the German and Italian 
supply authorities were proposing to put a considerable quantity of 
French shipping into service in the near future. In addition the very 
efficient Gauleiter Kaufmann, an extremely talented man in organisation 
and technical matters, was to take our maintenance in hand. So in spite 
of everything there was at least a glimmer of light. 

Several days later I reported to the Fuehrer. His headquarters had 
obviously been very impressed by the Panzer Army s successes and now 
wanted to force a decision in the Mediterranean area. 

I outlined to the Fuehrer the course of our attack on the Alamein Line 
and the cause of its failure. I laid particular stress on the tremendous 
superiority of the British in the air, and described the effect of the new 
R.A.F. bombing tactics, above all, the limitations which they brought 
on the employment of motorised forces, caused by the extreme vulner 
ability of these forces to air attack. I also said that the only way to 
overcome the enemy air superiority was by the immediate dispatch to 
Africa of strong air forces of our own. 

I dealt very thoroughly with the bad supply situation and, as with 
the Duce, made no secret of the fact that we would be unable to keep 
going unless a radical improvement was made. I described in detail the 
possibilities that existed for improving our supply. I also demanded that 
the ratio of the German supply quota to the Italian should be raised, 
pointing out that the strength of the German fighting formations far 
exceeded that of the Italian. I stated once more that the transport across 
the Mediterranean of 30,000 tons in September and 35,000 tons in October 
was an indispensable condition for a successful defence against the forth* 
coming British attack. 

I concluded my report with the following words: 

" I quite realise that, with the present strategic sea and air situation 
in the Mediterranean, a very great effort will be required to ensure a safe 

Wot* by General Bqyerlein By "natural causes *, Rommel apparently meant the 
absolute minimum of petrol, ammunition and material necessary for making war in the 
desert. 



BATTLE WITHOUT HOPE ALAMEIN 295 

and uninterrupted German supply to Africa. It will make the utmost 
demands of all German and Italian transport services and will require 
the reinforcement of the transport fleet. But it is only by the fulfilment of 
the conditions I have stated that the German troops, who are bearing 
the main brunt of the fighting in Africa, will be able to maintain their 
hold on tfiis theatre against the finest troops of the British Empire.** 

During the conference I realised that the atmosphere in the Fuehrer s 
H.Q. was extremely optimistic. Goering in particular was inclined to 
minimise our difficulties. When I said that British fighter-bombers had 
shot up my tanks with 4O-mm. shells, the Reichsmarschall, who felt 
himself touched by this, said: "That s completely impossible. The 
Americans only know how to make razor blades." I replied: "We 
could do with some of those razor blades, Herr Reichsmarschall." 

Fortunately, we had brought with us a solid armour-piercing shell 
which had been fired at one of our tanks by a low-flying British aircraft. 
It had killed almost the entire tank crew. 

The Fuehrer promised that our supplies would be considerably 
increased during the next few weeks by the use of large numbers of 
Siebelfaehren. [Flat ferries designed by a German engineer named Siebel,] These 
were vessels of such shallow draught that torpedoes passed underneath 
them. They also carried several A.A. guns and were thus relatively 
invulnerable to air attack. One disadvantage of them was that they could 
not be used in a heavy sea, but heavy seas are not very frequent in the 
Mediterranean. I was shown production figures which held out a hope 
that much of our supply difficulty could be overcome in the near future 
provided, of course, that it was not then too late. 

While at the Fuehrer s H.Q. I was assured that a Nebelwerfer 
{multiple rocket-projector] Brigade of 500 rocket tubes was shortly to be sent 
to Africa. Forty Tiger tanks and self-propelled guns were also to be 
sent over as early as possible in Siebelfaehren and Italian transports. 

Later it transpired that many of these promises had been given in a 
moment of over-optimism and on the basis of incorrect production figures, 
for it was neither possible to realise the building programme for Siebel 
faehren on the scale provided for, nor to send the stated number of Nebel 
werfer or of Tiger tanks to the African theatre. 

During these days I found myself reluctantly compelled to face 
representatives of the Press in order to dispel a number of rumours which 
were in circulation about myself. With things as they were I could not, 
of course, give a true picture of the situation. In any case, by giving an 
optimistic account I hoped to bring about some postponement of the 
British offensive. 

After this I went off to the Semmering 1 to clear up my liver and blood- 
pressure trouble. Before my departure from Africa, Professor Horster 
had insisted on my making an extended stay in Europe. He had already 
X A mountain resort near Vienna. 



296 THE WAR IN AFRICA SECOND YEAR 

kept me under continual observation during the ** Six-day Race." Up 
on the Semmering I was completely cut off from the outside world, except 
for the radio, newspapers and occasional letters from General Stumme 
and Colonel Westphal. But with my army in such a plight I was of 
course incapable of attaining real peace of mind. I followed the operations 
of our submarines in the Atlantic with particular anxiety. 

By declaring war on America, we had brought the entire American 
industrial potential into the service of the Allied war production. We 
in Africa knew all about the quality of its achievements. Now, during 
my stay in Europe, I obtained for myself some figures on American 
productive capacity. It was many times greater than ours. The battle 
which was being fought in the Atlantic was deciding whether the 
Americans would be able to go on carrying their material to Europe, 
Russia and Africa. I realised that there would be little hope left for us 
if the Americans and British succeeded in eliminating, or reducing to 
tolerable proportions, the U-boat threat to their convoys. But if we could 
strangle their sea routes, then the entire industrial capacity of America 
would avail the Allies little. As things turned out, of course, the Americans 
succeeded, several months later, in sinking so many of our submarines 
by the use of location devices and helicopters, as to render the further 
use of this weapon virtually impossible. 1 

The news I received from Africa was not very cheering. The British 
air force was becoming increasingly active and the Eighth Army was 
growing steadily stronger. The Panzer Army lived in constant expecta 
tion of a major British attack. They thought that the attack would be 
launched at several points simultaneously, and that the British would 
subsequently throw in their whole strength at the point where a break 
through seemed most likely to succeed. 

According to our estimates, the British had a two to one superiority 
in tanks. This figure included on our side the 300 Italian tanks, the 
fighting value of which was very small. We still had only very few tanks 
armed with a 75-mm. gun, whereas the British had many hundreds 
equipped with heavy guns. 2 Of our 210 German tanks only 30 or so 

1 Rommel was so profoundly impressed by the tremendous war-potential of the 
U.S.A. which, he felt, had fatally turned the scales against Germany that he was 
apt to ascribe any powerful new development to the Americans without discrimination. 
That tendency was increased, naturally, by the way that the balance of qualitative 
superiority in tanks turned against him with the advent of the Grants and Shermans. 
But, in fact, the principal location device the radar instrument known as HiS that 
eventually changed the course of the submarine war, as well as the war in the air, was 
a British invention. 

2 Rommel here understates rather than overstates the relative situation. The British 
superiority in tank numbers was nearly 2 J to i over the combined German and Italian 
tanks, and about 5$ to i over the German tanks. 

A still more preponderant factor was that the British numbers included more than 
500 tanks armed with a 75-mm. gun some 400 of which were Shermans, and the 
remainder Grants and Lees. Rommel had only 38 tanks armed with a 75-mm. gun. 



BATTLE WITHOUT HOPE ALAMEIN 297 

were Panzer IVs; the majority were Panzer Ills, half of which were of 
the short-barrel type and hence very out of date. 1 As for the 300 Italian 
tanks apart from their technical deficiencies which I have mentioned 
several times already most of them were decrepit, and barely fit for 
action. Supplies were not being maintained at anything like the required 
level, so immense shortages existed in almost every field. 

At this time, only four fast motor-ships, aggregating 19,000 tons, and 
seven large but slow transports of together 40,000 tons, were in use for 
the Panzer Army. Eight ships, totalling 40,000 tons, were in dock under 
going repairs. 

My deputy, General Stumme, was on the move continually, both fay 
car and aircraft, trying to bring our defence preparations up to the 
standard I required. He, too, had now come to realise the full extent 
of the supply deficiencies, on which the whole Africa problem turned. 
The longer things went on, the more obvious it became that, despite all 
the efforts of the army, the supply situation could no longer be improved. 
It was now too late. 

THE DEFENCE PLAN 

The Alamein line lay between the sea and the Qattara depression, 
which our reconnaissance had finally established as being impassable for 
major vehicle columns. Thus it was the only front in North Africa, 
apart from the Akarit position, which could not be turned at its southern 
end. All other positions could be collapsed by tying them down frontally 
and outflanking them to the south. Everywhere else it was possible 
to make a surprise sweep with motorised forces round the southern end 
of the line in order to seek a decision in mobile warfare in the enemy s 
rear. This fact of the open flank had led repeatedly to completely novel 
situations. 

But at Alamein it was different. This line, if solidly held by infantry 
throughout its length, completely ruled out any chance of a surprise 
enemy appearance in one s rear. The enemy had first to force a break 
through, which meant that the defence had a chance of holding its line 
long enough to enable the mobile reserve to come up and join the battle. 

At El Alamein, therefore, we were presented with yet another set of 
tactical conditions. The defence was here at a certain advantage because 
it could dig in and protect itself with mines, while the enemy had to 
make his attack exposed to the fire of the dug-in defence. And the 
attacker had no choice but to assault and overcome the defender s line. 
Elsewhere at Sollum, for instance, in 1941-42, and at Gazala in the 

lf The Panzer IV was armed with a 75-mm. gun and the Panzer III with a 50 mm. 
In both types there was an older short-barrelled model and a later one with a long 
barrel. The greater length of barrel gave a considerable increase in the range and 
penetration of the gun. 



298 THE WAR IN AFRICA SECOND YEAR 

summer of 1942 the battle had been conducted in a wholly mobile form, 
with neither side deriving any initial advantage from its position, since 
the tanks and vehicles of both combatants stood equally unprotected 
in the desert. There had perhaps been a slight disadvantage for the 
attack, in that the defence had in both cases held a line extending to the 
south. For us at Sollum this was right, for the units employed in 
the Sollum-Halfaya line were non-motorised and thus only suitable 
for use in fixed and fortified positions. But it was not right for the 
British at Gazala, since all the British divisions in the Gazala line were 
fully motorised, and the small supply difficulties they were able to 
create for us did not make up for their absence from the battlefield of 
Knightsbridge-Acroma. As I have already explained, it is the extent to 
which one can concentrate one s forces, both in space and time, that 
counts in motorised warfare, 

In the open desert, we were as all previous actions had shown 
considerably superior in training and command to the British. Although 
we could expect that the British had learnt many tactical lessons from the 
large number of battles and skirmishes we had given them, they could 
not have removed all their shortcomings, since these had then* cause less 
in their command, than in the ultra-conservative structure of their army, 
which although excellently suited for fighting on fixed fronts, was far 
from suitable for war in the open desert. 

Nevertheless, we still could not take the risk of putting the main 
weight of our defence on to operations in the open desert, for the following 
reasons: 

(a) The relative strengths in motorised divisions had become too 
unequal; while our opponents were receiving a steady flow of 
motorised reinforcements, we received only non-motorised, which 
were as good as useless in the open desert. Consequently, we were 
forced to choose a form of warfare in which they, too, could play 
their part 

(b) The British air superiority, together with the new air tactics of 
the R.A.F., created severe limitations on the tactical use of 
motorised forces, of which a detailed explanation has already been 
given. 

(c) We were permanently short of petrol. I did not want to get myself 
again into the awkward situation of having to break off a battle 
because we were out of petrol. In a mobile defensive action, 
shortage of petrol spells disaster. 

For all these reasons, we now had to try to base our defence on a 
fortified and infantry-held line. 

This meant that the British would first have to try for a break-through. 
We had no doubts about the suitability of the British Army for such a 
task, for its entire training had been based on the lessons learnt in the 



BATTLE WITHOUT HOPE ALAMEIN 

battles of material of the First World War. And, although technical 
developments had left their mark on this form of warfare, they had 
brought about no revolution. Although the tactical consequences of 
motorisation and armour had been pre-eminently demonstrated by 
British military critics, 1 the responsible British leaders had not taken the 
risk either of using this hitherto untried system as a foundation for peace 
time training, or of applying it in war. But this failure, which had told 
so heavily against the British in the past, would not affect the issue of the 
approaching battle of position and break-through, because the extensive 
minefields would rob the armour of its freedom of movement and 
operation, and would force it into the role of the infantry tank. In 
this form of action the full value of the excellent Australian and New 
Zealand infantry would be realised and the British artillery would have 
its effect. 

We, for our part, had to prevent the British from breaking through 
our line at all costs, since, for the reasons already given, we could not 
face having to fight a mobile defensive battle. Our motorised formations 
would hardly suffice to cover a withdrawal of the infantry from a front 
some 40 miles long and, in any case, the infantry themselves might by 
that time have become so involved in the action that disengagement would 
be unthinkable. 

This brought us to two inescapable conclusions: 

(a) Our position had to be held at all costs. 

(b) Any penetration would have to be cleaned up by immediate 
counter-attack to prevent it being extended into a break-through, 
for it was my opinion that if a break-through occurred, the British 
would throw their whole striking power into the breach. 

We constructed our defence system to meet these requirements. We 
saw to it that the troops were given such firm positions, and that the front 
was held in such density that a threatened sector could hold out against 
even the heaviest British attack long enough to enable the mobile reserve 
to come up, however long it was delayed by the R.A.F. 

Coming down to more detail, the defences were so laid out that the 
minefields adjoining no-man s land were held by light outposts only, 

^-Publisher** Note. The following footnote was written by General Bayerlcin for the 
German edition Krieg ohne Hass and indicates why the Rommel family were particularly 
anxious that Captain Liddell Hart should write an Introduction to, and edit, the 
English edition : 

Note by General Bqyerlein* Rommel was here referring to Captain Liddell Hart and 
General Fuller. In his opinion the British could have avoided most of their defeats if 
only they had paid more heed to the modern theories expounded by those two writers 
beifore the war. During the war, in many conferences and personal talks with Field-Marshal 
Rommel, we discussed Liddell Hart s military works, which won our admiration. Of 
all military writers, it was Liddell Hart who made the deepest impression on the Field- 
Marshal and greatly influenced his tactical and strategical thinking. He, like 
Guderian, could in many respects be termed Liddell Harf s * pupil." 



3OO THE WAR IN AFRICA SECOND YEAR 

\vlth the main defence line, which was two to three thousand yards in 
depth, located one to two thousand yards west of the first mine-belt. 
The panzer divisions were positioned behind the main defence line so 
that their guns could fire into the area in front of the line and increase 
the defensive fire-power of their sector. In the event of the attack 
developing a centre of gravity at any point, the panzer and motorised 
divisions situated to the north and south were to close up on the threatened 
sector. 

A very large number of mines was used in the construction of our line, 
something of the order of 500,000, counting in the captured British mine 
fields. In placing the minefields, particular care was taken to ensure that 
the static formations could defend themselves to the side and rear as well 
as to the front. Vast numbers of captured British bombs and shells were 
built into the defence, arranged in some cases for electrical detonation. 
Italian troops were interspersed with their German comrades so that an 
Italian battalion always had a German as its neighbour. The Italian 
armament was unfortunately so inefficient that it had to be distributed 
evenly over the whole front, thus ensuring that German arms were also 
available in every sector. 

Our outposts were provided with dogs to give warning of any British 
approach to the minefields. We wanted to ensure that the work of 
clearing the minefields proceeded at the slowest possible speed and not 
until after our outposts had been eliminated. Most of the mines available 
in Africa were unfortunately of the anti-tank type, which infantry could 
walk over without danger. They were, therefore, comparatively easy to 
clear. 

Thus the army was put on the defensive along these lines during my 
absence. But all our efforts were to prove unavailing against the im 
mensely superior British forces not because of mistakes we had made, 
but because victory was simply impossible under the terms on which we 
entered the battle. 1 

THE STORM BREAKS 

An outline of the British plan is required as a preliminary to RommeVs account 
of the battle, for its fuller understanding. Attacking on a front where the scope for 
manoeuvre was restricted, Montgomery used his infantry to open the way for his 
armour. He also chose to concentrate the weight of his attack in the northern sector. 
The main attack here was delivered by Leese s XXX Corps with four infantry 
divisions from right to left, the gth Australian, $ist Highland, 2nd New 



by Generd Bayerlein. It has been repeatedly stated by different writers that 
General Stumme did not plan the defences at El Alamein in the way that Rommel would 
have done. To this is must be clearly stated that Rommel issued orders for the con 
struction of the defences before his departure from Africa, and that Stumme merely 
executed them. 



MEDITERRANEAN 



LEGEND 
German defensive area. 

and minefields 
German Divisions 
Italian >, 
British Front, 23 r <* Oct 



Bridgehead, 2". d Nov. = = = 




17. THE BATTLE OF ALAMEIN, OCTOBER NOVEMBER 1942 



302 THE WAR IN AFRICA SECOND YEAR 

Zealand, and ist South African. The 4th Indian Division was to create a local 
diversion. After two corridors had been driven through the enemy minefields, the 
ist and loth Armoured Divisions ofLumsden s X Corps were to pass through, take 
up a position at the far end, and repulse the anticipated counter-attack of the enemy s 
armour before trying to drive on. 

In the south, Horrocks 9 XIII Corps 44th and $oth (Infantry) Divisions and 
7th Armoured Division attempted a diversionary attack to distract the enemy s 
attention and pin down his reserves -particularly the 2 ist Panzer Division. 

Although the Eighth Army comprised only three armoured divisions, it had three 
additional armoured brigades, making six in all, as well as a light armoured 
brigade against two German, and two Italian. 

The battle which began at El Alamein on the 23rd October 1942 
turned the tide of war in Africa against us and, in fact, probably repre 
sented the turning point of the whole vast struggle. The conditions under 
which my gallant troops entered the battle were so disheartening that 
there was practically no hope of our coming out of it victorious. 

Something over 200 German and about 300 Italian tanks faced 
qualitatively superior British armour to the strength of over 1,000 tanks. 
True, we had a fair number of guns, but many of these were obsolete 
Italian types, many of them captured guns and all of them terribly short 
of ammunition. In addition, the British had now gained complete air 
supremacy over the Mediterranean and, by bombing our ports and 
maintaining close air observation over our sea routes, supplemented by 
intense naval activity, were in a position virtually to paralyse our sea 
traffic. As a result, our stocks of supplies were so low that shortages of 
every kind were evident even at the beginning of the battle, with effects 
which will be clearly seen in the following account. 

The 23rd October passed just like any other day on the Alamein 
front until the evening, when, at 21.40 hours, a barrage of immense 
weight opened over the whole line, eventually concentrating on the 
northern sector. Such drum-fire had never before been seen on the 
African front, and it was to continue throughout the whole of the Alamein 
battle. Apart from the divisional artillery of the attacking and holding 
divisions, Montgomery had concentrated 15 heavy artillery regiments 1 
representing a total 0^540 guns of a calibre greater than 105 mm. in 
the northern sector between Hill 35 and Deir el Shein. The British 
bombarded our known positions with extraordinary accuracy, and 
enormous casualties resulted. R.A.F. bombers also took part in the 
preparatory barrage. 

Our communication network was soon smashed by this drum-fire, 
and reports from the front virtually ceased. Our outposts fought to the 
last round and then either surrendered or died. 

*By " heavy artillery " Rommel here means what, in the British Army, is classified 
as " medium artillery," In all some 1,200 guns were used in the opening bombardment. 



BATTLE WITHOUT HOPE ALAMEIN 303 

Under the impact of the terrible British artillery fire, which grew 
to World War I proportions, part of the Italian 6snd Infantry Regiment 
left their line and streamed back to the rear. Exposed to this tornado 
of fire in their partially completed defence positions, their nerve had 
failed. By 01 .00 hours the British had overrun our outposts and penetrated 
to our main defence line over a width of six miles. Our infantry resisted 
bitterly, although most of their heavy weapons had been smashed by 
the enemy artillery fire. Again and again the British brought up tanks. 
Soon they overran the remains of the 6snd Italian Infantry Regiment 
and broke into our line, where they were finally stopped by concentrated 
artillery fire. Two battalions of die i64th Infantry Division were also 
wiped out during the early hours of the morning by the concentric fire 
of the British guns. 

The offensive as a whole made less progress, and went slower, than the British 
Command hoped. That was largely due to the density of the minefields. Dawn 
came before even one of the corridors was cleared sufficiently for the armour to pass 
through, and when it tried to push on beyond in daylight it was soon held up. In 
the other corridor the armour was still hung up in the minefield. It was not until 
the following morning, after fresh night attacks by the infantry, that the deployment 
was completed. The four armoured brigades of the X Corps, with their 700 tanks 
and strong artillery, then took up a position covering the mouth of the six-mile breach, 
ready to deal with the German armoured counter-attack which Montgomery hoped 
to provoke. 

Back in H.Q,. which was sited on the coast only a few miles behind 
the front General Stumme heard this tornado of fire, but because of 
the meagre stocks of ammunition in Africa, did not authorise the artillery 
to open fire on the British assembly positions. This was a mistake, in my 
view, for it would have at least reduced the weight of the British attack. 
When the artillery did finally open fire it was unable to have anything 
like the effect it might have had earlier, for the British had by that time 
been able to install themselves in the defence posts they had captured 
during the night. When dawn broke on the 24th of October, headquarters 
had still only received a few reports, and there was considerable obscurity 
about the situation. Accordingly General Stumme decided to drive up 
to the front himself. 

The acting Army Chief of Staff, Colonel Westphal, pressed him to 
take an escort vehicle and signals truck as I had always done. But he 
refused to take any escort apart from Colonel Buechting; he intended to 
go no farther than the headquarters of the goth Light Division and 
considered it unnecessary to take any other vehicles. 

Concentric artillery fire began again in the early hours of the 24th, 
this time on the southern sector, where the British soon attacked with 
infantry and about 160 tanks. After overrunning our outposts they were 
brought to a halt in front of the main defence line. 

Here, in the XIII Corps sector, the ?th Armoured Division got through the 



304 THE WAR IN AFRICA SECOND YEAR 

first minefield on the opening night, but was stopped in front of the second by heavy 
defensive fire. A narrow penetration was made on the next night, but when the 
armour tried to go through it was again blocked by fire. As losses were rising, 
Montgomery discontinued the attack in the south, for he wanted to preserve the 
jth Armoured Division for further action elsewhere. 

On the afternoon of the 24-th, I was rung up on the Semmering by 
Field Marshal Keitel, who told me that the British had been attacking 
at Alamein with powerful artillery and bomber support since the previous 
evening. General Stumme was missing. He asked whether I would be 
well enough to return to Africa and take over command again. I said 
I would. Keitel then said that he would keep me informed of develop 
ments, and would let me know in due course whether I was to return to 
my command. I spent the next few hours in a state of acute anxiety, 
until the evening, when I received a telephone call from Hitler himself. 
He said that Stumme was still missing either captured or killed and 
asked whether I could start for Africa immediately. I was to telephone 
him again before I actually took off, because he did not want me to 
interrupt my treatment unless the British attack assumed dangerous 
proportions. I ordered my aircraft for seven o clock next morning and 
drove immediately to Wiener Neustadt. Finally, shortly after midnight, 
a call came through from the Fuehrer. In view of developments at 
Alamein he found himself obliged to ask me to fly back to Africa and 
resume my command. I took off next morning. I knew there were no 
more laurels to be earned in Africa, for I had been told in the reports I 
had received from my officers that supplies had fallen far short of my 
minimum demands. But just how bad the supply situation really was 
I had yet to learn. 

On arriving at Rome at about 1 1 .00 hours (25th October) I was met 
at the airport by General von Rintelen, Military Attache and German 
General attached to the Italian forces. He informed me of the latest 
events in the African theatre. After heavy artillery preparation, the 
enemy had taken part of our line south of Hill 3 1 ; several battalions of 
1 64th Division and of Italians had been completely wiped out. The 
British attack was still in progress and General Stumme still missing. 
General von Rintelen alst> informed me that only three issues of petrol 
remained in the African theatre; it had been impossible to send any more 
across in the last weeks, partly because the Italian Navy had not provided 
the shipping and partly because of the British sinkings. This was sheer 
disaster, for with only 300 kilometres worth of petrol per vehicle between 
Tripoli and the front, and that calculated over good driving country, a 
prolonged resistance could not be expected; we would be completely 
prevented from taking the correct tactical decisions and would thus suffer 
a tremendous limitation in our freedom of action. I was bitterly angry, 
because when I left there had been at least eight issues for the Army in 
Egypt and Libya, and even this had been absurdly little in comparison 



BATTLE WITHOUT HOPE ALAMEIN 305 

with the minimum essential of thirty issues. Experience had shown that 
one issue of petrol was required for each day of battle; without it, the 
army was crippled and could not react to the enemy s moves. General 
von Rintelen regretted the situation, but said that he had unfortunately 
been on leave and had consequently been unable to give sufficient 
attention to the supply question. 

Rommel was justifiably incensed at the fact that virtually nothing had been 
done by the German authorities in Rome towards supplying the Panzer Army for 
the forthcoming battle. Rommefs reproach, however, should have been aimed at 
General von Rintelen 1 s deputy rather than Rintelen himself % who had been absent on 
sick leave. 

Feeling that we would fight this battle with but small hope of success, 
I crossed the Mediterranean in my Storch and reached headquarters at 
dusk (25th October). Meanwhile, General Stumme s body had been 
found at midday and taken to Derna. He had apparently been driving 
to the battlefield along the Alarm track when he had suddenly been fired 
on in the region of Hill 2 1 by British infantry using anti-tank and machine- 
guns. Colonel Buechting had received a mortal wound in the head. The 
driver, Corporal Wolf, had immediately swung the car round, and 
General Stumme had leapt out and hung on to the outside of it, while 
the driver drove at top speed out of the enemy fire. General Stumme 
must have suddenly had a heart attack and fallen off the car. The driver 
had noticed nothing. On Sunday morning the General had been found 
dead beside the Alarm track. General Stumme had been known to 
suffer from high blood-pressure and had not really been fit for tropical 
service. 

We all deeply regretted the sudden death of Stumme. He had spared 
no pains to command the army well and had been day and night at the 
front. Just before setting off on his last journey on the 24th of October, 
he had told the acting Chief of Staff that he thought it would be wise to 
ask for my return, since with his short experience of the African theatre, 
and in view of the enormous British strength and the disastrous supply 
situation, he felt far from certain that he would be able to fight the battle 
to a successful conclusion. I, for my part, did not feel any more optimistic. 

General von Thoma and Colonel Westphal reported to me that 
evening on the course of the battle to date, mentioning particularly that 
General Stumme had forbidden the bombardment of the enemy assembly 
positions on the first night of the attack, on account of the ammunition 
shortage. As a result the enemy had been able to take possession of part 
of our minefield and to overcome the occupying troops with comparatively 
small losses to himself. The petrol situation made any major movement 
impossible and permitted only local counter-attacks by the armour 
deployed behind the particular sector which was in danger. Units of the 
1 5th Panzer Division had counter-attacked several times on the 24th and 
25th October, but had suffered frightful losses in the terrible British 



306 THE WAR IN AFRICA SECOND YEAR 

artillery fire and non-stop R.A.F. bombing attacks. By the evening of the 
25th, only 31 of their 119 tanks remained serviceable. 

There were now only very small stocks of petrol left in North Africa 
and a crisis was threatening. I had already on my way through Rome 
demanded the immediate employment of all available Italian sub 
marines and warships for the transport of petrol and ammunition. Our 
own air force was still unable to prevent the British bombing attacks, or 
to shoot down any major number of British aircraft. The R.A.F. s new 
fighter-bombers were particularly in evidence, as is shown by the fact 
that every one of the captured tanks belonging to the Kampfstqffd had 
been shot up by this new type of aircraft. 

Our aim for the next few days was to throw the enemy out of our 
main defence line at all costs and to reoccupy our old positions, in order 
to avoid having a westward bulge in our front. 

That night our line again came under a heavy artillery barrage, 
which soon developed into one long roll of fire. I slept only a few hours 
and was back in my command vehicle again at 05.00 hours [26th October], 
where I learnt that the British had spent the whole night assaulting our 
front under cover of their artillery, which in some places had fired as 
many as five hundred rounds for every one of ours. Strong forces of the 
panzer divisions were already committed in the front line. British night- 
bombers had been over our units continuously. Shortly before midnight 
the enemy had succeeded in taking Hill 28, an important position in the 
northern sector. 1 He had .then brought up reinforcements to this point 
ready to continue the attack in the morning with the object of extending 
his bridge-head west of the minefields. 

Attacks were now launched on Hill 28 by elements of the 15th Panzer 
Division, the Littorio and a Bersaglieri Battalion, supported by the 
concentrated fire of all the local artillery and A.A. Unfortunately, the 
attack gained ground very slowly. The British resisted desperately. 
Rivers of blood were poured out over miserable strips of land which, in 
normal times, not even the poorest Arab would have bothered his head 
about. Tremendous British artillery fire pounded the area of the attack. 
In the evening part of the Bersaglieri Battalion succeeded in occupying 
the eastern and western edges of the hill. The hill itself remained in 
British hands and later became the base for many enemy operations. 

I myself observed the attack that day from the north. Load after load 
of bombs cascaded down among my troops. British strength round Hill 
28 was increasing steadily. I gave orders to the artillery to break up the 
British movement north-east of Hill 28 by concentrated fire, but we had 
too little ammunition to do it successfully. During the day I brought 
up the goth Light Division and the Kampfstqffel, in order to press home the 
attack on Hill 28. The British were continually feeding fresh forces into 

Called by the British " Kidney Ridge " from the shape of the ring contour on the 
map. 



BATTLE WITHOUT HOPE ALAMEIN 307 

their attack from Hill 28 and it was clear that they wanted to win through 
to the area between El Daba and Sidi Abd el Rahman. I therefore moved 
the Trieste into the area east of El Daba. Late in the afternoon German 
and Italian dive-bomber formations made a self-immolating attempt to 
break up the British lorry columns moving towards the north-west. 
Some 60 British fighters pounced on these slow machines and forced the 
Italians to jettison their bombs over their own lines, while the German 
pilots pressed home their attack with very heavy losses. Never before 
in Africa had we seen such a density of anti-aircraft fire. Hundreds of 
British tracer shells criss-crossed the sky and the air became an absolute 
inferno of fire. 

British attacks supported by tanks tried again and again to break out 
to the west through our line south of Hill 28. Finally, in the afternoon, 
a thrust by 160 tanks succeeded in wiping out an already severely mauled 
battalion of the i64th Infantry Division and penetrated into our line 
towards the south-west. Violent fighting followed in which the remaining 
German and Italian tanks managed to force the enemy back. Tank 
casualties so far, counting in that day s, were 61 in the I5th Panzer 
Division and 56 in the Littorio, all totally destroyed. 

Following on their non-stop night attacks, the R.A.F. sent over 
formations of 18 to 20 bombers at hourly intervals throughout the day, 
which not only caused considerable casualties, but also began to produce 
serious signs of fatigue and a sense of inferiority among our troops. 

Fatigue and depression were also evident on the British side > and there was a 
widespread feeling that the offensive might have to be broken off. While the German 
and Italian armour had suffered heavy losses in their attacks on the 2$th and zSth, 
the British armour also lost heavily when they in turn tried to attack on tJie 26th. 
Both sides, indeed, successively provided an object lesson in the cost and futility of 
the " direct approach " the offensive spirit unguided by subtlety of mind. On the 
British side, the commanders of the armour felt increasing doubts about the way 
it was being used to batter a way through. The infantry too, were also very tired, 
and depressed by their losses. 

Montgomery decided that it would be wise to pause and change tfieplan, giving 
the bulk of his troops a rest while he was regrouping and bringing up the jth 
Armoured Division from the south. Frontal pressure was kept up meantime by 
minor attacks, on the 2?th and 28th, and even in these one almost complete armoured 
brigade was used up. 

The supply situation was now approaching disaster. ^ The tanker 
Proserpina, which we had hoped would bring some relief in the petrol 
situation, had been bombed and sunk outside Tobruk. There was only 
enough petrol left to keep supply traffic going between Tripoli and the 
front for another two or three days, and that without counting the needs 
of the motorised forces, which had to be met out of the same stocks. 
What we should really have done now was to assemble all our motorised 
units in the north in order to fling the British back to the main defence line 



308 THE WAR IN AFRICA SECOND YEAR 

in a concentrated and planned counter-attack. But we had not the petrol 
to do it. So we were compelled to allow the armoured formations in the 
northern part of our line to assault the British salient piecemeal. 

Since the enemy was operating with astonishing hesitancy and 
caution, a concentrated attack by the whole of our armour could have 
been successful, although such an assembly of armour would of course 
have been met by the heaviest possible British artillery fire and air 
bombardment. However, we could have made the action more fluid 
by withdrawing a few miles to the west and could then have attacked 
the British in an all-out charge and defeated them in open country. The 
British artillery and air force could not easily have intervened with their 
usual weight in a tank battle of this kind, for their own forces would 
have been endangered. 

But a decision to take forces from the southern front was unthinkable 
with the petrol situation so bad. Not only could we not have kept a 
mobile battle going for more than a day or two, but our armour could 
never have returned to the south if the British had attacked there. I did, 
however, decide to bring the whole of the 2ist Panzer Division up north, 
although I fully realised that the petrol shortage would not allow it to 
return. In addition, since it was now obvious that the enemy would 
make his main effort in the north during the next few days and~try~for 
a decision there, half the Army artillery was drawn off from the southern 
front. At the same time I reported to the Fuehrer s H.Q. that we would 
lose the battle unless there was an immediate improvement in the supply 
situation. Judging by previous experience, there was very little hope of 
this happening. 

26 Oct. 1942 
DEAREST Lu, 

Arrived 18.30 yesterday. Situation critical. A lot of work! After 
my wonderful weeks at home it s not easy to acclimatise myself to the 
new surroundings and the job in hand. There s too big a difference. 

Relays of British bombers continued their attack throughout the 
night of the 26th. At about 02.00 hours a furious British barrage by guns 
of every calibre suddenly began in the northern sector. Soon it was 
impossible to distinguish between gun-fire and exploding shells and the 
sky grew bright with the glare of muzzle-flashes and shell-bursts. Con 
tinuous bombing attacks seriously delayed .the approach march of the 
2 ist Panzer Division and a third of the Ariete. By dawn the goth Light 
Division and the Trieste had taken up position round the southern side 
of Sidi Abd el Rahman. 

That morning \2jth October] I gave orders to all formations to pin 
down the British assault forces during their approach by all-out fire 
from every gun they could bring to bear. 



BATTLE WITHOUT HOPE ALAMEIN 309 

The tactics which the British were using followed from their apparently 
inexhaustible stocks of ammunition. Their new tank, the General 
Sherman, which came into action for the first time during this 
battle, showed itself to be far superior to any of ours. 

Attacks against our line were preceded by extremely heavy artillery 
barrages lasting for several hours. The attacking infantry then pushed 
forward behind a curtain of fire and artificial fog, clearing mines and 
removing obstacles. Where a difficult patch was struck they frequently 
switched the direction of their attack under cover of smoke. Once the 
infantry had cleared lanes in the minefields, heavy tanks moved forward, 
closely followed by infantry. Particular skill was shown in carrying out 
this manoeuvre at night and a great deal of hard training must have 
been done before the offensive. 

In contact engagements the heavily gunned British tanks approached 
to a range of between 2,000 and 2,700 yards and then opened con 
centrated fire on our anti-tank and anti-aircraft guns and tanks, which 
were unable to penetrate the British armour at that range. The 
enormous quantities of ammunition which the enemy tanks used 
sometimes they fired over 30 rounds at one target were constantly 
replenished by armoured ammunition carriers. The British artillery fire 
was directed by observers who accompanied the attack in tanks. 

27 Oct. 1942 
DEAREST Lu, 

A very hard struggle. No one can conceive the burden that lies 
on me. Everything is at stake again and we re fighting under the 
greatest possible handicaps. However, I hope we ll pull through. 
You know I ll put all I ve got into it. 



YARD BY YARD 

In the early hours of the 2?th of October, the British attacked again 
towards the south-west at their old break-in point south of Hill 28. At 
about 10 a.m. I went off to Telegraph Track. Two enemy bomber 
formations, each of 18 aircraft, dropped their bombs inside ten minutes 
into our defence positions. The whole front continued to lie under a 
devastating British barrage. 

Local counter-attacks were due to be launched that afternoon by the 
qoth Light Division on Hill 28 and by the 15* and 2ist Panzer Divisions, 
the Littorio and a part of the Ariete, against the British positions between 
minefields L and I. 

At 14.30 hours I drove to Telegraph Track again, accompanied by 
Major Ziegler. Three times within a quarter of an hour units of the 
goth Light Division, which had deployed and were standing in the open 



3IO THE WAR IN AFRICA SECOND YEAR 

in preparation for the attack, were bombed by formations of eighteen 
aircraft. At 15.00 hours our dive-bombers swooped down on the British 
lines. Every artillery and anti-aircraft gun which we had in the northern 
sector concentrated a violent fire on the point of the intended attack. 
Then the armour moved forward. A murderous British fire struck into 
our ranks and our attack was soon brought to a halt by an immensely 
powerful anti-tank defence, mainly from dug-in anti-tank guns and a 
large number of tanks. We suffered considerable losses and were obliged 
to withdraw. There is, in general, little chance of success in a tank attack 
over country where the enemy has been able to take up defensive 
positions; but there was nothing else we could do. The goth Light 
Division s attack was also broken up by heavy British artillery fire and a 
hail of bombs from British aircraft. A report from the division that they 
had taken Hill 28 unfortunately turned out to be untrue. 

That evening further strong detachments of the panzer divisions had 
to be committed in the front to close the gaps. Several of the goth Light 
Division s units also went into the line. Only 70 tons of petrol had been 
flown across by the Luftwaffe that day, with the result that the army 
could only refuel for a short distance, for there was no knowing 
when petrol would arrive in any quantity and how long the divisions 
would have to get along with the few tons we could issue to them. 
The watchword " as little movement as possible " applied more than ever. 

In the evening we again sent S O S s to Rome and the Fuehrer s H.Q. 
But there was now no longer any hope of an improvement in the situation. 
It was obvious that from now on the British would destroy us bit by bit, 
since we were virtually unable to move on the battlefield. As yet, 
Montgomery had only thrown half his striking force into the battle. 

28 Oct. 1942 
DEAREST Lu, 

Who knows whether I ll have a chance to sit down and write in 
peace in the next few days or ever again. To-day there s still a chance. 

The battle is raging. Perhaps we will still manage to be able to 
stick it out, in spite of all that s against us but it may go wrong, and 
that would have very grave consequences for the whole course of the 
war. For North Africa would then fall to the British in a few days, 
almost without a fight. We will do all we can to pull it off. But the 
enemy s superiority is terrific and our resources very small. 

Whether I would survive a defeat lies in God s hands. The lot 
of the vanquished is heavy. I m happy in my own conscience that 
I ve done all I can for victory and have not spared myself. 

I realised so well in the few short weeks I was at home what you 
two mean to me. My last thought is of you. 

Next day [s8tK\ I was forced to decide on bringing further units 



BATTLE WITHOUT HOPE ALAMEIN 

north, at the cost of almost completely denuding the southern front of 
heavy weapons and German units. They were replaced by the third part 
of the Ariete which had previously been engaged on the northern front. 
During the morning the British made three attacks against our northern 
front, but were thrown back to their starting point each time by our panzer 
units. Unfortunately, we again lost heavily in tanks. 

As on the previous days, ceaseless bombing attacks hammered down 
on the German-Italian forces. The Luftwaffe tried all it could to help 
us, but could achieve little or nothing against the tremendous numerical 
superiority of the enemy. 

The supply situation remained disastrous. In Italy, auxiliary cruisers 
and destroyers were being mobilised in order to satisfy our urgent needs 
for ammunition and petrol. Unfortunately only a few of the ships we 
had been promised were coming to Tobruk; most were bound for 
Benghazi. We knew from experience that transport from these ports to 
the front took several days, and there was, therefore, little hope of these 
supplies reaching us before it was too late* 

Since midday on the 28th the existence of strong concentrations of 
British armour had become apparent in minefield I. We assumed that 
the British were about to launch what they intended to be their decisive 
break-through and accordingly prepared ourselves, so far as our 
diminished strength allowed, to meet the attack. Because of the heavy 
casualties which had been suffered by the German-Italian infantry 
divisions, the whole of the Afrika Korps had to be put into the line. 

I again informed all commanders that this was a battle for life or 
death and that every officer and man had to give of his best. 

At about 21.00 hours a tremendous British drum-fire started to pound 
the area west of Hill 28. Soon hundreds of British guns concentrated 
their fire into the sector of the 2nd Battalion, I25th Regiment, north of 
Hill 28. 

This was the opening of the new British offensive. It took the form of a right- 
angled thrust northward to the coast, delivered from the broad wedge that had been 
driven into Rommefs front. The aim was to pinch off the now projecting northern 
/lank of his position, and create an opening for a follow-up drive along the coast road, 
towards Daba and Fuka. 

The initial northward thrust was delivered by the $th Australian Division with 
part of the 23rd Armoured Brigade. It was only a partial success and the tanks 
suffered very heavily. 

The British launched their assault at about 22,00 hours. The weight 
of this attack was something quite exceptional. However, by concentrating 
every gun in the area, we managed to break up the British attacks, which 
were mainly made from Minefield I. Farther to the north, in the gap 
between Minefields I and H, British tanks and infantry succeeded in 
making a penetration. The battle raged at this point with tremendous 
fury for six hours, until finally II/i25th Regiment and XI Bersaglieri 



312 THE WAR IN AFRICA - SECOND YEAR 

Battalion were overrun by the enemy. Their troops, surrounded and 
exposed to enemy fire from all sides, fought on desperately. 

Army H.Q. had meanwhile been moved farther to the west. I spent 
the whole of that night with a number of my officers and men on the 
coast road roughly in line with the old H.Q. site, from where we could 
see the flash of bursting shells in the darkness and hear the rolling thunder 
of the battle. Again and again British bomber formations flew up and 
tipped their death-dealing loads on my troops, or bathed the country in 
the brilliant light of parachute flares. 

No one can conceive the extent of our anxiety during this period. 
That night I hardly slept and by 03.00 hours \2Qth October] was pacing 
up and down turning over in my mind the likely course of the battle, and 
the decisions I might have to take. It seemed doubtful whether we 
would be able to stand up much longer to attacks of the weight which the 
British were now making, and which they were in any case still able to 
increase. It was obvious to me that I dared not await the decisive break 
through but would have to pull out to the west before it came. Such a 
decision, however, could not fail to lead to the loss of a large proportion 
of my non-motorised infantry, partly because of the low-fighting power 
of my motorised formations and partly because the infantry units them 
selves were too closely involved in the fighting. We were, therefore, going 
to make one more attempt, by the tenacity and stubbornness of our 
defence, to persuade the enemy to call off his attack. It was a slirn hope, 
but the petrol situation alone made a retreat which would inevitably 
lead to mobile warfare, out of the question. 

If retreat were nevertheless forced upon us, the principal aim of the 
Army would have to be to get as many tanks and weapons away to the 
west as it could. On no account could they be allowed to await their 
complete destruction in the Alamein line. So I decided that morning 
that if British pressure became too strong I would withdraw to the Fuka 
position before the battle had reached its climax, 

This rearward line ran south from Fuka on the coast and terminated^ like the 
Alamein line, in the Qattara depression. 



29 Oct. 
DEAREST Lu, 

The situation continues very grave. By the time this letter arrives, 
it will no doubt have been decided whether we can hold on or not. 
I haven t much hope left. 

At night I lie with my eyes wide open, unable to sleep, for the 
load that is on my shoulders. In the day I m dead tired. 

What will happen if things go wrong here? That is the thought 
that torments me day and night. I can see no way out if that happens. 

On the morning of the 2gth the British continued their attack against 



BATTLE WITHOUT HOPE ALAMEIN 313 

II/i25th Regiment under cover of heavy artillery fire. An attack by the 
goth Light Division, aimed at relieving the battalion or, at any rate, 
reducing the pressure on it, was met by devastating British drum-fire. 
However, the remnants of II/i25th Regiment were able to disengage 
under cover of this attack and fight their way back to the neighbouring 
units. The rest of them had either been killed or wounded and taken 
prisoner. 

But the expected major attack did not come that day. It was the calm 
before the storm. At 07.00 hours Colonel Bayerlein returned from 
Europe and, after a short conference, set off for the Afrika Korps, where 
his presence was urgently required* 

When it was found that Rommel had shifted the goth Light Division to the 
coastal sector, thus blocking the prospects of a rapid break-through there> Alexander 
and Montgomery thought that the best course was to revert to the original axis, now 
that the opposition there had been thinned. The reorientation involved fresh re- 
grouping, so that the new attack^ Operation Supercharge, was not ready for delivery 
until the night of the ist November. 

At about half-past eleven I received the shattering news that the 
tanker Louisiana^ which had been sent as a replacement for the Proserpina^ 
had been sunk by an aerial torpedo. Now we really were up against it. 
The ill-humour in which this news left me vented itself on the head of 
General Barbassetti, who arrived at my H.Q. shortly afterwards to 
represent Marshal Gavallero, who was detained in Rome. What riled 
me most was that heavily armed Italian auxiliary cruisers and other 
vessels, carrying cargoes intended for the front, were still being sent to 
Benghazi in order to keep them out of range of the torpedo-carrying 
British aircraft. 

It was clear that it had now dawned on them even in Rome that the 
Army was facing annihilation unless its mobile formations could im 
mediately be supplied with sufficient petrol. All at once it was decided 
to press submarines, warships, civilian aircraft and additional shipping 
space into service. If only this had been done after the fall of Tobruk, 
we would not have been sitting in front of El Alamein at die end of 
October. But now it was becoming steadily clearer that it was too late. 

The 2gth of October came and went and still the British had not 
launched their big attack. They were obviously regrouping. I was in 
course of discussing the details of the Fuka plan with Colonel Westphal, 
when suddenly the alarming news broke upon us that two British divisions 
had advanced through the Qattara depression and reached a point 
60 miles south of Mersa Matruh. We were aghast, because we had 
virtually no defence against such a move. Several units stationed in the 
rear were immediately set in march for the threatened area. Next 
morning, however, we discovered that the whole story, which had come 
to us from the Commando Supremo, was a pure invention. 



314 THE WAR IN AFRICA SECOND YEAR 

30 Oct. 

DEAREST Lu, 

Situation a little quieter. I ve had some sleep, am in good spirits 
and hope to pull it ofT even yet. 

The front continued comparatively quiet except for heavy artillery 
fire and air attacks hammering at our northern sector. That day the 
R.A.F. concentrated their attack on the coast road, where many of our 
vehicles were shot up by low-flying aircraft. Much to our relief, the 
petrol situation was slightly improved by the arrival of an Italian ship 
carrying 600 tons. 

That day we had the Fuka position reconnoitred. The army had 
been so badly battered by the British air force and artillery that we could 
not now hope to stand up for long to the British break-through attempt, 
which was daily or even hourly expected. In the open desert, the Italian 
infantry formations would be so much dead weight, for they had practi 
cally no transport. At the time of our retreat from Cyrenaica in 1941-42, 
the Italians besieging Tobruk had been far enough west of the battlefield 
for them to be easily moved out behind a screen of motorised and 
armoured forces. Here, however, any withdrawal of the infantry would 
open up the centre and southern sectors of the front to the powerful 
British motorised forces standing ready there. The only thing for us was 
to try to whip out the infantry unexpectedly under cover of darkness, load 
all the units we could on to transport columns and then, after forming 
a wide front with the motorised forces, beat a fighting retreat to the west. 
But first we had to wait for the British to move, to ensure that they would 
be engaged in battle and could not suddenly throw their strength into a 
gap in our front and thus force a break-through. 

Orders were given for the sist Panzer Division to be withdrawn from 
the front line west of Minefields K and L during the night of the 3oth 
and become mobile; it was to be replaced by the Trieste Division. 
These moves were proceeding in the darkness when suddenly a violent 
British barrage dropped on the sector held by the I25th Infantry Regiment 
in the north. Our army and A.A. artillery immediately engaged the 
British assembly areas south of Minefield H, but were unable to break 
up the dense concentration of British infantry and armoured formations 
in this sector. After an hour s barrage, the Australians opened their 
attack by pinning down the I25th Regiment at the front and assaulting 
its flank from the south. At the same time a strong force of British 
armour rolled north from the area north of Hill 28, and overran a light 
artillery battalion of the XXI Italian Corps, whose men, after a gallant 
resistance, either died or fought their way through to the neighbouring 
sector. 

By next morning, the 3ist October, a force of 30 heavy British tanks 
had reached the coast road and attacked part of the 36ist Grenadier 



BATTLE WITHOUT HOPE ALAMEIN 315 

Regiment, which was holding the second line. With the aist Panzer 
Division still in process of handing over to the Trieste, the only unit 
immediately available for the counter-attack was the 5&>th Recon 
naissance Battalion. I immediately drove up to Sidi Abd el Rahman and 
set up my command post east of the mosque. Meanwhile, the enemy had 
forced their way through to the coast and cut off the 125th Infentry 
Regiment. General von Thoma, who appeared at my command post 
with Bayerlein about 10.00 hours, was given command of our counter 
attack, which was to be undertaken by troops of the 2ist Panzer and 
goth Light Divisions. It was to be preceded by heavy dive-bomber attacks 
and a barrage from all the artillery in that sector. 

r> T 3^ OcL 1942 

DEAREST Lu, 

Position very grave again, otherwise all well with me personally. 
I ve got accustomed to the difficult situation. A week ago I was still 
with you, all unsuspecting. 

Our attack went in at about 12.00 hours but failed to penetrate, as 
the enemy broke up and scattered our tanks and infantry with con 
centrated artillery fire and air attacks. However, contact was restored 
with 1 25th Regiment. Later we were able to relieve both battalions 
when a renewed attempt by the striking group under General von Thoma 
succeeded next day in throwing the enemy back across the railway line 
to die south. 

Early in the afternoon of the ist November, I went to Hill 16 with 
General von Thoma, General Sponeck and Colonel Bayerlein to inspect 
the country over which this action had been fought. Visibility was 
excellent. A Red Cross flag was flying from the railway station " The 
Hut " [close to Tell el Eisa md to what the British called Thompson s Post]. 
Seven wrecked tanks lay around " The Hut " alone, and farther on we 
could see another 30 or 40 destroyed British armoured vehicles. The 
British were obviously getting their wounded out, and our artillery had 
accordingly ceased fire. 

That day waves of British aircraft, each of 1 8 to 20 bombers, attacked 
our front north of Hill 28 no less than 34 times. The air was filled with 
hundreds of British fighters, and large numbers of R.A.F. fighter-bombers 
spent the day shooting-up our supply vehicles on the coast road. 

The supply situation remained as wretched as ever, although petrol 
showed a slight improvement as a result of increased supplies brought 
across by air to Tobruk. The ammunition situation was as bad as it 
could be. Only 40 tons had reached the African coast since the beginning 
of the British offensive and we were being forced to the strictest economy. 
We were compelled to issue orders that British assembly areas were to 
be engaged by harassing fire only and not by concentrated fire. 



3*6 THE WAR IN AFRICA SECOND YEAR 

The British had so far used only a few divisions in their front line and 
still disposed of some 800 tanks, which were now assembled before our 
line in the northern sector for a decisive attack. We, on our side, had only 
90 German and 140 Italian tanks to put in the battle. But how the 
situation appeared in Rome is best shown by a signal from Cavallero 
which reached us on the evening of the ist November. 



For FIELD MARSHAL ROMMEL 

The Duce authorises me to convey to you his deep appreciation 
of the successful counter-attack led personally by you. The Duce 
also conveys to you his complete confidence that the battle now in 
progress will be brought to a successful conclusion under your 
command. 

UGO CAVALLERO 

It was soon to be shown that the Fuehrer s H.Q,. was no better 
informed over the situation in Africa. It is sometimes a misfortune to 
enjoy a certain military reputation. One knows one s own limits, but 
other people expect miracles and set down a defeat to deliberate 
cussedness. 

Meanwhile, the reconnaissance reports had come in on the Fuka 
position. Steep declivities rendered its southern end proof against tanks, 
so that we could always hope to hold on there in an emergency until the 
British brought their artillery up, which might give time for reinforce 
ments of some kind to be sent across. 

Probably a hint of what we were doing percolated through some 
channel to the Fuehrer s H.Q,. Anyway, it was already known there 
as I was to learn later that we had worked out a time-table for this 
operation. 



Sunday, i Nov. 1042 
DEAREST Lu, 

It s a week since I left home. A week of very, very hard fighting. 
It was often doubtful whether we d be able to hold out. Yet we did 
manage it each time, although with sad losses. I m on the move a 
lot in order to step in wherever we re in trouble. Things were very 
bad in the north yesterday morning, although it was all more or less 
cleaned up by evening. The struggle makes very heavy demands on 
one s nervous energy, though physically I m quite well. Some 
supplies are supposed to be on their way. But it s a tragedy that this 
sort of support only arrives when things are almost hopeless. 



BATTLE WITHOUT HOPE ALAMEIN 317 

U TO VICTORY OR DEATH" 

The expected British major attack came on the night of the ist 
November. For three hours, shells from hundreds of British guns burst 
in our main defence line, while relays of night bombers attacked the 
German-Italian troops. Then massed British infantry and tanks advanced 
westward to the assault behind a moving curtain of fire. First came a 
heavy thrust against the sooth Infantry Regiment on either side of Hill 
28. The British soon made a penetration and moved on with tanks and 
armoured cars to the west. After some heavy fighting we succeeded in 
halting this advance by throwing in the goth Light Division s reserves. 
The enemy steadily strengthened his forces in the wedge he had driven 
into our line. 

The British XXX Corps 9 attack was on a narrow front (4^000 yards) , but 
made in great depth> by relays, to give it impetus. Two infantry brigades supported 
by the syrd Armoured Brigade drove a lane 4,000 yards long through the enemy s 
new position, clearing the minefields as they advanced. Then the gth Armoured 
Brigade passed through with the aim of advancing 2^000 yards farther and penetrat 
ing RommeFs gun-screen before daylight. It was followed up by the ist 9 yth and 
loth Armoured Divisions. Alexander s dispatch says: " General Montgomery 
issued firm instructions that should XXX Corps not reach its objectives, the armoured 
divisions of X Corps were to fight their way through" But those instructions 
proved unavailing in their immediate application, 

Soon afterwards, massed British formations broke through the I5th 
Panzer Division s front south-west of Hill 28. New Zealand infantry and 
powerful British armoured units according to captured documents, 
there were between 400 and 500 tanks advanced to the west, overran 
a regiment of the Trieste and a German Grenadier Battalion, in spite of 
a gallant resistance, and by dawn reached a point west of Telegraph 
Track. 

According to reports from my artillery observers, there were another 
400 British tanks standing east of the minefields. Isolated groups of 
British tanks and armoured cars succeeded in breaking out to the west 
and started hunting down our supply units. 

^ Nov. 1942 
DEAREST Lu, 

Very heavy fighting again, not going well for us. The enemy, 
with his superior strength, is slowly levering us out of our position. 
That will mean the end. You can imagine how I feeL Air raid after 
air raid after air raid! 

In the early hours of the morning [2nd November] the Afrika Korps 
counter-attacked and achieved some success, although at the cost of 



318 THE WAR IN AFRICA SECOND YEAR 

severe losses in armour, as our tanks were simply no match for the heavy 
British vehicles* The 4,000 yard British penetration in which the enemy 
command had placed, besides the tanks already mentioned, fifteen 
artillery regiments with inexhaustible ammunition was sealed off. It 
was only by the desperate fire of all available artiflery and anti-aircraft 
guns, regardless of the ammunition shortage, that a further British 
penetration was prevented. 

It was now extremely difficult to obtain any clear picture of the 
situation, as all our communication lines had been shot to pieces and most 
of our wireless channels were being jammed by the enemy. Complete 
chaos existed at many points on the front. 

The 2ist and I5th Panzer Divisions those parts of them that were 
not already committed in the front were now put in from the north and 
south respectively to pinch out the enemy wedge. Violent tank fighting 
followed. The British air force and artillery hammered away at our 
troops without let-up. Inside an hour at about midday seven formations, 
each of 18 bombers, unloaded their bombs on my troops. More and 
more of our 88-mnia guns, which were our only really effective weapons 
against the heavy British tanks, were going out of action. Although every 
air protection A.A. gun within reach had been brought up to the front 
we still had only 24 of these guns available for use that day. Soon, almost 
all our mobile forces were committed in the front. We had already 
squeezed every possible reinforcement out of the administrative units, yet 
our fighting strength was now only a third of what it had been at the start 
of the battle. I drove repeatedly to the front and watched the course of 
the battle from a hill. 

The British were shooting up one after the other of the Littorio s 
and Trieste s tanks. The Italian 47-1x101. anti-tank gun was no more 
effective against the British tanks than our own 5O-mm., and signs of 
disintegration were beginning to show among the Italian troops. Units 
of the Littorio and the Trieste were on the run to the west and were no 
longer in the hands of their officers. 

In the early afternoon the gravity of the situation in the north forced 
us to the decision to bring the Ariete up to the north along Telegraph 
Track and thus denude the southern front completely. After some delay 
I succeeded in making contact with Colonel Bayerlein, via the Chief of 
Staff, and notified him of this decision. The Ariete set off for the north 
later that afternoon, bringing with it a large part of the artillery from the 
southern front. I also decided that the time had come to shorten the 
front by pulling the 125* Regiment out of its positions and re-deploying 
it with its front to the east, in line with Telegraph Track. 

In the evening I received reports on die Panzer s Army s supply 
situation. It was absolutely desperate. That day we had fired off 450 
tons of ammunition; only 190 tons had arrived, brought by three 
destroyers to Tobrtik. 



BATTLE WITHOUT HOPE ALAMEIN $19 

The British now had what amounted to complete command of the 
air and sea up to a point beyond Tobruk, and were repeatedly attacking 
the town and harbour from the air. Several ships had been sunk in the 
harbour in the past few day s. Due to our increased movement, the petrol 
situation was also becoming critical again. And we still had the heaviest 
fighting in front of us. 

That evening it became clear that the British were concentrating their 
second-line armour at their point of penetration. So our final destruction 
was upon us. The Afrika Korps had only 35 serviceable tanks left. 

Things looked different on " the other side of the Aitf." The $th Armoured 
Brigade lost 75 per cent of its strength^ having 87 tanks destroyed* and although the 
2nd and 8th Armoured Brigades came up through the lane to reinforce it the attack 
was brought to a standstill by the combination of anti-tank guns ahead and tank 
threats on both flanks. The advance was still hung up throughout the next day, 
the yd November thus providing Rommel with a good chance to slip a&aj. 

This then, was the moment to get back to the Fuka line. Some of our 
rear installations had already been carried off to the west. During the 
night the southern front was pulled back to the positions we had occupied 
before our offensive at the end of August. The I25th Regiment was moved 
into the area south of Sidi Abd el Rahman. Tlie goth Light Division, 
the Afrika Korps and XX Italian Corps were now to withdraw slowly 
enough to enable the foot divisions to march or be transported away. 
Seeing that the British had so far been following up hesitantly and that 
their operations had always been marked by an extreme, often incom 
prehensible, caution, I hoped to be able to salvage at least part of the 
infantry. 

The army s strength was so exhausted after its ten days of battle that 
it was not now capable of offering any effective opposition to the enemy s 
next break-through attempt, which we expected to come next day. With 
our great shortage of vehicles an orderly withdrawal of the non-motorised 
forces appeared impossible. Added to that, the mobile forces were so 
firmly locked in battle that we could not expect to be able to disengage 
all of them. In these circumstances we had to reckon, at the least, with 
the gradual destruction of the army. I reported in these terms to the 
Fuehrer s H.Q,. 

Our intention for the 3rd of November was to withdraw before the 
British pressure to an area running south from a point some 10 miles 
east of El Daba. Our disengagement in the central and southern sectors 
passed unnoticed, although with no vehicles available and most of the 
heavy weapons having to be manhandled, the move went very slowly. 
However, in spite of all difficulties, the southern divisions were in their 
new positions by morning. 



32O THE WAR IN AFRICA SECOND YEAR 

DEAREST Lu, 




army. I wonder if it will succeed. At night I lie open-eyed, 
racking my brains for a way out of this plight for my poor troops. 

We are facing very difficult days, perhaps the most difficult that 
a man can undergo. The dead are lucky, it s all over for them. I 
think of you constantly with heartfelt love and gratitude. Perhaps all 
will yet be well and we shall see each other again. 

The 3rd November will remain a memorable day in history. For 
not only did it become finally clear on that day that the fortunes of war 
had deserted us, but from that day on the Panzer Army s freedom of 
decision was continually curtailed by the interference of higher authority 
in its conduct of operations. 

Already in the morning I had an uncomfortable feeling that in spite 
of our unequivocal situation reports, our higher command had not drawn 
the proper conclusions from the conditions we were facing, and I therefore 
decided to send my A.D.C., Lieutenant Berndt, to report direct to the 
Fuehrer. Berndt was to leave the Fuehrer s H.Q. in no doubt about our 
situation and was to indicate that the African theatre of war was probably 
already lost. He was to demand the fullest freedom of action for the 
Panzer Army. I wanted at all costs to avoid playing into the hands of 
the British in their efforts to surround and destroy us. I intended to fight 
delaying actions in as many intermediate positions as possible, forcing 
the enemy to bring up his artillery each time, and to avoid any decisive 
battle until either we had grown strong enough for it or the bulk of the 
African Army had been carried across to Europe, with only a small part 
left in Africa to cover the retreat. 

At nine in the morning I drove east along the coast road as far as 
Forward H.Q,. Large numbers of vehicles, mainly Italian, were jammed 
up on the road, but surprisingly there were no British fighter-bombers 
about. At about 10.00 hours General von Thoma and Colonel Bayerlein 
reported that the British were lying in a semicircle in front of the Afrika 
Korps, which still possessed 30 serviceable tanks. The British were 
making only probing and local attacks and appeared to be reorganising 
and supplying their formations. The moment seemed propitious, and 
I gave orders for part of the Italian formations to inarch off. Despite 
our frequent reminders, the vehicles promised by Barbassetti had still 
not arrived, and so the Italians had to march. Dense columns of vehicles 
were already streaming westwards. The Italian infantry marched off 
and soon the road was full of trafEc. But the British soon spotted our 
move and attacked the coast road with about 200 fighter-bombers. Their 
bomber squadrons were, also extremely active that day. The Afrika 



BATTLE WITHOUT HOPE ALAMEIN 321 

Korps alone was attacked no less than eleven times during the morning 
by strong formations of bombers. 

At about midday I returned to my command post, only just escaping, 
by some frantic driving, a carpet of bombs laid by 18 British aircraft. 
At 13.30 hours an order arrived from the Fuehrer. It read in roughly 
the following words: 1 



To FIELD MARSHAL ROMMEL 

In the situation in which you find yourself there can be no other 
thought but to stand fast and throw every gun and every man into 
the battle. The utmost efforts are being made to help you* Your 
enemy, despite his superiority, must also be at the end of his strength. 
It would not be the first time in history that a strong will has triumphed 
over the bigger battalions. As to your troops, you can show them 
no other road than that to victory or death. 

ADOLF HITLER 



This order demanded the impossible. Even the most devoted soldier 
can be killed by a bomb. In spite of our unvarnished situation reports, 
it was apparently still not realised at the Fuehrer s H.Q,. how matters 
really stood in Africa. Arms, petrol and aircraft could have helped us, 
but not orders. We were completely stunned, and for the first time 
during the African campaign I did not know what to do. A kind of 
apathy took hold of us as we issued orders for all existing positions to be 
held on instructions from the highest authority. I forced myself to this 
action, as I had always demanded unconditional obedience from others 
and, consequently, wished to apply the same principle to myself. Had 
I known what was to come I should have acted differently, because from 
that time on, we had continually to circumvent orders from the Fuehrer 
or Duce in order to save the army from destruction. But this first instance 

1 Rommel gives a shortened version of the order. The full version reads as follows : 
To FIELD MARSHAL ROMMEL 

It is with trusting confidence in your leadership and the courage of the German- 
Italian troops under your command that the German people and I are following the 
heroic struggle in Egypt. In the situation in which you find yourself there can be no 
other thought but to stand fast, yield not a yard of ground and throw every gun and 
every man into the battle. Considerable air force reinforcements are being sent to C.- 
in-C. South. The Duce and the Commando Supremo are also making the utmost 
efforts to send you the means to continue the fight. Your enemy, despite his superiority, 
must also be at the end of his strength. It would not be the first time in history 
that a strong will has triumphed over the bigger battalions. As to your troops, you can 
show them no other road than that to victory or death. 

ADOLF HITLER 



322 THE WAR IN AFRICA SECOND YEAR 

of interference by higher authority in the tactical conduct of the African 
%var came as a considerable shock. 1 

Movements in progress to the west were stopped and everything 
possible was done to strengthen our fighting power. To the Fuehrer we 
reported that any further stand in the positions which the Panzer Army 
was then holding would mean the inevitable loss of the army, and thus 
of the whole of North Africa. 

The order had a powerful effect on the troops. At the Fuehrer s 
command they were ready to sacrifice themselves to the last man. An 
overwhelming bitterness welled up in us when we saw the superlative spirit 
of the army, in which every man, from the highest to the lowest, knew 
that even the greatest effort could no longer change the course of the 
battle. 

Not until the afternoon did the British follow up the X Italian Corps* 
withdrawal in the southern sector, having spent the morning pouring 
artillery fire into the abandoned positions. Attacks on the corps northern 
flank were beaten off. This corps suffered particularly badly from the 
activities of enemy armoured cars behind our front. 2 A considerable 
number of these vehicles had broken through our line and were harassing 
our supply traffic, rendering the supply of X Corps* troops, even with 
the barest minimum of water and rations, almost an impossibility. 
Finally, we had to use Italian armoured cars to protect our supply 
convoys. 

The Bologna Division was already on the march to the west and 
Italian staff officers had great trouble in getting it back to the front, for 
its march columns were almost impossible to locate. 

3 NOD. 1942 
DEAREST Lu, 

The battle still rages with unspent fury. I can no longer, or 
scarcely any longer, believe in its successful outcome. Berndt flies to 
the Fuehrer to-day to report. 

Enclosed 25,000 lire that I ve saved. 

What will become of us is in God s hands. . . 
P.S. Have Appel exchange the lire. Currency regulations! 

In the evening I sent Lieutenant Berndt off to the Fuehrer s H.Q. 
He was^ to report that if the Fuehrer s order were upheld, the final 
destruction of the German-Italian Army would be a matter of days only, 

l NoU by Manfred Rommel. The existence of such passages as this caused my father to 
decide, in 1944, to burn that part of the manuscript dealing with El Alamein. His death 
on 1 4th October of that year prevented him carrying out his design. 

*The Royal Dragoons armoured cars had slipped through the German anti-tank 
screen in the dawn mist on the and, and were followed later by the 4th South African 
Armoured Car Regiment. 



BATTLE WITHOUT HOPE ALAMEIN 323 

and was to add that we had already suffered immense harm because of it. 
Later that night Berndt informed me from M ersa M atrah that hundreds 
of low-flying aircraft had attacked the densely crowded road, packed 
with two lines of traffic, continuously from nightfall at about 17.00 hours 
until his arrival in Mersa Matruh at 21.00 hours. The road was blocked 
at many points by burning vehicles and vast traffic jams had developed. 
In many cases drivers and men had abandoned their vehicles and fled 
westwards on foot. Abandoned tanks and vehicles stood at many points 
on the road. 

The night of the 3rd November also passed without any particular 
move from the British. This was all so much lost time for us, for we could 
meanwhile have got the whole of our force back to Fuka in all pro 
bability with only small casualties. I had not dared hope that the 
British commander would give us such a chance. And now it was passing 
unused. 

On the morning of the 4th November, the Afrika Korps under 
General von Thoma, adjoining the goth Light Division under General 
von Sponeck, held a thin semicircular line on either side of Tell el 
Mampsra, extending to a point some 10 miles south of the railway line, 
where it linked up with the Italian Armoured Corps, consisting of the 
Ariete and the remnants of the Littorio and Trieste. The south was held 
by the Italian Trento Division, Parachute Brigade Ramcke, and X 
Italian Corps. 

After about an hour s artillery preparation, the British opened their 
attack at about 8 a.m. By throwing in all their strength, the Afrika 
Korps which General von Thoma commanded in the front line and 
the goth Light Division succeeded in beating off enemy attacks supported 
by about 200 tanks, which went on till midday. The German Panzer 
Corps had only 20 serviceable tanks left. 

Alexander s dispatch states: " Our casualties were a negligible factor as far 
as the pursuit was concerned; on 4th November the Eighth Army could put in the 
field very nearly six hundred tanks against eighty German" 

The number of German tanks left Jit for action was fewer even than was 
supposed. More than 500 British tanks had been disabled in the struggle, nearly 
three times as many as the Germans had lost, but the British could afford it, and 
the adverse rate of attrition had been highly profitable on balance. It ensured 
ultimate victory provided that the commanders 9 resolution and their troops* endurance 
did not fail. That was the crux of the issue. 

Field Marshal Kesselring arrived at my H.Q,. during the morning. 
As I imagined that the Fuehrer had based his decision on optimistic 
situation reports sent back by the Luftwaffe, some angry words passed 
between us. Kesselring thought that the Fuehrer had learnt from his 
experience in the East that, in circumstances like these, the front must 
be held at all costs. I said to him very clearly: " So far I ve always taken 
it for granted that the Fuehrer left the command of the army to me. 



324 THE WAR IN AFRICA SECOND YEAR 

This crazy order has come like a bombshell. He can t just blindly apply 
experience he s gained in Russia to the war in Africa. He really should 
have left the decision here to me/ 1 

In actual fact, the Fuehrer s order had been based on other, quite 
different grounds as was to become increasingly clear as time went on. 
Paradoxical though it may sound, it was the custom at the Fuehrer s H.Q,. 
to subordinate military interests to those of propaganda. They were 
simply unable to bring themselves to say to the German people and the 
world at large that Alamein had been lost, and believed they could avert 
its fate by a " Victory or Death " order. Until this moment we in 
Africa had always had complete freedom of action. Now that was over. 

After the conference with Kesselring, I drove to Afrika Korps H.Q. 
which was housed in a dugout a few miles west of the front. Before 
leaving I had telephoned Bayerlein to tell him that the goth Light 
Division was now bulging badly to the east and that the Afrika Korps 
should only withdraw slowly if British pressure became too strong. On 
my arrival at Corps H.Q. their la reported that the British had not yet 
brought artillery up to the Afrika Korps* front, and that all their attacks 
so far appeared to have been halted. 

I now heard by telephone from my Chief of Staff, Westphal, that 
the British had broken through the XXI Corps* front south of XX Corps, 
and that units of the XXI Corps were retreating westwards. The Italian 
anti-tank guns were simply useless against the heavy British tanks. At 
about 10.00 hours a powerful force of British armour had appeared in 
front of the XX Corps and shortly afterwards the Italian divisions, their 
artillery in particular, had come under intensely heavy artillery fire and 
continuous R.A.F. bombing attacks. Westphal added that the situation 
was very serious and that a violent armoured battle was now in progress. 

At about 13.00 hours, Bayerlein arrived back at Afrika Korps H.Q,. 
from the front, and reported on the Korps situation. The Korps 
Kampfstaffel* had been holding the centre of the line at Tell el Mampsra, 
with 2 ist Panzer Division to its north and I5th to its south. The two 
divisions had managed to dig in reasonably well. But Bayerlein went 
on to say that the Kanipfstqffel had been wiped out and that it had been 
impossible to persuade General von Thoma to leave the front line, where 
he had probably sought his death. Bayerlein had escaped on foot at the 
last moment just as the British tanks were preparing to overrun the hill 
Tell el Mampsra where the vehicles and equipment of the shattered 
Kampfstaffel were burning and break through to the west. 

Enormous dust-clouds could be seen south and south-east of head- 

Wote by Manfred Rommel Kesselring did, in fact, discuss with my father the possibility 
of circumventing Hitler s order. Kesselring gave it as his view that Rommel, as the 
man on the spot, should do what he thought was right. 

*As earlier mentioned this was a combat unit of about company strength, which had 
originally been formed to protect Corps H.Q.,, but was always employed on special 
combat tasks. 



BATTLE WITHOUT HOPE ALAMEIN 

quarters, where the desperate struggle of the small and inefficient Italian 
tanks of XX Corps was being played out against the hundred of so 
British heavy tanks which had come round their open right flank, I was 
later told by Major von Luck, whose battalion I had sent to close the gap 
between the Italians and the Afrika Korps, that the Italians, who at that 
time represented our strongest motorised force, fought with exemplary 
courage. Von Luck gave what assistance he could with his guns, but was 
unable to avert the fate of the Italian Armoured Corps. Tank after tank 
split asunder or burned out, while all the time a tremendous British barrage 
lay over the Italian infantry and artillery positions. The last signal came 
from the Ariete at about 15.30 hours: 

" Enemy tanks penetrated south of Ariete, Ariete now encircled. 
Location 5 km. north-west Sir el Abd. Ariete s tanks in action." 

By evening the XX Italian Corps had been completely destroyed 
after a very gallant action. In the Ariete we lost our oldest Italian 
comrades, from whom we had probably always demanded more than 
they, with their poor armament, had been capable of performing. 

A view over the battlefield from Corps H.Q, showed that strong 
British tank formations had also broken through the Afrika Korps and 
were pressing on to the west. 

Thus the picture in the early afternoon was as follows: on the right 
of the Afrika Korps, powerful enemy armoured forces had destroyed 
the XX Italian Motorised Corps, and thus burst a 1 2-mile hole in our 
front, through which strong bodies of tanks were moving to the west. 
As a result of this, our forces in the north were threatened with encircle 
ment by enemy formations twenty times their superior in tanks. The goth 
Light Division had defended their line magnificently against all British 
attacks, but the Afrika Korps line had been penetrated after a very 
gallant resistance by their troops. There were no reserves, as every 
available man and gun had had to be put into the line. 

So now it had come, the thing we had done everything in our power 
to avoid our front broken and the fully motorised enemy streaming 
into our rear. Superior orders could no longer count. We had to save 
what there was to be saved. After a preliminary talk with Colonel 
Bayerlein, who had now assumed command of the Afrika Korps again, I 
issued orders for the retreat to be started immediately. General von 
Thoma had tried to prevent the British break-through with his KampJ- 
staffel and, as we heard later over the British news service, had been 
taken prisoner after the destruction of his force. 

This decision could at least be the means of saving the motorised 
part of the Panzer Army from destruction, although the army had already 
lost so much as a result of the 24-hour postponement of its retreat 
including practically the whole of its infantry and large numbers of tanks, 
vehicles and guns that it was no longer in a position to offer effective 



3*6 THE WAR IN AFRICA SECOND YEAR 

opposition to the British advance at any point. Orders for the retreat 
went out at 15.30 hours, and the movement began immediately. 

There was now no chance of getting order into our columns, for 
nothing short of a quick retreat could save us from the British air attacks, 
which reached a climax that day. Anything that did not immediately 
reach the road and race off westwards was lost, for the enemy followed 
us up over a wide front and overran everything that came in his path. 

Next morning far too late signals arrived from the Fuehrer and 
the Commando Supremo authorising the withdrawal of the army to 
the Fuka position. 



CHAPTER XV 

ALAMEIN IN RETROSPECT 



WE HAD lost the decisive battle of the African campaign. It was decisive 
because our defeat had resulted in the loss of a laige part of our infantry 
and motorised forces. The astonishing thing was that the authorities, 
both ^Gcrman and Italian, looked for the fault not in the failure of 
supplies, not in our air inferiority, not in the order to conquer or die at 
Alamein, but in the command and troops. The military career of most of 
the people who aimed these accusations at us was notable for a consistent 
absence from the front, on the principle of " umt vom Sckuss gibt all* 
Kricgtr " " far from the battle makes old soldiers/ 

It was even said that we had thrown away our weapons, that I was 
a defeatist, a pessimist in adversity and therefore largely responsible. 
My refusal to sit down under this constant calumny aimed at my valiant 
troops was to involve me later in many violent arguments and rows* 
Our old ill-wishers particularly men who had always resented our success 
drew from our defeat the courage to vilify us, where previously they 
had had to keep silent The victim of it all was my army, which, after 
my departure from Tunis, fell to a man into British hands, while highly 
qualified armchair strategists were still entertaining ideas about operations 
against Casablanca. 

The fact is that there were men in high places who, though not without 
the capacity to grasp the facts of the situation, simply did not have the 
courage to look them in the face and draw the proper conclusions. They 
preferred to put their heads in the sand, live in a sort of military pipe- 
dream and look for scapegoats whom they usually found in the troops 
or field commanders* 

Looking back, I am conscious of only one mistake that I did not 
circumvent the " Victory or Death " order twenty-four hours earlier. 
Then the army would in all probability have been saved, with all its 
infantry, in at least a semi-battleworthy condition. 

To leave future historians in no doubt as to the conditions and 
circumstances under which both troops and command had to labour at 
El Alamein, I give the following summary: 

3*7 



328 THE WAR IN AFRICA SECOND YEAR 

The first essential condition for an army to be able to stand the strain 
of battle is an adequate stock of weapons, petrol and ammunition. In 
fact, the battle is fought and decided by the Quartermasters before the 
shooting begins. The bravest men can do nothing without guns, the guns 
nothing without plenty of ammunition, and neither guns nor am 
munition are of much use in mobile warfare unless there are vehicles 
with sufficient petrol to haul them around. Maintenance must also 
approximate, both in quantity and quality, to that available to the 
enemy. 

A second essential condition for an army to be able to stand in battle 
is parity or at least something approaching parity in the air. 1 If the 
enemy has air supremacy and makes full use of it, then one s own com 
mand is forced to suffer the following limitations and disadvantages : 

By using his strategic air force, the enemy can strangle one s 
supplies, especially if they have to be carried across the sea. 

The enemy can wage the battle of attrition from the air. 

Intensive exploitation by the enemy of his air superiority gives 
rise to far-reaching tactical limitations (already described) for one s 
own command. 

In future the battle on the ground will be preceded by the battle in 
the air. This will determine which of the contestants has to suffer the 
operational and tactical disadvantages detailed above, and thus be forced, 
throughout the battle, into adopting compromise solutions. 

In our case, neither of the conditions I have described were in the 
slightest degree fulfilled and we had to suffer the consequences. 

As a result of British command of the air in the Central Mediterranean, 
and of other reasons I have already given, the army s supplies were barely 
sufficient to keep life going, even on quiet days. A build-up for a defensive 
battle was out of the question. The quantity of material available to the 
British, on the other hand, far exceeded our worst fears. Never before 
in any theatre of war had such a vast quantity of heavy tanks, bombers 
and artillery, with inexhaustible supplies of ammunition, been engaged 
on so short a front as at El Alamein. 

British command of the air was complete. On some days they flew 
800 bomber sorties and 2,500 sorties of fighters, fighter-bombers and 
low-flying aircraft. We, on the other hand, could fly at the most 60 
dive-bomber and 100 fighter sorties. 2 And this number continually 
decreased. 

Pommel s conclusion here would seem to be brought in question by the successes 
he achieved under conditions of air inferiority. At the same time the effect of the handicap 
becomes very clear in studying his account the much increased demands on tactical 
skill and also the much-increased risks. 

*This figure refers to the German air force only. The Italians also flew about 100 
sorties. See page 335 for German figures. 



ALAMEIN IN RETROSPECT 

The principles of British command had on the whole not altered ; 
method and rigid adherence to system were still the main feature of their 
tactics. But on this occasion the British principles actually helped the 
Eighth Army to victory, for the following reasons: 

(a) There was no open desert fighting, as our motorised forces were 
drawn to the front to support the frontally engaged infantry 
divisions. 

(b) The British had such superiority in weapons, both in quality and 
quantity, that they were able to force through any and every 
operation. 

The methods which the British employed for the destruction of my 
force were conditioned by their overwhelming material superiority. 
They were based on: 

Extreme concentrations of artillery fire. 

Continuous air attacks by powerful waves of bombers. 

Locally limited attacks, executed with lavish use of material and 
manifesting an extremely high state of training, fully in line with 
previous experience and the conditions under which the battle was 
fought. 

For the rest, the British based their planning on the principle of exact 
calculation, a principle which can only be followed where there is 
complete material superiority. They actually undertook no operations 1 
but relied simply and solely on the effect of their artillery and 
air force. Their command was as slow as ever in reacting. When we 
embarked on our retreat on the night of the 2nd November, a long time 
elapsed before the British forces started their pursuit and, but for the 
intervention of that unfortunate order, we would probably have been 
able to escape to Fuka with the bulk of our infantry. Their command 
continued to show its customary caution and lack of resolute decision. 
Thus they repeatedly allowed their armoured formations to attack 
separately, instead of throwing in the 900 or so tanks, which they could 
safely have committed on the northern front, in order to gain a quick 
decision with the minimum of effort and casualties. In fact, only half that 
number of tanks, acting under cover of their artillery and air force, would 

J The term " operations " has a more specific meaning in German military language 
than in English covering the intermediate sphere between strategy and tactics, and 
being applied to generalship in the handling of forces in the field. The German sense is 
best expressed in the now little-used term " grand tactics." In the German Army^ the 
distinctive sense given to " operations " and k operational " helped to develop the idea 
of manoeuvre in contrast to battering-ram tactics to sheer massing of superior weight 
in men and weapons. But it tended to overshadow the importance of strategy, and the 
extent to which action in the field is subject to factors of a wider kind. 



330 THE WAR IN AFRICA SECOND YEAR 

have sufficed to destroy my forces, which frequently stood immobile on 
the battlefield. These piecemeal tactics also caused the British themselves 
very high casualties* In all probability their command wanted to hold 
back its armour for the pursuit, as their assault formations could not 
apparently be regrouped quickly enough to follow up. 1 

In the training of their armoured and infantry formations the British 
command had made excellent use of the experience they had gained in 
previous actions with the Axis forces although, of course, the new 
methods they used were only made possible by their vast stocks of am 
munition, material and new equipment. These methods are described 
in detail in the following: 

Tank Tactics 

Here the new British methods were made possible by the use of new 
tanks, more heavily gunned and armoured than ours (including the Grant, 
Lee and Sherman; the heavy Churchill is ako said to have put in an 
appearance 2 ), and their inexhaustible supplies of ammunition. 

With the light tanks sent out in advance, the heavier, gun-carrying 
tanks remained more and more in the rear. The task of the light tanks 
was to draw the fire of our anti-tank and anti-aircraft guns and armour. 
As soon as our guns and t^nks had given away their positions, the heavier 
British tanks opened a destructive fire on all die targets they had located, 
from a range of up to 2,700 yards and, if possible, from the rear slope of 
a hill. Their fire seemed always to be directed by the commander of the 
squadron. The vast quantities of ammunition which this system needed 
were continually fed forward in armoured machine-gun carriers. By this 
means the British shot up our tanks, machine-gun nests and anti-aircraft 
and anti-tank gun positions at a range at which our own guns were 
completely incapable of penetrating their heavier tanks and could not, 
in any case, have afforded the ammunition they would have needed to 
shoot themselves in. 

Artillery Tactics 

The British artillery once again demonstrated its ^ well-known 
excellence. A particular feature was its great mobility and tremendous 
speed of reaction to the needs of the assault troops. The British armoured 
units obviously carried artillery observers to transmit the needs of the 
front back to the artillery in the shortest possible time. In addition to 
the advantage given by their abundant supplies of ammunition, the 
British benefited greatly from the long range of their guns, which enabled 
them to take the Italian artillery positions under fire at a range at which 
the Italian guns, most of which were limited to 6,000 yards, were com- 

^ommel s impression was mistaken. See note on page 342. 

8 Four of the Churchill tanks were present in this battle. 



ALAMEIN IN RETROSPECT 331 

plctely unable to hit back. As by far the greater part of our artillery 
was made up of these obsolete Italian guns, this was a particularly 
distressing circumstance for us* 

Infantry Tactics 

When our defence had been shattered by artillery, tanks and air 
force, the British infantry attacked. 

With our outposts pinned down by British artillery fire their positions 
had been located long before by air reconnaissance highly-trained 
British sappers, working under cover of smoke, cleared mines and cut 
broad lanes through our minefields. Then the tanks attacked, followed 
closely by infantry. With the tanks acting as artillery, British storming 
parties worked their way up to our defence posts, suddenly to force their 
way into our trenches and positions at the point of the bayonet. Every 
thing went methodically and according to a drill. Each separate action 
was executed with a concentration of superior strength. The artillery 
followed up dose behiftd the infantry in order to crush any last flickers 
of resistance. Success was not usually exploited in any depth but was 
confined to occupation of the conquered positions, into which reinforce 
ments and artillery were then brought up and disposed for defence. 
Night attacks continued to be a particular speciality of the British. 1 

Was there an Alternative? 

As I have already explained at length, our own dispositions at the 
outset of the battle were guided by the experience we had gained in 
previous actions. Having once installed our infantry in the Alamein line, 
we were bound to accept battle there in spite of the enemy s immense 
superiority in artillery and ammunition. Had we withdrawn immediately, 
we would have had to abandon all the ammunition we had piled up at 
Alamein having no transport to move it back without having any 
worthwhile supplies in the rear to replace it* Quite apart from the heavy 
losses which the non-motorised infantry would probably have suffered 
during the retreat, we would also have lost the advantage of prepared 

l This development had an interesting background. The value of attacking under 
cover of darkness was urged by one or two military thinkers after World War I, but 
disputed by most soldiers on the score that the risks of confusion were too great. Eventually 
the argument for night attack convinced a War Office Committee appointed in 1932, 
but the recommendations of this coaaomittee were still resisted or neglected by the majority 
of commanders. One of the few exceptions was Sir Frederick Pile, a dynamic tank leader 
who was then commanding an infantry brigade in Egypt. He took up the theory 
enthusiastically and developed an intensive system of night attack training in the desert. 
At that time Montgomery was one of his battalion commanders, and, although at first 
sceptical, was converted by experience of these trials. When Montgomery returned to 
"** Tpt in 1942 to take over command of the Eighth Army, he made the fullest use of 

fit attacks in all his offensives as his key method of breaking into the enemy front. 



332 THE WAR IN AFRICA SECOND YEAR 

positions, for no defences had yet been constructed at Fuka. As it was, 
the British suffered considerable losses in our minefields and we managed 
to shoot off at them almost all the ammunition we had stored in the 
Alamein line, 

Our tactical reactions during the battle were guided by the needs of 
the situation and the extent of our material resources, which were small 
enough. 

After the battle, with all the experience it had brought us, I had an 
idea for a plan which might have enabled us to put up a more successful 
defence of Western Egypt against an enemy with the material strength 
of Montgomery s army, attacking from Alexandria. Not that we, of 
course, could ever have put the plan into effect; our petrol shortage 
would have seen to that. Moreover, we had tied up too much of our 
material- material which was now irreplaceable in the construction of 
the Alamein line. However, I mention the plan here because it contains 
one or two points of substance. 

It would first have been necessary to establish the non-motorised 
infantry in the Fuka line, using the maximum possible number of mines 
and with positions constructed similarly to those at El Alamein. The 
line at Fuka, like that at El Alamein, rested in the south on the Qattara 
depression and thus could not be turned. It had the additional advantage 
that steep declivities rendered some twelve miles of it in the south 
impassable to tanks and vehicles. 

The El Alamein line would have been held by motorised formations 
and reconnaissance units, while the motorised forces located between 
Alamein and Fuka would have been grouped for a mobile defence. 

On the British launching their attack, the action would probably 
have developed on something like the following lines: The British 
motorised forces would have thrust forward into open country, following 
up our reconnaissance and motorised forces, which would have withdrawn 
from the Alamein line. Then, in a position favourable to ourselves, battle 
would have been joined between our mobile forces and the British, who 
would now have been without the protection of their artillery regiments. 
In this battle, which would have been fought in front of the Fuka line, 
our armour would not, of course, have been capable of standing up to 
the powerful British striking groups for long. However, experience 
indicated that we would probably have been able to force the over 
cautious British into more than one difficult tactical situation and to 
inflict considerable losses on their striking forces. When the moment 
came, as it was bound to come, that the British had concentrated their 
forces on the battlefield and were threatening to get the upper hand 
in other words, when there was a danger that a continuation of the 
mobile battle would work more to their advantage than to ours we 
would have had to extricate our motorised forces from the battle and 
bring them back behind the German-Italian line before their losses had 



ALAMEIN IN RETROSPECT 333 

become too great. The sole purpose of this mobile fighting in front of 
the Fuka line would have been to soak up some of the British striking 
power. 

In the absence of their massive artillery support, a British attack at 
Fuka against a line similarly constructed to that at E! Alamein, would 
have met with a bloody rebuff. They would have been forced to bring 
up their artillery, and this would have meant moving all their installations 
forward. Thus we would have been given a reprieve during which many 
things could have happened. The Nebclwerfer regiment might have 
come across, we might indeed have actually received our " Tigers " 
at the very least, somebody might have done something to improve the 
supply situation. Even so, it is still very doubtful whether we could have 
held out in the African theatre any longer than we actually did. I only 
include these notes because several of my later plans and actions in 
Tripolitania and Tunisia were based on principles which had been 
formed out of our experience at El Alamein. 

I have said that our defence plan was a compromise. There was no 
real redress either for our inferiority in the air or for the supply situation; 
nor was it possible to motorise the infantry. It was left to the command 
in Africa to cope with these problems as best it could. 

Such a compromise can be no ideal solution. We simply did what we 
could, with our very meagre resources, to come to terms with the 
unalterable disadvantages under which we suffered. It was a matter of 
getting the best out of a hopeless situation. Armed with a pitch-fork, the 
finest fighting man can do little against an opponent with a tommy-gun 
in his hands. 

No one can say that we had not given warning, months before the 
British offensive, that the army would be unable to fight a successful 
defence, unless a minimum specific build-up was created in Africa and 
unless certain specific quantities of reinforcements and replacement 
material reached African soil. That this was not done, was very well known 
to the people who later flung the most mud. To quote only one example 
instead of the thirty issues of petrol I had demanded, we had had three. 
The figure I had given for our material requirements had been based on 
the anticipated increase In British strength. I could not of course have 
foreseen just how great the strength of the British was actually to be. 

In these circumstances, there was never any chance of the army 
achieving success at El Alamein. Our sole advantage, compared with 
the many afforded to the enemy, was the possession of prepared positions; 
but these were soon stormed, after a terrible artillery and air bombard 
ment, by British infantry, who gnawed their way yard by yard into our 
defence system. One sector after another of the northern front fell into 
British hands, until finally the Axis troops lost the whole of the northern 
part of their line, A further stand at El Alamein was then senseless, for 
not only were the defending forces exposed to the full weight of the 



334 THE WAR IN AFRICA SECOND YEAR 

enemy s non-stop air attacks in roughly improvised positions, but also 
the vehicle assemblies were being obliterated by the torrential British 
artillery fire. That way lay destruction* 

Our counter-attacks early in the battle could not be made with a 
concentration of strength, as British assembly areas in the southern sector 
gave us good cause to fear that if we drew off all the motorised forces 
they would attack there as well. And the shortage of petrol would never 
have allowed us to move the Ariete and 2ist Panzer Division back there 
again. At that stage of the battle, therefore, it was too great a risk to 
draw off all our motorised forces from the southern front to the north. 

There is another very important point to be taken into account. Any 
formation we employed on the northern front was ground away by the 
British bombing and drum-fire far more quickly than were the attacking 
British by our defensive fire. The units which remained in their start 
ing positions mostly had their vehicles dug in and were comparatively 
seldom attacked. But the northern sector was like a mill. Everything 
that went into it, regardless of quantity, was ground down to dust. 

The bravery of the German and of many of the Italian troops in this 
battle, even in the hour of disaster, was admirable. The army had behind 
it a record of eighteen magnificent months, such as has seldom been 
equalled, and every one of my soldiers who fought at Alamein was 
defending not only his homeland, but also the tradition of the Panzer 
Army " Afrika". The struggle of my army, despite its defeat, will be a 
glorious page in the annals of the German and Italian peoples. 



ALAMEIN IN RETROSPECT 



3S5 



SORTIES BY THE GERMAN LUFTWAFFE DURING THE 
BATTLE OF EL ALAMEIN 1 



Date 


Told Sorties 


Fighter Sorties 


Tons of Bombs 
Dropped 


24/10/42 


107 


69 


5.0 


25/10/42 


140 


49 


22.0 


26/10/42 


"3 


3 


28.1 


27/10/42 


47 


78 


29.1 


28/10/42 


163 


1 06 


20.2 


29/10/42 


196 


129 


29.1 


30/10/42 


200* 


125* 


30-5 1 


31/10/42 


242 


128 


43-3 


1/11/42 


141 


80 


12.8 


2/11/42 


175 


in 


20.7 



figures were given to Rommel by General Setdemann, Commander 
Luftwaffe in Africa. 

figures for 30/10/4? are estimate* only. 



336 



THE WAR IN AFRICA SECOND YEAR 



BATTLE STRENGTH, ACCORDING TO RETURNS, OF 

GERMAN-ITALIAN ARMOURED FORMATIONS DURING 

THE BATTLE OF EL ALAMEIN 



Nature of Action 


Date 


No. of Tanks held by German and 
Italian Formations 


Defence and counter 
attacks with limited 
objective 

Decisive break 
through 


24/10/42 


PANZER II, III, IV 


M-TANK 


L-TANK 


219 


3 l8 


2! 


25/10/42 


154 


270 


21 


26/10/42 


162 


221 


21 


27/10/42 


137 


210 


21 


28/10/42 


81 


197 


21 


29/10/42 


109 


190 


21 


30/10/42 


116 


201 


21 


31/10/42 


106 


198 


21 


1/11/42 


109 


l8 9 


21 


2/11/42 


32 


I40 1 


I5 1 


3/11/42 


24 


I20 1 


o 1 


4/11/42 


12 









JEstimates only. 



CHAPTER XVI 

THE GREAT RETREAT 



ON THE night of the 4th November, the army retreated to Fuka, The 
movement was made over a broad front, mainly through the open desert, 
as the coast road was continuously bathed in the brilliant light of British 
flares and under non-stop RAF. attack. It was a race between the 
British armour and ourselves, both striving for the same goal 

The ist and roth Armoured Divisions, after breaking out, wm told to drive 
north-westwards and get astride the coast road at Doha and Galal, west of Daba. 
The yth Armoured Division and the Mew Zealand Division, with armoured troops 
attached^ were sent on a wider circuit through the desert, and directed on Fuka. 

On the evening of the $h November these pursuit forces were well in rear of 
Rommel s battered army, whose retreat had been delayed by Hitlers intervention. 
Yet by the following afternoon the bulk of the remaining German troops, who were 
motorised, had managed to slip through the series of" trap doors" and had regained 
a good chance of escaping. It is not easy to see how they succeeded especially in 
mew of the disorder and congestion on the coast road in running the gauntlet 
of air and ground attack. 

After the event, the failure to block their escape was ascribed to the intervention 
of sudden rain Montgomery said, in his account, " only the rain on 6th and jth 
November saved them from complete annihilation" The downpour that began on 
the evening of the 6th helped the later stages of formers " get-away" but by 
then its prospects were already becoming better. The most crucial stage of the 
pursuit was during the day and night of the 4th, During that period, escape looked 
hardly possible. But while Rommel s troops were spurred on by desperation, Mont 
gomery s were slowed down by the natural reaction that followed their hard and 
prolonged efforts in the battle. The magic of RommeFs reputation, particularly 
for table-turning ripostes, also induced caution. Moreover, the most promising of 
the initial cut-off strokes were retarded by halting for the night, for fear of confusion 
in the dark, instead of driving on to block the coast road. 

In the next stage, the pursuit suffered not only from the impeding mud but from 
lack of sufficient petrol to maintain the momentum. 

Many of my units were so short of vehicles that they had to be made 
dependent on the transport of the armoured formations. Even so, they 
were frequently hard put to it to save their men, as the distance to Fuka 

337 



338 THE WAR IN AFRICA SECOND YEAR 

was 60 miles. The paratroopers and Italians in the south had to march. 
It had, as I have already said, been impossible to provide proper main 
tenance for the troops in the south for some days, due to the activities 
of British armoured cars which had penetrated our line and disturbed 
our supply traffic. As a result these formations suffered severely from 
petrol and water shortage. 

When all the necessary orders had been issued, my headquarters also 
moved off shortly after nightfall from the area south-west of El Daba 
and drove back to Fuka along the southern side of the railway. It was a 
pitch-dark night and the vehicles often drove off the track and up to 
their axles into sand-drifts, from which they had to be hauled out each 
time and man-handled by all hands back to the track. It brought to my 
mind the desperate attempt we had made to get to Alexandria after our 
victory at Tobruk, Then my troops, exhausted after their long battle 
but nevertheless afire with enthusiasm, had crossed this self-same stretch 
of country to grasp at our one and only chance of finally seizing the 
initiative in Africa. But our supplies had let us down and now we were 
reaping the consequences. Thoughts were bitter on that night of defeat. 

Towards morning [j/A November] we reached the wire round the 
Fuka airfield where we had to halt. The coast road to our right was still 
brilliant with the light of flares and British bombs were still falling among 
our lorry columns. After stopping for several hours on the airfield we 
drove on again at dawn to a hill two miles to the south-west, where we 
set up the Panzer Army s H.Q,. 

The authorisation for the retreat, which had now arrived far too 
late from the Fuehrer and Duce, charged us with the duty of extricating 
all German and Italian troops, especially the non-motorised units. We 
could do nothing but shrug our shoulders, for extricating the infantry 
was precisely what the original order had prevented us from doing. 
Moreover, had we waited for the authorisation we would have lost not 
only the infantry but also the armoured and motorised divisions. Now 
only Fate could show whether the British would permit us to stay at 
Fuka long enough for the Italian and German infantry to catch up. 

It was my intention to hold on there with the motorised forces until 
either the infantry withdrawal was complete, or until the British, who at 
that time had complete command of the situation and could dictate the 
speed of our retreat, were poising themselves to strike the final blow at 
our motorised forces. If it came to the latter, I would have to try to save 
all there was to be saved and would no longer be in a position to worry 
about the infantry; otherwise, the entire army would be destroyed and 
not a man of it would cross the frontier at Sollum. The reason why I 
have dwelt on this point is that we were afterwards accused by stupid 
people, who knew nothing of conditions in Africa, of having left the 
Italian infantry in the lurch at El Alamein. 

During the sth November, a large part of the Afrika Korps, the goth 



THE CHEAT RETREAT 339 

Light Division, and dements of the Italian motorised forces reached the 
area round Fuka. Fresh British forces from their second line, consisting 
of approximately 200 tanks and 200 armoured troop-carriers, were pressing 
hard on the heels of the Afrika Korps rearguard. The X Italian Corps 
and ist Parachute Brigade succeeded in reaching the area south-west 
of El Daba during the night* The long march on foot, in conditions of 
acute water shortage, was severely taxing the strength of these formations. 

As early as midday, violent fighting began at Fuka between our 
motorised forces and greatly superior British armour. Sandstorms 
frequently reduced visibility to zero. Soon a powerful British outflanking 
column advanced against our open southern flank and it became obvious 
that we would have to sound the retreat before everything was lost. 

There was wild confusion on the coast road between Fuka and Mcrsa 
Matruh. Vehicle columns, their lorries full of stragglers, jammed up and 
choked the whole road, while overhead the R.A.F. reigned supreme, 
flying one attack after the other against every worthwhile target. I first 
visited the front on the coast road and then drove south to the Afrika 
Korps, which at that time it was still morning was already engaged in 
heavy fighting. By the time I returned to my staff the British outflanking 
column had already been reported. 

Shortly afterwards two bombing attacks were made on the Panzer 
Army s H.Q., which the British had apparently located through its 
wireless traffic. Westphal .and I lay in a slit-trench and let the carpet of 
bombs pass over. There was little damage. Shortly afterwards several 
Sherman tanks came in sight and opened fire on everything they 
could see. We apparently no longer had any troops between us and the 
British. 

With the Afrika Korps broken through between the isth and mst 
Panzer Divisions and no more reserves left, I gave orders with a heavy 
heart, because of the German and Italian formations still on the march 
for the withdrawal to Mersa Matruh, 

When the orders were out, we too, moved off. It was a wild helter- 
skelter drive through another pitch-black night. Occasional Arab villages 
loomed up and dropped behind us in the darkness, and several vehicles 
lost contact with the head of the column. Finally, we halted in a small 
valley to wait for daylight. At that time it was still a matter of doubt 
as to whether we would be able to get even the remnants of the army 
away to the west. Our fighting power was very low. The bulk of the 
Italian infantry had been lost. Of the XXI Corps, part had been destroyed 
after a stiff resistance against the overwhelmingly superior British, and 
part had been overtaken in its retreat and taken prisoner; the vehicles 
which we had repeatedly demanded for them from the Italian Supply 
H.Q,. had not arrived. The X Italian Corps was on the march south-east 
of Fuka, short of water and ammunition, and, to be quite frank, with no 
hope of escaping to the west. Of these formations only the transport 



34-O THE WAR IN AFRICA SECOND YEAR 

echelons were on the coast road, choking it with their traffic as they 
dowly trickled west. There was little we could do to get order into the 
columns; it would have taken time and all we had to do was to get the 
move over as quickly as possible* 

As for the XX Italian Motorised Corps, it had been practically wiped 
out on the 4th November no more than a few companies and detach 
ments remained in the hands of the Corps* staff. Tanks and vehicles had 
been dispersed and scattered and could not be brought into action. 

The only forces which retained any fighting strength were the 
remnants of the goth Light Division, the Afrika Korps 9 two divisions 
now reduced to the strength of small combat groups, the Panzer Grenadier 
Regiment Africa and a few quickly scratched together German units, the 
remains of the i&4th Light Division. Tanks, heavy A. A. guns, heavy and 
light artillery, all had sustained such frightful losses at El Alarnein that 
there was nothing but a few remnants left. 1 

At dawn on the 6th November, we tried to reassemble and get some 
order into the Panzer Army s staff a far from easy task, as our vehicles 
were scattered all round the country. Our first find, when we attempted 
to gather our little force together, was a coloured British soldier who 
had crept into hiding near my vehicle. Shortly afterwards several lorries 
north of us went up in flames. After some difficulty we eventually 
succeeded in rounding up our vehicles and during the morning filtered 
them through the mined area south of Mersa Matruh as far as a point 
1,000 yards to the east, where we set up Army Headquarters. 

Conditions on the road were indescribable. Columns in complete 
disorder partly of German, partly of Italian vehicles choked the road 
between the minefields. Rarely was there any movement forward and 
then everything soon jammed up again. Many vehicles were on tow and 
there was an acute shortage of petrol, for the retreat had considerably 
increased consumption. 

While the 15th Panzer and goth Light Divisions succeeded in reaching 
their allotted stations south-west of Mersa Matruh, the 2ist Panzer 
Division was forced to form a hedgehog with the Army s last tanks south 
west of Quasaba; the petrol which had coine up was only sufficient for 
one of the Afrika Korps* divisions. The VQSS Group, 2 which had remained 
behind as a decoy in the Fuka position, had apparently been outflanked 
during the night by a strong force of British armour. At about 10.00 hours 
on the 6th November, this force launched an attack with 60 tanks against 
the almost completely immobilised sist Panzer Division. The division 
defended itself desperately and, by gathering together all its strength, 
succeeded in beating off the attack. The Voss Group, on its way back 

1 See appendix preceding chapter for battle strength of German aad Italian armoured 
formations during El Alamein. 

Captain Voss, Commander of sSoth Reconnaissance Battalion, formerly AJ3.C. to 
Rommel. 



THE GREAT RETREAT 

from Fuka, took the British force in the rear and indicted considerable 
casualties on them. Then it took up position south-west of aist Panzer 
Division with the object of preventing any British attempt to encircle 
the division, whose tanks were by that time completely immobilised. 
The petrol columns which were dispatched did not get through. The 
enemy launched attack after attack against the aist Panzer Division, until 
finally, in the afternoon, the division destroyed all immobilised tanks 
where they stood and fought its way westwards with the wheeled transport. 
But after a few miles it was again forced to form a hedgehog. Finally, we 
managed to get a little petrol up to this remnant of the division during 
the night, thus enabling it to move off westwards at last into its allotted 
position. 

Meanwhile, our columns were steadily streaming westwards and 
were now approaching Sollum. In the afternoon the Italian General 
Gandin appeared on behalf of Marshal Cavallero to inquire about 
our situation and plans. This suited me very well. I gave him a detailed 
account of the battle, laying particular stress on the effects of the supply 
crisis and the Fuehrer s and Duce s order, I told him point-blank that 
with the present balance of forces there was not a chance of our making 
a stand anywhere, and that the British could keep on going right through 
to Tripolitania, if they chose to. We could never accept battle, but would 
have to confine ourselves to trying to delay the British long enough to 
allow our columns, in which the utmost confusion reigned, to get across 
the Libyan frontier. There could be no attempt to restore any semblance 
of order until they arrived in Libya, because so long as they were this 
side of the frontier they were in constant danger of being cut off. Speed, 
therefore, was the one thing that mattered. We could attempt no 
operation with our remaining armour and motorised forces because of 
the petrol shortage; every drop that reached us had to be used for getting 
our troops out. Gandin left my H.Q. visibly shaken. It was clear that 
to the Commando Supremo war was simple. When, for instance, during 
the July crisis at Alamein, I had told Marshal Cavallero that in the event 
of a British break-through threatening, only two possibilities would exist 
either to stay in our line and be forced to surrender in two or three 
days by lack of water, or to beat a fighting retreat to the west Cavallero 
had said he could give no guidance for such an event; one simply should 
not contemplate it. That was no doubt an easy way out. 

During that day, we succeeded in forming a fairly firm front and 
beat off all enemy attacks. Although the enemy must have been aware 
of our weakness, he still continued to operate with great caution. All 
German troops everywhere, and some of the Italian units, made a very 
disciplined and good impression and appeared to be firmly in the hands 
of their officers. It was a personal blow to every man to have to give up 
all this territory we had conquered with such high hopes during the 
summer. 



343 THE WAR IN AFRICA SECOND YEAR 

The petrol situation was disastrous, in spite of the fact that ships 
had reached Benghazi on the 4th November with 5,000 tons an unpre 
cedented quantity* The news of our collapse had apparently even 
galvanised Rome into action. But what was the good of petrol in 
Benghazi? We needed it at the front, where our columns were waiting. 
Incidentally, 2,000 of the 5,000 tons had already been destroyed during 
British air raids on Benghazi. We tried our hardest to persuade the 
Italians and Kesselring to bring the petrol straight to the front. 

Torrential rain fell during this period, making many tracks im 
passable and forcing us to rely almost solely on the coast road, which 
became hopelessly jammed up with traffic at many points. But the 
British, also, had their difficulties and were unable to send their columns 
through the desert fast enough to outflank us. The result was a con 
siderable slowing up of speed on both sides. 

The effect on the British outflanking mows through the desert was worse than 
Rammd realised. The heavy downpour on the night of the 6th November turned 
their de&rt rmUs into a morass. The lorry-borne New Zealand Division, the 
lorritd infantry brigades of the armoured divisions, and their supply echelons become 
&*&. The tanks themselves were slowed down, but hampered evm more by the 
w&? their supporting trwps and supplies were held up. 

The earliest exponents of armoured uoarfare in the 1920$ had urged that the 
new-model forces should be completely on a tracked vehicle basis, while emphasising 
the drawbacks of incorporating^ and making them dependent upon, wheeled vehicles. 
In the autumn of 1941, the German Army had forfeited its chance of decisive 
victory in Russia because the wheeled portion of their Panzer divisions became 
bogged. Now the British Army, in turn, provided another object lesson. 

That, however, was not the only cause of failure in the pursuit. The xst 
Armoured Division, after itsjirst turn-in, at Daba, had swung out again to block 
Rommel s line of escape west of Mersa Matruh. It moved fast outstripping 
Rammers retreat along the congested coast road. But on the 6th, before the rain 
became serious, its armoured brigade was twice brought to a halt by lack of petrol 
the second time when within close reach of Rommel s escape road. That was the 
more galling because the divisional commander, General Briggs, had urged before 
the break-out that one armoured division at least should be loaded up with sufficient 
petrol for a prolonged pursuit. $ut caution had prevailed, and ammunition for the 
battle had been treated as the prime requirement. 

The outcome of the hold-up was that on the following day the outflanking 
pursuit was only carried on by an armoured-car regiment and some elements of the 
4th Light Armoured Brigade which proved too weak to cut off or pin down the 
retreating forces. The xoth Armoured Division* which had been halted at Fuka, 
was then ordered to push on to Matruh along the coast road. But that direct pursuit 
only served to push Rommefs rearguards back, along the road they were taking, 
and gave them the best chance of keeping the pursuers in check. 

With this general reduction of tempo I hoped to have a chance of 
getting at least a little order into the motorised forces, to enable them to 



THE GREAT RETREAT 343 

hold on to Mersa Matruh for a few TDOTC days and thus gain time lor some 
defences to be constructed at Sollum. In die morning [jlh November],, I 
conferred with Stcfanis, commander of the XX Italian Motorised Corps, 
and his Chief of Staff, Rugged, There was now little hope left of any 
farther major bodies of their troops getting away. Many stragglers were 
still being collected up and, of the whole Corps, there now remained a 
little over a battalion and about ten tanks. The reserve tanks which 
had been held for the Corps in Mersa Matruh were already worn out 
from long desert driving. Some we had to destroy, others were carried 
back to the rear on transporters* I ordered the Italians to move on to 
Buq Buq and Capuzzo, where they were to collect up their stragglers 
and form them into units. 

We discovered during the morning that British movements WOTC not 
being as badly hampered by the going as we had at first expected, and 
it was possible that the enemy would reach our line that day. I therefore 
conferred with Bayerlein at Afrika Korps H.Q. as to our next move* 
We decided under no circumstances to accept battle, as that must 
inevitably result in the destruction of the remainder of our motorised 
units. After yesterday s bad affair with the sist Panzer Division, Bayerlein 
was trying desperately to get his petrol up. The 2ist Panzer Division had 
unfortunately been very badly knocked about. Of the 30 tanks it had 
salvaged from El Alamein, only four now remained intact. And that 
was not all, for during yesterday s incident, when the division had been 
attacked by the British in an almost completely immobilised state, it had 
lost almost all its guns. 

After this conference I issued orders for the army to hold its line as 
long as possible and to lay down a concentrated fire on all enemy attack 
preparations. It was on no account to allow itself to be drawn into a 
battle from which it could not easily disengage, but, if pressure became 
serious, was to fall back slowly to a rearward position. 

At about 10.00 hours, General Ramcke reported in with some 600 
men of his brigade. Having heard that the British had caught up with 
the retreating Italian X Corps at about the level of Fuka and, after a 
brief action, taken them all prisoner, we had given up hope of ever seeing 
Ramcke and his men appear out of the desert again. The march of these 
paratroopers was a very fine achievement. They had been equipped 
with very few vehicles, but had ambushed some British lorries and made 
themselves mobile. Ramcke must have led them extremely well. The 
brigade had never been very popular with us, because, following the 
normal Luftwaffe practice, they had always been demanding special 
treatment. They had wanted, for instance, units taken out of line in 
order to husband their special troops. Now they were angry again 
because we had not provided them with vehicles for the retreat. But it 
had been impossible for one thing, because we had had no vehicles, 
and secondly, because we could not have carried off all the German 



344 THE WAR IN AFRICA SECOND YEAR 

troops and left the Italians completely in the lurch. However, we now 
had them picked up by passing vehicles and taken back to the rear for 
rest and recovery. 

All that day, powerful formations of British bombers and close- 
support aircraft attacked the coast road and inflicted serious casualties 
on our columns. The British launched attack after attack against our 
rearguard formed by the goth Light Division but came off worst. 
Three outflanking attacks, each by infantry with tank support, were 
beaten off. In the afternoon, a strong British force moved west over 
hard and stony ground, where they were able to make rapid progress 
relatively unhampered by the rain. 

It is not clear what force Rommel means, unless it be part of the 4th Light 
Armottred Brigade which was not a " strong force." The main force was 
reorganised after the hold-up on the yth, when it became evident that Rommel was 
slipping out of reach, and that the follow-up would be a long race, not a short one. 
To diminish the supply problem it was obviously necessary to reduce the scale of 
the pursuit force, and this was now constituted only of the jth Armoured Division 
and the New Zealand Division (with attached armour). This force, under the 
command of X Corps, moved off afresh on the 8th November with the frontier as 
its first objective, and Tobruk as the next. The New Zealand Division followed 
the coast road, while the jth Armoured Division took the inland route on top of 
the escarpment. The task of striking at Rommel s rearguards was entrusted 
primarily to the air force, which operated from forward landing grounds that were 
often ahead of the main ground advance. 

After the frontier positions had been gained the New Zealand Division stopped 
there to reorganise, while the ist Armoured Division went forward to replace it 
in the advance. 

It was now decided to move Army H.Q. back to the Sidi Barrani 
district. We first tried to get through south of the coast road, but found 
that the rain had covered the tracks with deep mud. Several vehicles 
stuck fast and had to be dragged out at the cost of much toil and sweat. 
After that we decided to continue the journey along the coast road and a 
few hours later the new H.Q. was set up near the Sidi Barrani airfield. 
Shortly afterwards the Quartermaster brought us a report from the frontier. 
Apparently a vast column of vehicles, thirty to forty miles long, was 
jammed up this side of the Halfaya and Sollum passes, and the retreat 
over the hills, which lay under continual R.A.F. low-flying and bomber 
attacks, was probably going to take a week. It was very unlikely that the 
enemy would grant us all that grace, so I gave orders for movement 
through the passes to be speeded up by co-opting large numbers of 
officers for traffic control duties. Driving was to continue day and night, 
regardless of bombing and low-flying aircraft. A.A. barrages over the 
area had already been ordered. The Luftwaffe commander had mean 
while informed me that German fighters were up over the threatened 
area. We hoped to hold the Sollum-Halfaya front against the British 



THE GREAT RETREAT 345 

spearheads long enough to enable us at least to reorganise our column* 
behind it and form up new fighting units* 

With the shipping situation so difficult, we could expect no replace 
ments to speak of from Europe in the near future. Hence, if the British 
continued the pursuit, the evacuation of Cyrenaica would become 
inevitable and we would be unable to think of making another stand 
before Mersa el Brega, I hoped that by the time we arrived there, more 
material would have been shipped out to Tripolitania, so that we would 
face the British striking columns better armed and be able to take any 
opportunities that offered of beating up partial enemy forces. 

As the British now appeared to be bringing an armoured division 
round the south of Mersa Matruh, I gave orders for all forces to evacuate 
the area during the night and retire to Sidi Barrani with goth Light 
Division as rearguard. During the night of the yth the British, correctly, 
turned north in an attempt to cut off our retreat. But the trap was 
empty; all they netted was a small number of burnt-out vehicles, which 
we had had to destroy because of petrol shortage. There is never any 
point in attempting an outflanking movement round an enemy force 
unless it has first been tied down fron tally, because the defending force 
can always use its motorised forces assuming it has petrol and vehicles 
to hold up the outflanking columns while it slips out of the trap. 

That night, enemy bombers flew non-stop attacks against the Sollum- 
Halfaya position. At that time the two burning problems of our retreat 
were, firstly, whether we should be able to get our columns through the 
passes soon enough, and secondly, our petrol supply. So long as these 
enormous columns were still jammed up on this side of the passes, the 
motorised combat groups would have to go on trying, by every means 
open to them, to delay the enemy. Next morning there was still a 25-mile 
queue of vehicles waiting to get through the passes. Traffic had moved 
very slowly during the night, as a result of the incessant attacks of the 
R.A.F. 

At about 08.00 hours [8th November] I met Bayerlein and informed 
him that a convoy of about 104 ships was approaching Africa, and it 
was possible that the British and Americans were about to strike at us 
from the west. At about 11.00 hours this was confirmed* The Anglo- 
Americans had, in fact, landed in North- West Africa during the night 
as I heard shortly afterwards from Westphal. This spelt the end of the 
army in Africa. 

At about midday, I drove to the west and met the Quartermaster, 
who brought with him the new Engineer Commander, General Buelowius, 
and Lieutenant Berndt. Major Otto reported that the movement of our 
vehicles would take another two days, and that traffic blocks on the 
road were making it extremely difficult to bring supplies up to the 
fighting troops as the railway could only cope with a few tons a day. 
I therefore decided to send back the XX Italian Corps, 3rd Reconnais- 



346 THE WAR IN AFRICA SECOND YEAR 

sance Battalion and later the Afrika Korps via Habata, in order to relieve 
the pressure on the road and leave the passes free for the goth Light 
Division as rearguard. Without delaying I turned round and drove 
back to inform the various formations of this decision. At Buq Buq I 
met General Stefanis and Major von Luck and put them in the picture. 
Shortly after 14.00 hours I met Colonel Bayerlein and discussed the 
consequences for us of the British and American landing in the west. 
On the subject of my order to use the Jebel ascent north of Habata for 
the retreat of the Afrika Korps, Bayerlein demurred for, as he said, 
the Afrika Korps* vehicles were not up to such a cross-country journey. 
I told him that I was well aware of this difficulty, but that as things 
stood we had no choice. However, I decided to leave the final decision 
untij the gth November. 

Meanwhile numerous British vehicles and scout-cars were being 
sighted on our southern flank, where we were keeping a very close watch. 
Accordingly, the Voss Group and 3rd Reconnaissance Battalion put out 
a number of reconnaissance detachments south of the railway line, in 
order to give warning of a British thrust in good time for the necessary 
counter-measures to be taken. In the coastal sector the enemy made no 
attempt to press us hard with major forces that day, but merely maintained 
contact with armoured cars. 

Our columns were now flowing comparatively smoothly over the 
passes as I saw for myself that evening. Traffic was being controlled 
by numerous officer-manned traffic posts and control teams. There was 
now a hope that all the lorry columns would be across by midday on 
gth November, which would enable the Afrika Korps to use the road. 
With petrol so short and many vehicles on tow, this would mean a great 
easing of the situation. It is a great mistake in circumstances like these 
to attempt to get order into supply troops which have panicked and lost 
their organisational structure, until it can be done in peace and quiet. 
One should simply allow them to run and try to channel their flight 
gradually into ordered routes. After a few days of this, the troops* self- 
confidence and urge to discipline will begin to assert themselves again 
and reorganisation can then be undertaken without difficulty. 

Orders had come from the Duce for the Sollum line to be held. 
That it was impossible to do this for long is evident from the fact that 
we now had no battle-worthy armoured or anti-tank units large enough 
to contain a powerful armoured thrust through the open desert south of 
Sidi Omar. Thus it could on no account be considered. Casualties in the 
German motorised forces had certainly been heavy in killed and wounded, 
but had not been too serious in terms of total man-power, not at any rate, 
in comparison with the number of men which the fully motorised Eighth 
Army had lost during the summer. The vital thing now was to get every 
German and Italian soldier and as much material as possible away to 
the west to enable us either to make a stand somewhere farther back, 



THE GREAT RETREAT 347 

or to ship them back to Europe. Meanwhile, the Italians had moved 
elements of the Pistoia Division and some other battalions up to the 
Libya-Egypt frontier, and were wanting to place them under my com 
mand. I was forced to decline, however, as I no longer had the necessary 
equipment for either their communications, their transport or their supply. 

On the morning of the gth November there were about a thousand 
of our vehicles left on the coastal plain east of the pass. The move 
through the passes had gone off more quickly than we had expected. 
Several low-flying attacks were made on our columns again during the 
morning and iny escort vehicles did not escape unscathed, although the 
damage was not serious. I notified Bayerlein that the Afrika Korps 
would, after all, be able to use the coast road over the passes. In view 
of the improved situation on the Sollum Pass, I also gave orders for the 
area west of Sidi Barrani to be evacuated* 

The Army s total strength at this time was roughly as follows: 

For manning the Sollum front we had 2,000 Italian and 2,000 
German fighting troops with 15 German anti-tank and 40 German 
field guns, and a few Italian anti-tank guns and several Italian 
field guns. 

For the mobile reserve we had 3,000 German and 500 Italian 
fighting troops with n German and 10 Italian tanks, 20 German 
anti-tank guns, 24 anti-aircraft guns and 25 field guns. 

It was obvious that with these forces we could not afford to await 
an attack by hundreds of British tanks and several motorised infantry 
divisions. 

The " Young Fascist " Division, which should really have been brought 
up from the Siwa Oasis to Sollum, could never have arrived there in time 
and was accordingly diverted to Mersa el Brega. To accept a British 
attack in the Marmarica was unthinkable, painful though it was to us 
all to have to give up territory so hardly won. But courage which goes 
against military expediency is stupidity, or, if it is insisted upon by a 
commander, irresponsibility. 

S Nov. 1942 
DEAREST Lu, 

I m well. Thanks for letter. Heartfelt greetings. 

10 Nov. 1942 

I ve had no chance to write since the enemy break-through at 
Alamein, but you re to have a few lines to-day. Things go badly 
with an army which has been broken through. It has to fight its way 
out and lose what s left of its fighting power in the process. We can t 
go on like that for long, for we have a superior enemy after us. 



THE WAR IN AFRICA SECOND YEAR 

Physically Pm all right* For the rest I must do my best to keep 
going to the end. Seiderer has arrived, also Buelowius. They are both 
pretty shattered by the conditions here. 



THE EVACUATION OF CYRENAICA 

Meanwhile, we had heard that the Axis powers had landed troops 
in Tunisia and were trying to meet the threat from the west. Nevertheless, 
there was still a possibility that the British and Americans would be able 
to mount an operation against the Panzer Army from that quarter. In 
that event, I felt that our best action would be for the Panzer Army to 
hold the hill country on either side of Cirene and get its men away to 
Europe from that area by means of aircraft, submarines and small ships, 
ultimately evacuating North Africa altogether. 

During the night of the loth November, hundreds of British fighter- 
bombers ranged the area round Capuzzo by the light of flares, causing 
a considerable amount of damage. 

Late the following morning, the British launched an energetic attack 
along the coast; we also detected armoured car concentrations in the 
south. Accordingly the goth Light Division received orders to withdraw 
at around midday along the road through SoIIum. The move went 
according to plan and was completed by the afternoon, after the road 
through the passes had been blown up behind the rear vehicles. 

The administrative echelons, with scattered men and detached units, 
were now all pouring back into Cyrenaica. Formations which still 
retained any fighting strength disposed themselves for a delaying defence. 
We could not even make a stand in the Gazala line, because that, too, 
would have needed mobile support which we had not the forces to provide 
as the figures already given will show. We did not yet know how many 
troops there were with the administrative echelon in the rear. 

In view of the situation in Tunisia, I asked Marshal Cavallero and 
Field Marshal Kesselring to come to North Africa. I wanted to get 
from them a precise statement on the prospects of Tunisia being held, 
and, in spite of the demands of the Tunisian front, to obtain at least some 
reinforcements for my army in the Mersa el Brega line. The situation 
demanded a strategic decision and, while tactical decisions tend to 
require a certain boldness, a strategic decision such as this should only 
be taken after meticulous examination of all possible consequences, and 
should, as a matter of principle, satisfy the need for 100 per cent security. 
Yet neither Cavallero nor Kesselring considered it necessary to come 
to Africa. I therefore decided to send Lieutenant Berndt to the Fuehrer s 
H.Q,. next day to report the position. When he returned several days 
later, Berndt reported that he had met with little understanding. The 
Fuehrer had instructed him to inform me that I should leave Tunis out 



THE GREAT RETREAT 349 

of my calculations and simply act on the assumption that the bridgehead 
would be held. This was typical of the attitude of our highest command. 
It was to be characteristic of, and at the same time to determine, the 
coming series of reverses. Excellent as our tactical achievements were 
in all theatres of war, they lacked the solid strategic foundation which 
would have directed our tactical skill into the right channels. In other 
respects too, Berndt reported, " the master " had been far from amiable* 
Although he had sent me an assurance of " his very special confidence", 
he had apparently been noticeably out of temper. He had promised 
active support in the matter of supplies, and had said that we should 
notify our requirements in all fields as quickly as possible nothing 
would be denied us. The Mersa el Brega position was to be held at all 
costs, for it was to be the spring-board for a new offensive. 

Meanwhile, the retreat through Cyrenaica continued. We had been 
able to refuel for another 60 or 100 miles just before Sollum, but that 
was the last petrol there was in Cyrenaica. It was virtually impossible 
to bring up the petrol stored in Benghazi because of the heavy burden 
which the non-motorised troops, the sick and the wounded were placing 
on our lorry columns. Also many of our columns were still in a bad state 
of disorganisation. We were thus faced with very serious problems, when, 
on the loth November, we had to prepare the evacuation of the Mar- 
marica. I informed higher authority in no uncertain terms that major 
loads of war material for the Panzer Army should be shipped across to 
Tripoli now, while it was still possible, for in a very few weeks British 
aircraft would be able to take off for Tripoli from the Sirte coast 

It was proving particularly difficult to filter our troops through the 
narrow lanes in the Tobruk and Gazala minefields, as these were menaced 
both by fighter and bomber aircraft and by enemy armoured car 
units. 

The British had now launched an armoured division \the ?tK\ round 
the south of Sidi Omar in an attempt to overtake us and we accordingly 
pulled back to the level of Tobruk. During his follow-up on the nth 
November the enemy unfortunately succeeded in overpowering a 
battalion of the Pistoia and three batteries of the German Army Artillery 
in the Halfaya position. 1 Our columns were still on the road from Bardia 
to Tobruk, with the rearguard located between Sollum and Bardia, 
when British forces were suddenly reported south of the Gambut airfield. 
I was very worried lest they should move north and cut off the road 
to the west. Fortunately, they kept south and the withdrawal was able 

Wofe b? General Baycrltin.- The British took the Halfaya Pass during the ni|ht,_after 
the surrender of the Italian battalion holding it, and then passed an armoured brigade 
through to the plateau behind it by dawn. This brigade then pushed on west at first 
light. Lying in rest positions in the country behind the passes was goth Light Division. 
During the morning General von Sponcck happened to be driving east where he suddenly 
saw the dust cloud stirred up by the approaching British armoured brigade. There was 
only just time to alert his division and get it out of the British reach at the last moment. 



350 THE WAR IN AFRICA SECOND YEAR 

to proceed more or less smoothly. British air activity was also less 
intensive than on the previous day. By using our last petrol reserves from 
airfields and stores we succeeded in reaching the El Adem-Tobruk line 
at about midday. Not until then did the British push through to the road, 
by which time there was nothing left of our forces east of their road 
block. 

We intended to stand as long as possible at Tobruk, in order to get 
away at least part of the 10,000 tons of material which were still lying 
there. By the nth November, despite our requests that nothing but 
petrol should be flown across, our transport squadrons had brought 
across 1,100 men. These troops had not the slightest value in action, for 
they had not been properly fitted out for battle. Neither had they any 
vehicles of their own, which meant that they were nothing more than an 
encumbrance on our transport. 

We received one wireless message after the other calling on us to 
gain as much time in our retreat as possible. But the speed of the retreat 
was now dictated solely by the enemy and our petrol situation. 

There was again a large vehicle jam in the Gazala bottle-neck on the 
1 2th which made it essential for us to go on holding the Tobruk front until 
evening. Hundreds of vehicles were on tow, some with engine trouble, 
others out of petrol. Discipline everywhere was now good. The panic 
which had reigned in the German-Italian columns was now over, and 
they were all convinced that they would be able to get away. The 
petrol situation was as gloomy as ever, as the Luftwaffe, with many of its 
transport groups tied up in Tunisia, could no longer fly across more than 
200 tons a day. 

There now being signs that the British intended to launch an out 
flanking drive round through Acroma to approach Tobruk from the 
west, we were forced to the decision to evacuate the fortress. Tobruk 
now possessed only symbolic value. Militarily it could not be held in the 
situation at that time, without delivering up a large part of the Army 
to certain sacrifice. We did not intend to repeat the mistake which the 
British had made in 1942. Thus the enemy was able to occupy it, virtually 
without fighting, on the night of the I2th, after its evacuation by the 
goth Light Division, 

Throughout our retreat we called on all our resources of imagination 
to provide the enemy with ever more novel booby traps and thus to induce 
the maximum possible caution in his advance guard. Our Engineer 
Commander, General Buelowius, one of the best engineers in the German 
Army, did a splendid job. 

On the following evening it became evident that the British were 
making another attempt to outflank us by a thrust in considerable 
strength on Segnalu Air reconnaissance reported over 1,000 vehicles 
moving west. 



THE GREAT RETREAT 351 



DEAREST Lu, 

The battle in [French] North Africa 1 is nearing its end* This 
will put the odds even further against us. Here, too, the end wiH not 
be long for we re being simply crushed by the enemy superiority, 
The army is in no way to blame. It has fought magnificently. 

At about midday on the i3th November, the first contingent of the 
Panzer Army reached the Mersa el Brega line. In spite of considerable 
traffic jams in the defiles, the movement of our columns went more or 
less according to plan. 

Unfortunately, it again proved impossible to bring petrol east over 
the choked roads from Benghazi or to bring it up by rail to Barce, 
since the Italians had already blown the track. We vrere, therefore, 
compelled to ask the Luftwaffe to come to our assistance with transport 
aircraft. 

After the British had overcome the Gazala line, our position became 
particularly difficult, as they now had numerous possibilities for out 
flanking movements aimed at enveloping the whole of Cyrenaica. The 
closest watch was necessary over the tracks round Mechili to ensure that 
our motorised forces could be dispatched early enough to intercept the 
British assault columns. The evacuation of Cyrenaica also had to go 
ahead now at full speed. It had repeatedly been shown in the various 
African battles that the Gazala line was the critical point in any retreat 
to the west. Although we had been able, by skilful manoeuvring, to get 
away in 1941-42 without serious losses, Beigonzoli s troops, hampered by 
their non-motorised infantry, had been trapped there. 

Rommel is here referring to the Italian retreat through Cyrenaica in the winter 
of 19404!) after their shattering defeat at Sidi Barrani. 

14 Nov. 1942 
DEAREST Lu, 

Heading west again. I m well in myself, but you won t need to 
be told what s going on in my mind. We have to be grateful for 
every day that the enemy does not close in on us. How far we shall 
get I cannot say. It all depends on the petrol, which has yet to be 
flown across to us. 

How are you both? My thoughts even with so much on my 
mind are often with you. What will become of the war if we lose 
North Africa? How will it finish? I wish I could get free of these 
terrible thoughts. 

Next day, we were faced with a grave petrol crisis, when the Luftwaffe 
flew across only 60 tons instead of our full day s demand of 250, which 

1 The Allied forces which had landed in Algeria were pushing eastward, and on the 
1 2th the port of Bone, 50 miles from the Tunisian border, was seized by British parachute 
troops and Commandos. The general advance, however, was slow. 



35 2 THE WAR IN AFRICA SECOND YEAR 

Kcsseiring had promised. As a result of this crisis and the fact that heavy 
rain had softened the tracks we had been intending to use to ease the 
load on the road, we were unable that day to reach our objectives. It 
was, of course, extremely exasperating to have such a hold-up in the 
difficult situation I have described, in which speed was everything. 
Fortunately, the enemy was also prevented from using the cross-desert 
tracks and his movement was equally delayed. 

Marshal Cavallero had been in Libya since the i2th November, but 
had not, of course, thought it necessary to come and confer with me, 
although I had several times asked him to. He sent me instead, via 
Ritter von Pohl (German Air Attach^), an order on behalf of the Duce 
to stand fast in Cyrenaica for at least another week. The same order also 
required us to hold on to the Mersa el Brega position at all costs, as the 
fate of the Axis forces in Africa depended on it It would have been very 
much better if Marshal Cavallero had applied this zeal he was now 
asking from us to the task of supplying the Panzer Army before Alamein, 
or, indeed, if he had now begun to do so. We had always done our share, 
and the courage of my troops had overcome difficulties fer worse than 
anything the supply staffs had had to meet. It was time that our higher 
authorities demanded the same expenditure of energy from themselves as 
we had made our norm. Marshal Cavallero belonged to the type of the 
intellectually fairly well-qualified, but weak-willed office-chair soldier. 
The organisation of supplies, the command of men, anything in any way 
constructive requires more than intellect; it requires energy and drive 
and an unrelenting will to serve the cause, regardless of one s personal 
interests. Academic soldiers mostly look on war as a pure intellectual 
problem and demand energy and drive only from those whom they some 
what contemptuously refer to as " Troupier ", 1 but from themselves, 
never. They rest content with their professional qualifications, which are 
attested for them by others of the same ilk, and regard themselves as the 
source of all good and the " Troupier " as the source of all evil It is time 
that a clean sweep was made of this mentality, both in Germany and 
Italy. 

On the 1 5th November the petrol crisis took an even more acute turn 
when several petrol ships on the way to Benghazi were turned back, and 
a tanker left Benghazi with 100 tons of petrol still on board. Added to 
this, the Luftwaffe was still flying only very small quantities across. Lack 
of petrol prevented the Afrika Korps from getting under way until 
midday and by evening it was halted again without a drop in its tanks. 
The goth Light Division still had a small supply. On the morning of the 
1 5th I informed Ritter von Pohl, in no uncertain terms, that in future I 
wanted to receive the proper amount and not to be promised 250 tons 
and receive 60. The road was still hopelessly blocked with traffic and 

*A term, usually of scorn, used to denote the field commander with few or no staff 
or academic qualifications. 



THE GREAT RETREAT 353 

very little ammunition could be brought up to the Afrifca Korps. On top 
of all else, some over-zealous people had blown up the ammunition dump 
at Barce along with the ammunition we were most short of* The British 
were again very active in the air that day, shooting up large number* of 
our vehicles in the bottlenecks. Otherwise, they appeared to be organising 
their supplies before resuming the pursuit. The premature departure of 
the Italian ships from Benghazi prevented us from getting out as much of 
our stores as we might otherwise have done. Every possible expedient 
should have been used to get at least the ammunition away before the 
port was given up. 

Rain continued to fall during the night of the 15th. The British 
were slow in following up our movements and our sappers found the time 
and leisure to prepare all kinds of neat little surprises for them. Once 
again the war was moving across the beautiful country of Cyrenaica, in 
whose gigantic rubble heaps the splendour of the former corn-growing 
colony could still be detected. In Cyrenaica, as in Tripolitania, the 
Italians had performed great feats of colonisation. Its former occupants, 
the Arabs, had let the land go to rack and ruin, lacking the means, both 
financial and technical, to cultivate it. Many new settlements had been 
created, particularly in the Barce district and the surroundings of Beda 
Littoria the area which was now serving the goth Light Division as a 
rearguard line by the hard and unremitting toil of the Italian farmers, 
who had wrested the land yard by yard from the desert. 

I had the layout of these settlements explained to me in detail. The 
country had formerly been desert grassland nourishing only a few Arab 
sheep and cattle, with a few patches here and there planted with barley. 
The irrigation systems, which in many places still existed from Roman 
times, had sanded up and gone to ruin. The cultivation of wheat in the 
clayey Cyrenaican soil had been an unknown craft to the Arabs. The 
first Italian settlers who had attempted to carve a new life out of Africa 
had been pressed very hard by the rebellious Senussi until 1929, and it 
was not until after the Italian Government had proceeded against the 
hostile Arabs that Italian settlers had begun to flow to Cyrenaica in any 
quantity. There is no doubt that Mussolini deserves the greatest possible 
credit for what was done in Libya. He created generous financial credits 
and had settlements constructed with community wells and irrigation 
systems. Thousands of houses were built in Cyrenaica and Tripolitania, 
and a considerable return of wheat had already been achieved, when the 
war came and destroyed the work of years. During our retreat the settlers 
suffered severely at the hands of the Arabs. Their fields were devastated 
and their houses plundered. The rebirth of Cyrenaica as the " granary 
of Rome ** now seemed very far off. 



354 THE WAR IN AFRICA SECOND YEAR 

1 6 Nov. 
DEAREST Lu, 

Another good step back. To cap it all It s now raining, which 
makes it all the more difficult to move. Shortage of petrol! It s 
enough to make one weep. Let s hope the British are having equally 
bad weather. 

The Afrika Korps was still immobilised. The Italian Supply H.Q. 
had been overcome by a perfect frenzy of destruction. Ammunition 
dumps were blown up and water-points destroyed, all of which were 
urgently needed for the maintenance of the fighting troops. It was only 
at the last moment that we managed to stop them demolishing the water 
and electricity works in Benghazi. 

Next morning, although the going was still bad, the British followed 
up with strong forces hard on the heels of the goth Light Division and 
also appeared in considerable strength on our flank near Msus. This 
meant that we now had to get out of Cyrenaica as fast as we could if 
the Army was not to be cut off and destroyed in the area round Benghazi, 
As usual, of course, we were up against it for petrol. Italian warships, 
which we had been promised several days before would bring it across 
to us, simply did not arrive. 

To our good fortune, the Luftwaffe soon reported that the British 
outflanking column at Msus was being badly held up by floods caused 
by the torrential rain. Petrol was now so short that we would have been 
unable to meet a British thrust at that point with our motorised forces. 

This flank move was carried out, however, by merely a couple of armoured 
car regiments with some supporting arms. Alexander s dispatch says: 

"The enemy was withdrawing through the Gebel and it was a great temptation 
to imitate our previous strategy by pushing a force across the desert to cut him off 
at or near Agtdabia. General Montgomery was determined, however, not to take 
any chances, especially in view of the difficulties of the maintenance situation, and 
X Corps was instructed to dispatch only armoured cars by this route. Later, 
however, when it appeared that the enemy s retreat had actually been brought to a 
temporary standstill by lack of fuel, X Corps was ordered to strengthen, if possible, 
the outflanking force; this proved impracticable in the then existing circumstances" 

At dawn on the i8th November, British armoured cars and tanks 
probed forward from Msus against our covering force but were beaten 
back. The morning brought us the news that the destroyers bringing 
petrol to us were being turned back. Shortly afterwards a British convoy 
of 15 transport vessels with an equal number of escort craft, was reported 
north-east of Derna en route for the west. We assumed that this meant 
a British landing in Benghazi, and, in spite of heavy seas, ordered all 
barges laden with tanks and material to put out to sea. All other war 
material left in Benghazi was destroyed. Most of the barges sank 
during the next few hours and we were thus unable to salvage more 



THE GREAT RETREAT 355 

than a very small part of our stores from the Cyrenaican port. Harbour 
and dock installations were demolished and the utmost confusion reigned 
among Benghazi s civil population. This sorely-tried town was changing 
hands for the fifth time in the war. 

The advanced guard of the Afrika Korps now withdrew with great 
difficulty as far as the district round Zuetina, where it was regrouped for 
defence to the east. Hundreds of vehicles were on tow. In spite of the 
acute danger from the enemy and the terrible shortage of material, 
exemplary order was maintained and everything went more or less 
according to plan. Again and again the British outflanking column west 
of Msus was thrown back by the 33rd Reconnaissance Battalion. Early 
in the morning of the igth November the goth Light Division evacuated 
Benghazi. During the day the whole of the Afrika Korps arrived in its 
new position, and the goth Light Division established itself in Agedabia. 
The evacuation of Cyrenaica was complete. 

The retreat from Gazala to Agedabia had been fraught with particular 
danger, because the British had all the time had the possibility of cutting 
us off by a thrust through Mechili. Sections of my force had stood choking 
the roads without petrol for days on end, and the British air force had 
flown attack after attack against the Go-mile column, with considerable 
success. The quantity of petrol we had received, while very considerable 
from the Luftwaffe point of view it had been carried almost exclusively 
in transport aircraft had not sufficed to fill the needs of the Army. 
Nevertheless, we had succeeded in making a planned withdrawal. From 
Tobruk to Mersa el Brega we had lost scarcely a man. 

When we arrived in Agedabia, we had virtually no petrol left. There 
were 500 tons lying in Tripoli and another 10 tons in Buerat, but even 
the latter was still 250 miles away. The principal cause of this crisis 
was the fact that the front was now out of reach of transport aircraft from 
Italy. That day an Italian tanker carrying 4,000 tons of petrol was sunk 
off Misurata, although a smaller tanker with 1,200 tons aboard succeeded 
in reaching Tripoli. Every supply lorry that would run was immediately 
sent off to Tripoli to bring it up. It was an ugly situation to have to stand 
immobilised for any length of time in the desert. Marshal Bastico said he 
would do all he could to help us and would bring the 500 tons which 
had already been unloaded in Tripoli up to Agheila as quickly as 
possible. 

Meanwhile, work had been going forward at full pressure so far 
as our limited resources permitted on the Mersa el Brega line. The line 
as such was very well situated. A few miles south of the coast it abutted 
on a salt marsh approximately 10 miles across, beyond which there was a 
long stretch of very heavy going for vehicles. Thus any enemy attacking 
from the east and wishing to outflank the position and take the defence 
in the rear was bound to haul off a long way to the south. And the 
farther one has to pull out to the south in North Africa, the riskier the 



356 THE WAR IN AFRICA SECOND YEAR 

operation is. Nevertheless, defence of even the Mersa el Brega line needed 
the use of motoiised forces at least strong enough to take on the enemy s 
outflanking column. In any action at this point between two forces of 
more or less equal strength, the attacking force could not fail to find 
itself in a difficult tactical position throughout the battle, for its supply 
route, reaching well down to the south 3 would inevitably be very vulnerable 
to interference by the motorised defence. The main points for the defence 
plan in this circumstance would be to bar the defile at Mersa el Brega, 
secure the Sebcha [salt marsh] crossing and hold a mobile force provided 
with sufficient petrol and ammunition ready behind the front. Without 
this force, or without the petrol, the Mersa el Brega position could never 
be held. 

It soon became clear that we were in for another mutual build-up of 
strength at the Mersa el Brega position. The British needed to organise 
their supplies. The outcome of the battle would depend on whether or 
not we were able to obtain some sort of reinforcement by motorised forces 
and secure a supply of ammunition and petrol for them before the enemy 
was ready to attack. 

Meanwhile, the Italian Divisions " Young Fascist," Pistoia and Spezia 
(only part of the last two had been brought across to Africa) had been 
installed in the Mersa el Brega line and had started with its construction 
under the direction of Marshal Bastico. Units of the newly-arrived 
Centauro Armoured Division had been deployed behind the line. The 
paratroopers, the i64th Light Division and the remnants of the XXI 
Italian Corps had also been assembled and were being formed up near 
Mersa el Brega. As soon as I arrived in the area I pointed out that 
fortifications, however strong, could not help us, as the enemy could 
outflank the whole line even though with some difficulty. And then, 
I said, the non-motorised Italian formations, like their comrades at 
Alamein, would become easy prey for the British armoured and motorised 
brigades, to whom they would be able to offer no serious resistance in 
the open desert. 

To rouse some understanding of the tactics of this situation in our 
higher command I sent General de Stefanis (as Marshal Cavallero would 
not come to see me) to report to the Duce and Marshal Cavallero in 
Rome. De Stefanis, who was an intelligent officer, well informed in 
matters of tactics, was fully aware of the shortcomings of the Italian Army. 
He was to lay particular stress on the serious limitations which a com 
mander has to suffer in his freedom of decision, when, having no stocks 
of supplies to draw on, he is forced to live from hand to mouth and can 
never be certain what the next day will bring. It was now too late to alter 
the course of events which had been started at El Alamein. The only 
thing to do was to look facts in the face and try to get the best out of the 
situation in the greater long-term interest. This being so, there could be 
no question of accepting battle at Mersa el Brega. 



THE GREAT RETREAT 357 

Perhaps an hour after I had instructed General de Stefanis on his 
mission and he had left for Rome, I drove off to see General Navarrini, 
who was now commanding the XXI Italian Corps, comprising the 
Pistoia, Spczu and Young Fascist Divisions, He, too, fully realised 
that to accept battle with the existing balance of strength would mean 
the destruction of his force, and I promised him that I would see to it 
that we did not lose the Italian infantry a second time. 

Looking back over the events at the beginning of 1942, we discussed 
the possibility of repeating our surprise attack on the British in front of 
Agedabia and destroying the partial forces which they had there. In 
reality there was, of course, never a hope of our putting this purely 
academic discussion into effect, as we had neither the petrol nor sufficient 
tank destruction units for such a scheme. The flow of supplies could not 

now be concentrated at Tripoli as it had been at the end of 1941 but 

had to be directed to Tunisia, thus making it impossible for us to assemble 
the necessary stores and replacement equipment for such an under 
taking. 

This apart, the situation was very similar to the one we had faced 
in the winter of 1941-42. The British had again followed up with partial 
forces, leaving their main body in the rear. Even with the excellent 
British supply organisation, their whole force could not yet be maintained 
at Agedabia. In fact, provided the Cyrenaican ports have been effectively 
destroyed, the area round Agedabia must always be a critical point for a 
force attacking from the east, for the maintenance of an army over such 
distances cannot be improvised immediately by road alone. Con 
sequently, a large part of it has to remain behind in the Marmarica. 
The defence, with an adequate supply base behind it in the west, can fall 
on and destroy the enemy s vanguard before other formations can arrive. 
Even if reinforcements are drawn from Cyrenaica, it is quite likely that 
they will arrive too late and find the battle already decided. Then they, 
tooj will be open to attack and destruction by a superior enemy. 

If I were advancing from the east, I would never accept a counter 
attack at Agedabia, but would pull back and not join battle until I had 
linked up with other formations, as Wavell had done in 1941. 

In January 1942, we had succeeded for the reasons I have described 
in falling upon and smashing the British vanguard with locally superior 
forces before effective help could reach them. This had brought about 
the final collapse of Ritchie s offensive. This time, however, any such 
scheme had to remain theoretical. It could never be realised, because 
contrary to 1941-42 the necessary conditions were not fulfilled. What 
made this so galling was that the British dispositions were excellently 
suited for such an operation. 

The great retreat had been the result of our defeat at El Alamein. 
Once we had got over the first disorganisation, the behaviour of the troops, 
both German and Italian, had been exemplary. Our losses, apart from 



358 THE WAR IN AFRICA - SECOND YEAR 

those suffered at El Alamein itself, had not been great. 1 Of the 90,000 
or so German troops (including Luftwaffe and Navy), which we must 
have had before Alamein, 70,000 had been saved, not including the 
thousands of sick and wounded who had been flown to Europe. 

We had still received no strategic decision from the supreme German 
and Italian authorities on the future of the African theatre of war. They 
did not look at things realistically indeed, they refused to do so. What 
we found really astonishing was to see the amount of material that they 
were suddenly able to ship to Tunisia, quantities out of all proportion 
to anything we had received in the past. The urgency of the danger had 
at last percolated through to Rome. But the British and Americans had 
meanwhile multiplied their supply shipments many times over and were 
steadily increasing their strategic command over sea and air. One Axis 
ship after the other was going down beneath the waters of the Mediter 
ranean, and it was becoming obvious that even the greatest effort could 
no longer hope to effect any decisive improvement in the supply situation; 
we were up to our necks in the mud and no longer had the strength to 
pull ourselves out. 

The mismanagement, the operational blunders, the prejudices, the 
everlasting search for scapegoats, these were now to reach the acute stage. 
And the man -who paid the price was the ordinary German and Italian 
soldier. 



by General Bayerlein* The casualties of the Panzer Army from the beginning 
of the battle of Ei Alamein up to its arrival at the Mersa el Brega line amounted to: 
German troops, 1,100 killed, 3,900 wounded and 7,900 prisoners; Italian troops (approxi 
mations only, figures cannot be guaranteed), 1,200 killed, 1,600 wounded, and 20,000 
prisoners. (Figures obtained from Offizieller Bericht des Oberkommandos Afrika.) 



CHAPTER XVII 

CONSULTATION IN EUROPE 



IN THE weeks ahead, far greater difficulties were caused us by the lack 
of understanding of our higher authorities than by any activities of the 
British. There was, as I have already shown, only one course open to us 
never to accept battle. A successful defence against a British outflanking 
drive however ardently our masters may have desired it was beyond 
all hope. 

We now had left only a third of the fighting power that we had had 
before Alamein. We had neither supply dumps nor stocks, and lived, 
in the truest sense of the word, from hand to mouth. Very little was 
arriving in Tripoli. Tankers in particular were falling victim one after 
the other to British torpedo-carrying aircraft and submarines. My 
suggestion that they should be disguised as merchant ships was not acted 
on by the relevant authorities. In attacking our petrol transport, the 
British were able to hit us in a part of our machine on whose proper 
functioning the whole of the rest depended. 

At that time I fondly believed that the attitude adopted by higher 
authority towards the Army arose out of a mistaken appreciation of our 
situation and prospects, probably caused by somewhat peculiar reporting 
on the part of the Italians and the Luftwaffe. I hoped to be able to arouse 
in them in course of time a realisation of the true facts of the situation. 
But I was to learn that people in our higher commands were sometimes 
not prepared to accept unpalatable truths; they put their heads in the 
sand and only gave in before the force of events. 

While General de Stefanis was away in Italy, a signal arrived from the 
Fuehrer confirming the Duce s order that the Mersa el Brega line was to 
be held at all costs. Large reinforcements of tanks and guns, both anti 
tank and anti-aircraft, were promised, but we knew from long experience 
what these promises meant We were also made subordinate to Marshal 
Bastico again, " to satisfy purely formal considerations." 

Rommel had already been subordinate to Bastico before the Panzer Army s 
advance into Egypt. During the El Alamein fighting, however, he had been 
responsible direct to the Commando Supremo and the Fuehrer s H.Q. 

359 



360 THE WAR IN AFRICA SECOND YEAR 

I had already decided to use the breathing space which we expected 
during the British build-up to drive the facts of the situation home to 
the Commando Supremo and the Fuehrer s H.Q,. and to insist on the 
proper conclusions being drawn. 

I have already indicated some part of my plan? but will give it in 
connected form for greater clarity. 

(a) In the existing conditions of supply, which permitted us neither 
the months* overdue replacements of tanks, vehicles and v/eapons, 
nor the build-up necessary to sustain a mobile battle, we could 
not hope to make a stand against a heavy British attack anywhere 
in Tripolitania. The reason was that every possible position could 
be outflanked in the south and would thus require the main burden 
of the defence to be put on the motorised forces. 

It was therefore necessary to think from the outset in terms of 
evacuating Tripolitania completely in order to make a last with 
drawal to Gabes where a line could be held bounded on the 
south-west by the Shott el Jerid and there finally make our 
stand. 

This line is 120 miles west of the Tunisian frontier, and midway 
between Tripoli and Tunis. It covers the narrow 1 2-mile stretch between 
the sea and the chain of lakes and marshes known as the Shott el Jerid 
(orFejaj}. 

Two things would matter in carrying out this withdrawal 
from Mersa el Brega to Tunisia, firstly, to gain the maximum 
possible time, and secondly, to execute the operation with the 
minimum losses of men and material. 

Our great problem was the non-motorised Italians. The 
slowest formation, assuming that one is not prepared to abandon 
it, always determines the speed of retreat of die whole army. This 
is a disastrous disadvantage in the face of a fully-motorised and 
superior enemy. It was therefore going to be absolutely essential 
for us to move the Italian divisions into new positions farther 
west before the British attack opened, leaving the motorised forces 
at Mersa el Brega to tie down the British, mine the roads and 
use every opportunity that offered to inflict damage on the enemy 
vanguard. The British commander had shown himself to be 
overcautious. He risked nothing in any way doubtful and bold 
solutions were completely foreign to him. So our motorised forces 
would have to keep up an appearance of constant activity, in order 
to induce ever greater caution in the British and make them even 
slower. I was quite satisfied that Montgomery would never take 
the risk of following up boldly and overrunning us, as he could 
have done without any danger to himself. Indeed, such a course 
would have cost him far fewer losses in the long run than his 



CONSULTATION IN EUROPE 361 

methodical insistence on overwhelming superiority in each tactical 
action, which he could only obtain at the cost of his speed. 

The retreat to Tunisia would need to be made in a number of 
stages, in order to force the British into as many approach marches 
as possible. This was another gamble on the caution of the British 
commander, which later turned out to be well justified. The first 
stop was to be made at Buerat and the second at Tarhuna-Homs. 
We had no intention of accepting battle even at these points, but 
planned to get the infantry away before we were attacked, while 
the mechanised formations lightly engaged the British and delayed 
their advance. Finally, in the Gabes position which, like that 
at El Alamein, could not be outflanked to the south we would 
make our stand. 

(b) At Gabes, we would be able to put the main weight of the battle 
on the non-motorised infantry. The position did not lend itself 
to attack by motorised forces, and could only be broken by a 
tremendous concentration of material. Montgomery would there 
fore need several months to transport sufficient material up through 
the whole of Libya to enable him to attack the Wadi Akarit [this 
obstacle spans the Gabes defile] with an assured prospect of success. 1 
And during these months, our motorised forces would be refitted 
with material brought into Tunis while the retreat was going on. 
Together with the Fifth Panzer Army, which had meanwhile 
landed in Tunis, we would then have the chance of creating a 
real punch. 

The great danger for us was the wide-open western front in 
Tunisia, which offered the British and Americans excellent 
possibilities for an offensive. It was therefore essential for us to 
strike first and launch a surprise attack with the whole of our 
motorised forces, destroying part of the Anglo-American forma 
tions and driving the rest back into Algeria. Meanwhile, Mont 
gomery would be unable to do anything against the Gabes line 
without large-scale stocks of artillery ammunition. 

When the Anglo-American forces in western Tunisia had been 
defeated and deprived of their striking power, the quickest 
possible reorganisation would be necessary to enable us to attack 
Montgomery, throw him back to the east and delay his deploy 
ment. This operation would, of course, be fraught with con 
siderable difficulty, due to the unfavourable nature of the terrain. 

(c) In the long run neither Libya nor Tunisia could be held, for, as 
I have already said, the African war was being decided by the battle 



General Bayerlein. Rommel has not expressed himself very clearly here. He 
obviously meant that it would take several months to organise the supply of an army 
over a distance as far as from Port Said to Mareth. He did not mean that Montgomery 
would need several months for his build-up after he arrived at Mareth. 



362 THE WAR IN AFRICA SECOND YEAR 

of the Atlantic. From the moment that the overwhelming 
industrial capacity of the United States could make itself felt in 
any theatre of war, there was no longer any chance of ultimate 
victory in that theatre. Even if we had overrun the whole of the 
African continent, with the exception of a small strip of territory 
providing the enemy with good operational possibilities and 
permitting the Americans to bring in their material, we were 
bound to lose it in the end. Tactical skill could only postpone 
the collapse, it could not avert the ultimate fate of this theatre. 
Hence our object in Tunisia would again have to be to gain 
as much time as possible and get out as many as we could of our 
battle-tried veterans for use in Europe. We knew by experience 
that there would be no hope of supplying and equipping an Army 
Group in Tunisia, which meant that we would have to try to 
reduce the fighting troops there to fewer but well-equipped forma 
tions. If a major, decision-seeking offensive were launched by 
the Allies, we would have to shorten the front step by step and 
evacuate increasing numbers of troops by transport aircraft, 
barges and warships. The first stand would be in the hill country 
extending from Enfidaville round Tunis, the second in the Cap 
Bon peninsula. When the Anglo-American forces finally completed 
their conquest of Tunisia, they were to find nothing, or at the most 
only a few prisoners, and thus be robbed of the fruits of their 
victory, just as we had been at Dunkirk. 

(d) From the troops evacuated to Italy, a striking force would be 
formed. These troops, in both training and battle experience, 
were the best we had to oppose the British and Americans. My 
relations with them were such that on that score alone they were 
worth far more under my command than their actual numbers 
represented. 

During the coming weeks I discussed my ideas with all our superior 
commands and hoped vainly, as it turned out to get them ultimately 
adopted. On the 22nd November, I had a meeting with Marshal 
Bastico. I developed the arguments given above and emphasised that 
the moment had now come when we had to give effect to the order to 
** resist to the end in Mersa el Brega," which meant the certain destruction 
of the army unless the order were revoked in time. 

" We either lose the position four days earlier and save the army, 
or lose both position and army four days later." With this and similar 
arguments I tried to drive the facts of the situation home. Navarrini 
also did all he could to convince Marshal Bastico who, though probably 
himself aware that the course we proposed was the only possible one, 
outwardly still held out against it. But there was not much he could say, 
because we too had no illusions about the great disadvantages which 



CONSULTATION IN EUROPE 363 

would accrue from the evacuation of Tripolitania; however, there was 
simply nothing else for it. Finally, he promised to represent our view 
as objectively as he could to higher authority. 

sx Nov. 1342 
DEAREST Lu, 

The last few days have been quiet as far as actual fighting is 
concerned. It s been pouring with rain on and off, which hasn t 
made life particularly comfortable, especially as I ve been camping 
out in my car. 

To-day I ve a roof over my head again, and a table. That is 
great luxury. I ve written you some thoroughly miserable letters, 
which I m now sorry for. Although a favourable turn in the situation 
is almost more than I dare hope for now, nevertheless miracles do 
sometimes happen. 

On the 24th November, Field Marshal Kesselring and Marshal 
Cavallero at last came to Africa for the meeting which I had so long 
been seeking. It took place at Arco dei Fileni, 1 on the frontier between 
Cyrenaica and Tripolitania; Kesselring, Cavallero, Bastico and I were 
present. 

To put something of a damper on the over-optimistic mood in which 
Cavallero and Kesselring both appeared, I opened the meeting by 
describing the course of the fighting since Alamein, stressing the fact that 
the appalling supply conditions before the battle had been the cause 
of the whole sorry story. The troops had fought magnificently. We had 
lost practically all our heavy equipment, partly in the Alamein line and 
partly during the retreat, although every vehicle had had another in tow 
in order to get back as much material as possible. The remains of the 
army represented in fighting strength approximately one weak division. 
I added that the armament of the three Italian infantry divisions was 
practically unusable and that they could on no account be allowed to 
cross swords with the British. It was therefore completely impossible to 
hold the Mersa el Brega line. I again put forward my ideas on the subject 
of evacuating Tripolitania. Here, however, I came up against the solid 
opposition of Kesselring and Cavallero. The former looked at everything 
from the standpoint of the Luftwaffe, and thought principally of the 
consequences which the move would have on the strategic air situation 
in Tunisia. As for the latter, he lived in a world of make-believe. 

I told them both that it would be too late to think of a retreat in 

two or three weeks time when the British moved against our line with 

800 armoured vehicles, 400 guns and 550 anti-tank guns. We had to 

make up our minds now. If they really wanted to hold the Mersa d 

J Known to the Eighth Army as " Marble Arch." 



364 THE WAR IN AFRICA SECOND YEAR 

Brega, line, then the following equipment with crews would have to be sent 
to the front within a week: 

75-mm. anti-tank guns 50 

Long-barrelled Panzer IVs 50 

Field guns of 100-150 mm. calibre 78 

Transporters and ample ammunition for the above 

At least 4,000 tons of petrol and 4,000 tons of ammunition 

We would also need a considerable reinforcement of the air force. 

Judging by experience, there was not a chance of these demands 
being satisfied, so that there was only one solution back to the west. 
Ultimately, neither of them could advance any logical argument against 
this reasoning. When I asked their views on the tactical action to be 
taken in the event of a British outflanking thrust, neither said a word. 
They had not come with any intention of learning from events and thus 
forming a rational judgment; they believed the fault lay with us and 
thought they could improve our fighting spirit with bombastic and 
magniloquent phrases. Me, they regarded as a pessimist of the first 
order, and they were probably the source of the legend which later went 
the rounds back in the rear and was swallowed whole by certain office- 
chair soldiers only loo anxious to delude themselves that I was " cock-a- 
hoop in victory, but a prey to despair in defeat/ 5 In any case, it was 
quite obvious that neither of the Marshals would ever support my case. 
The reader should bear in mind that Rommel s account was written shortly 
after the bitter end of the African campaign^ and that he had no opportunity to 
revise it. His harsh comments on Kesselring^ in particular, should not be taken 
as a considered opinion. There is a significant difference in the view he took later ; 
as expressed in the final chapter written in 1944^ shortly before he died, when he 
saw the African events in better perspective. They show afar higher appreciation 
of Kesselring^ qualities. 

The supply situation was still very serious. Instead of the 400 tons 
a day we needed, 50 tons was all we could bring overland up to the 
front, due partly to our shortage of vehicle space and partly to the great 
distance of Tripoli from the front. The result was to be seen in deficiencies 
of every possible kind. 

On the 26th November we received the reaction to the meeting with 
Kesselring and Cavallero. While Kesselring required us to detach troops 
to protect the town of Tripoli, the Duce maintained his demand for the 
Mersa el Brega line to be held, On top of that Mussolini wanted us to 
launch an attack on the British as soon as possible, in which we would 
receive the support of a strongly reinforced Luftwaffe. What that support 
would amount to we knew only too well from our experience. In the 
event of a British attack, Marshal Bastico was to decide whether or not 
a retreat was necessary. Moreover, the Commando Supremo had im- 



CONSULTATION IN EUROPE 365 

pressed on the Marshal that in order to stiffen my back he was to give 
no such order except in the direst emergency. Rather decently, Bastico 
immediately got in touch with me to enable some preliminary arrange 
ments to be made. 

I was extremely indignant at these orders. Hitherto it had always 
been the Panzer Army s command which had again and again managed 
to pull our fortunes out of the morass into which they would inevitably 
have sunk if things had been left to the Commando Supremo. Now 
that the impossibility of getting any sense into Rome had again been 
demonstrated, I decided to fly to the Fuehrer. I wanted to ask him 
personally for a strategic decision and to request, as a long-term policy, 
the evacuation of North Africa. I intended to lay before him the opera 
tional and tactical views of the Panzer Army, as I have already described 
them, and get them accepted. 

We took off on the morning of the s8th November and reached 
Rastenburg in the afternoon. The first talks opened at about 16.00 
hours between Keitel, Jodl, Schmundt and myself. The two former were 
extremely wary and reserved. 

At about 17.00 hours I was ordered to the Fuehrer. There was a 
noticeable chill in the atmosphere from the outset. I described all the 
difficulties which the army had had to face during both the battle and 
the retreat. It was all noted and the execution of the operation was 
described as faultless and unique. 

Unfortunately, I then came too abruptly to the point and said that, 
since experience indicated that no improvement in the shipping situation 
could now be expected, the abandonment of the African theatre of 
war should be accepted as a long-term policy. There should be no 
illusions about the situation and all planning should be directed towards 
what was attainable. If the army remained in North Africa, it would be 
destroyed. 

I had expected a rational discussion of my arguments and intended 
to develop them in a great deal more detail. But I did not get as far, 
for the mere mention of the strategic question worked like a spark in a 
powder barrel. The Fuehrer flew into a fury and directed a stream of 
completely unfounded attacks upon us. Most of the F.H.Q,. staff officers 
present, the majority of whom had never heard a shot fired in anger, 
appeared to agree with every word the Fuehrer said. In illustration of 
our difficulties I mentioned the fact that only 5,000 of the 15,000 fighting 
troops of the Afrika Korps and goth Light Division had weapons, the 
remainder being completely unarmed. This provoked a violent outburst 
in which we were accused, among other things, of having thrown our 
arms away. I protested strongly against charges of this^kind, and said in 
straight terms that it was impossible to judge the weight of the battle 
from here in Europe. Our weapons had simply been battered to pieces 
by the British bombers, tanks and artillery and it was nothing short of 



366 THE WAR IN AFRICA SECOND YEAR 

a miracle that we had been able to escape with all the German motorised 
forces, especially in view of the desperate petrol shortage, which had 
allowed us to retreat at a rate of only tens of kilometres a day. I stated 
that all other armies would suffer the same fate if the Americans ever 
succeeded in setting foot on the continent. 

But there was no attempt at discussion. The Fuehrer said that his 
decision to hold the eastern front in the winter of 1941-42 had saved 
Russia and that there, too, he had upheld his orders ruthlessly. I began 
to realise that Adolf Hitler simply did not want to see the situation as it 
was, and that he reacted emotionally against what his intelligence must 
have told him was right. He said that it was a political necessity to 
continue to hold a major bridgehead in Africa and there would, therefore, 
be no withdrawal from the Mersa el Brega line. He would do everything 
possible to get supplies to me. The Reichsmarschall [Goering] was to 
accompany me to Italy. He would be vested with extraordinary powers 
and was to negotiate with the Italians and all responsible authorities. 
We, however, had had experience enough of these ventures. 

After leaving the Fuehrer s H.Q., Goering and I travelled in a rail-car 
as far as Gumbinnen where we changed to Goering s special train for 
the journey to Rome. I was angry and resentful at the lack of under 
standing displayed by our highest command and their readiness to blame 
the troops at the front for their own mistakes. My anger redoubled when 
I was compelled to witness the antics of the Reichsmarschall in his special 
train. The situation did not seem to trouble hhu in the slightest. He 
plumed himself, beaming broadly at the primitive flattery heaped on him 
by imbeciles from his own court, and talked of nothing but jewellery and 
pictures. At other times his behaviour could perhaps be amusing now, 
it was infuriating. 

Goering also possessed inordinate ambition .and had no scruples about 
the means he used to advance it. Thus he thought that there were easy 
laurels to be earned on the African front and was angling to manoeuvre 
the Luftwaffe into control of it. Units of his Praetorian Guard, the 
Panzer Division " Hermann Goering," were already on their way to 
Tunis. 1 His estimate of the possibilities offered by the African theatre 
was to prove a disastrous fallacy. I do not think that there has been any 
other front where we have been opposed by a command with such 
excellent qualities and by such well-trained troops not to mention their 
equipment and armament as the British and later the Americans in 
North Africa. Our only advantage over them was our more modern 
conception of war, and this was of no avail once the material conditions 

*Note by General Bayerlein. This remark is interesting. Rommel was firmly convinced 
that Goering was pursuing the intentions he describes and various signs, in fact, pointed 
to it. Rommel, for his part, always bitterly opposed the raising of S.S. and Luftwaffe 
Field Divisions. He several times suggested to Hitler in 1943 that a single unified army 
should be formed again, without these " Praetorian Guards". 



CONSULTATION IN EUROPE 367 

for it no longer existed. It was consequently madness to underestimate 
our Western enemies in the slightest degree. 

During the whole of this period my bitterest enemy was Goering* 
I think he wanted to get me sacked in order to realise his own plans in 
North Africa. He dismissed every appreciation of the situation which I 
sent to the Fuehrer s H.Q. as mere pessimism. He gave birth to the 
absurd idea that I was governed by moods and could only command 
when things went well; if they went badly I became depressed and 
caught the " African sickness". From this it was argued that since, to 
win battles, it needed a general who believed in victory and since I was 
a sick man anyway, it was necessary to consider whether to relieve me 
of my command. On the subject of the " moods", I should perhaps say 
that we at the front were naturally not particularly pleased when the 
situation approached disaster. The Reichsmarschall, on the other hand, 
sat through it all in his saloon carriage. Thus the angle of approach was a 
little different. 

To avoid wasting the opportunity altogether, I instructed my A.D.G., 
Lieutenant Berndt, a man with a very persuasive tongue, to make the 
Gabes plan \a retreat into Tunisia and defence of the Gabes line] palatable 
for Goering. I myself found his opinions so infuriating that sooner or 
later I would have been bound to speak out, which would have finished 
any chances I might have had. 

By displaying all its advantages in the most exaggerated form, Berndt 
did, in fact, succeed in rousing Goering s enthusiasm for the plan. He 
made a particular point of the propaganda effect which an offensive into 
Algeria by the combined motorised forces of the two armies would have 
on world opinion. Goering beamed his approval and decided to give 
the idea his support. 

But the success was short-lived, for when we arrived in Rome, Kessel- 
ring came out against the plan because of the increased air threat it 
would mean to Tunisia. I pointed out that we did not really have any 
choice, for the retreat would sooner or later be forced on us. We should 
exploit the advantage of the concentration of strength at a moment 
particularly favourable for us. But the Reichsmarschall considered that 
the disadvantage given by an air triangle Malta-Algiers-Tripoli out 
weighed the advantages of the plan. So a retreat to Gabes was out of 
the question, and no further thought should be given to it. I had on my 
lips the argument that it was nonsense to be talking of an air triangle 
when it was all the same to us in the end where the British aircraft which 
bombed our ports came from; however, I realised the futility of the 
whole discussion and kept quiet. 

In the conference with the Duce, Goering declared that I had left 
the Italians in the lurch at Alamein. Before I could make a worthy reply 
to this monstrous statement, Mussolini said: "That s news to me; 
your retreat *was a masterpiece, Marshal Rommel." 



368 THE WAR IN AFRICA SECOND YEAR 

On this occasion the Italians were far more reasonable than our own 
higher command and began by supporting my recommendation to retire 
to the Gabes position. However, no real agreement was reached. I had, 
meanwhile, issued orders to my army that if the British attacked, the 
Mersa el Brega line was to be held to the last man, and had referred to 
the Fuehrer s order. The Italians saw quite clearly that this must lead 
to the inevitable destruction of the army, and I did, therefore, manage to 
get permission from the Duce to begin with the construction of the 
Buerat line and to take steps to move the non-motorised Italian infantry 
back there in good time. The motorised forces also received authority 
to withdraw in the event of a British attack. That was at least something. 

On the morning of the 2nd December, a conference took place in the 
Commando Supremo on supply matters. I had already drawn attention 
to the fact that practically the whole of our shipping space was being used 
for the Fifth Panzer Army [in Tunisia] and that my army was not even 
receiving the necessities of life, although it was carrying the main burden 
of the fighting. The most likely reason for this was the interest that the 
Luftwaffe and various other Rome authorities had in supplying the 
Fifth Army for an offensive to die west. 

At the outset of the conference, Goering stated that I must at all costs 
hold on indefinitely at Buerat, but that if possible I should already begin 
attacking the enemy from Mersa el Brega. 

The discussion then turned to a number of technical points concerning 
the method of carrying supplies to Tripoli. In particular, Goering sug 
gested that we might lay a mine-barrier after the British example, which 
would keep the seaways between Tunis and Italy safe from submarines 
from both sides. Adequate quantities of sea-mines were available in 
Germany. The Italian Navy, of course, opposed any such scheme and 
put forward all manner of objections. 

I found all this talk very embittering. If our highest authorities had 
only occupied themselves with the subject a little earlier, and put these 
ideas into practice months before, victory in Africa would have been 
ours. Most people do not seem to exert themselves until the water is 
lapping round their shins. 

I was not best pleased when it came out that Kesselring had diverted 
to Tunis a number of the latest type of 88-mm. guns, which the Fuehrer 
had promised us and which we urgently required. It was unfortunate but 
true that in matters of supply Kesselring behaved in a very uncomradely 
spirit towards us and thought only of himself. Finally, Kesselring gave 
orders for these ships to be diverted back to Tripoli. 

Particularly interesting was Goering s political attitude towards the 
Italians in relation to the difficult situation in Africa. Although we had 
always been forbidden to say a word to the Italians about the short 
comings of their Army and State, or to demand improvements, Goering 
now began to talk to Cavallero about really fundamental questions, such 



CONSULTATION IN EUROPE 369 

as the poor Italian armament, their sea strategy and similar thorny 
subjects. The only result, of course, was that he put their backs up without 
having any hope of getting anything put right. I have already drawn 
attention in an earlier chapter to the unsatisfactory political basis on 
which the Italo-German alliance was founded. It was the source of most 
of the trouble and faults which led to the loss of the African war. A war 
of alliance always causes difficulty and friction between the allies, as 
each country tries to work for its own ends rather than the other s. The 
right thing in these circumstances is to air all differences openly and not to 
cover them with a cloak of silence. Many Italians felt very deeply that 
the Axis was a sham, and consequently believed that in final victory we 
would have scant regard for their interests. 

It was generally felt that if Tripolitania were lost, Mussolini would 
be threatened by a political crisis in Italy. His position may well have 
been still further weakened by Goering s sudden heavy-handed behaviour. 
A great many Italians had had enough of the war and were considering 
how best they could get out of it. 

Flying back to Africa I realised that we were now completely thrown 
back on our resources and that to keep the army from being destroyed 
as the result of some crazv order or other would need all our skill. 



CHAPTER XVIII 

BACK TO TUNISIA 



MY STAFF in Africa were profoundly shocked when they heard what little 
appreciation our highest command had shown for our position. 

Meanwhile, the British had not been idle. Artillery had been brought 
into position and supply dumps established, and they were now very 
active with reconnaissance. Now that we were out of range of air transport 
from Sicily, our petrol situation had grown even worse. In fact, we were 
to all intents and purposes completely immobilised. With petrol so short, 
the Luftwaffe was having to confine itself to only the most essential of 
sorties. 

Although 5,000 tons of petrol had arrived in Africa for the Panzer 
Army during November, no less than 8,100 tons had been sunk by the 
British on the way. The scale of these sinkings and the quantity of petrol 
lost by them is made even more clear when it is realised that the greater 
part of the 5,000 tons which did arrive was flown over by the Luftwaffe. 

In these circumstances it had now become a matter of doubt whether 
we would ever be able to get our formations back as far as Buerat. The 
major British attack was expected for mid-December and we had to be 
out by then. When I talked over the situation with Marshal Bastico on 
the 3rd December we decided to go on doing alLwe could to get the facts 
across to our higher authorities. For the rest we were completely 
dependent on the arrival of the promised petrol ships. 

But the petrol situation did not improve during the next few days. 
Our first idea had been not to attempt a withdrawal until enough petrol 
was available to get the whole force back. But we soon had to give that up, 
since on the 5th December it became increasingly evident that the 
British attack would not be long delayed. So we began to shift the 
Italians back on the night of the 6th. In spite of the need for secrecy 
I was certain that if the British once got wind of our intentions they 
would attack immediately the Italians made an atrocious din and some 
of their vehicles even drove back through the moonlit night with blazing 
headlights. 

Thus the Italians were carried away night by night to the west* 

370 



BACK TO TUNISIA 371 

Their move swallowed up practically all the meagre amount of petrol 
we did receive, and transport of ammunition to the front virtually ceased. 
The armoured and motorised forces were all but immobilised and could 
never have reacted to British attacks. SOS after SOS was dispatched 
to Europe. With the enemy concentrating his air reconnaissance also 
part of his ground reconnaissance in the south, it was obvious that he 
was preparing a wide hook through the desert to outflank our line. It 
therefore became every day more urgent to get ourselves mobile again. 



8 Dec* 
MY DEAR MANFRED, 

It s time that I sent you my congratulations on your I4th birthday. 
My wishes must not arrive too late. 

The war is very hard and it looks doubtful whether I shall be 
permitted to return to you. You know what a difficult struggle we re 
having with the British at present, how great their superiority is and 
how small our supplies. If it goes on like this, we shall be crushed by 
the enemy s immense superiority. It is a bitter fate for my soldiers 
and me to have to go through this at the end of so heroic and 
victorious a struggle. We will do our very utmost to avoid defeat* 

Now, to you, Manfred, dear. . . . You re going to be 14, and 
school will soon lie behind you. You must realise the seriousness of 
the situation and learn as much as you can at school. You are 
learning for yourself. It is not impossible that you might soon have 
to stand on your own feet. The times could become very, very hard 
for all of us. Be guided by your mother, who always has your best 
interests at heart. I am not pleased that the Hitler Jugend makes 
such heavy demands on your time and that school has to suffer as a 
result. It s probably too much for you. . . . 

ii Dec. 1942 

DEAREST Lu, 

Not much news. Things have livened up a little at the front. 
Our supply troubles are as bad as ever and are causing me a lot of 
headaches. I wonder if you could have an English-German dictionary 
sent to me by courier post. It would come in very useful. 

I m terribly looking forward to seeing your letters and especially 
the first one. Nehring has been relieved of his command and a 
Colonel-General has taken oven I wonder if he ll do any better? 1 

Christmas will be here in a few days. I wish you both, from my 
heart, a very happy Christmas. 

On the night of the 1 1 th December, after laying down heavy artillery 
fire on several of our strong points, the British opened an attack along 

iNehring, the former commander of the Afrika Korps, had been sent to command 
in Tunisia, but was there superseded by von Arnim. 



372 THE WAR IN AFRICA SECOND YEAR 

the coast road in the north. Shortly afterwards my troops succeeded in 
engaging a British scouting party which had the task of reconnoitring road 
conditions near Merduma. Thus Montgomery s intentions were finally 
clear. The British made attack after attack against our strong-points in 
the north and soon there was no more doubt the enemy offensive had 
opened. 

The withdrawal of the non-motorised German and Italian troops was 
now complete. It being essential to avoid getting our forces too closely 
engaged in battle in the Mersa el Brega line we sounded the retreat in 
the evening and, from 7 o clock onwards, an unbroken stream of fighting 
troops and transport moved off to the west. There was no hope of 
opposing a British outflanking thrust with the motorised forces; we had 
too little petroL It would therefore have been suicide to have remained 
in the position any longer, 

Montgomery had intended to launch his attack on the i6th December, but 
hastened it when he saw signs, at the beginning of the month, that Rommel was 
about to withdraw. His plan was to make a frontal attack with the j/ st Highland 
Division, with the jth Armoured Division advancing on its left flank, while the 2nd 
New Zealand Division carried out a much wider outflanking move with the aim of 
getting astride Rommefs line of retreat at the Wadi Matratin, near Merduma, 
sixty miles west of Agheila. The attack as a whole was conducted by XXX Corps 
(Leese] which had taken over from X Corps. 

The New Zealand Division was concentrated round El Haseiat by the Qth 
December, and started its outflanking move from that rearward position on the isth. 
Montgomery ordered that large-scale raids by the $ist Division should open on the 
night of the nth, to occupy the enemy s attention, and that the frontal attack proper 
should be launched on the i$th. But these preliminary raids were taken by Rommel 
to be the start of the attack, and thus led him to hasten his intended withdrawal 
an effect that spoilt Montgomery s plan. 

Our petrol was only enough to carry the motorised group back to 
the El Mugtaa district where, provided the British did not advance 
round the flank into the Merduma area, we intended to make a pre 
liminary halt and await the renewed attack. 

The British commander s planning had contained one mistake. 
Experience must have told him that there was a good chance that we 
would not accept battle at Mersa el Brega. He should not, therefore, 
have started bombarding our strong-points and attacking our line until 
his outflanking force had completed its move and was in a position 
to advance on the coast road in timed co-ordination with the frontal 
attack. 

Meanwhile, on the loth December, the Fifth Panzer Army Command 
had been formed in Tunis under Colonel-General von Arnim. Un 
fortunately, very little co-ordination existed between this new command 
and ourselves. We badly felt the need during this period of a single 
authority on African soil which could have welded together under a 



BACK TO TUNISIA 373 

common command the two armies whose fates were so closely dependent 
on each other. 

THROUGH THE SIRTE 

Once again my troops were moving through the arid and monotonous 
wastes of the Great Sirte, westwards and probably for the last time. 
The retreat went as planned during the night, with the British obviously 
noticing nothing, for next morning, the I3th, they put down a violent 
barrage on our old positions. British fighter-bombers attacked the 
bottleneck at El Mugtaa all that day. 

Late in the morning, a superior enemy force launched an attack on 
Combat Group Ariete, which was located south-west of El Agheila, 
with its right flank resting on the Sebcha Chebira and its left linking up 
with goth Light Division. Bitter fighting ensued against 80 British tanks 
and lasted for nearly ten hours. The Italians put up a magnificent fight, 
for which they deserved the utmost credit. Finally, in the evening, the 
British were thrown back by a counter attack of the Centauro s armoured 
regiment, leaving 22 tanks and 2 armoured cars burnt out or damaged 
on the battlefield. The British intention of cutting off the goth Light 
Division had been foiled. 

Throughout that day I had reconnaissance forces out in the Merduma 
area to prevent a surprise attack on the coast road by an enemy out 
flanking column. 

That day the British sank a tanker and two fast ships laden with a 
total of 3,500 tons of petrol. This was a heavy blow for us, particularly 
in view of the British threat from the south, which made a speed-up in 
the operation essential. 

Air reconnaissance, which had been specially ordered because of the 
anxiety we felt for our flank, very soon reported the advance of powerful 
British forces on Merduma. This meant that we now had to use our last 
drop of petrol to get out of the sack. It was infuriating for me to have 
to stand idly by and watch the wonderful opportunities which the enemy 
offered us for effective counter-moves. For example, the British com 
mander used a column of only about 2,000 vehicles for his southern hook, 
and it would have been simple enough, if only we had had the petrol, 
to have left a small force holding the Mugtaa defile while the bulk of 
our motorised forces attacked and destroyed the enemy outflanking 
column. As things were, however, the situation presented us with deadly 

peril. 

So that night the retreat was resumed. Next morning, the 2ist 
Panzer Division held the Mugtaa defile as rearguard. At about 10.00 
hours, I moved Army H.Q,. back to a point some 30 miles east of Nofilia, 
where, during the afternoon, I received news from the Luftwaffe com 
mander that the British had reached a point 20 miles south-east of 



THE WAR IN AFRICA SECOND YEAR 

Merduma. This was bad news indeed, because there was then very little 
petrol left at the front and we had to get some up over the road. Mean 
while the ^rd Reconnaissance Battalion, which was screening our 
southern front, was being slowly forced back to Merduma by the greatly 
superio